- 18 -
actual knowledge of the merger, but also had the means by which
respondent's WPT agents could have readily acquired such
knowledge. Southwestern Inv. Co. v. Commissioner, supra.
In Paramount Warrior, Inc. v. Commissioner, T.C. Memo. 1976-
400, affd. without published opinion 608 F.2d 522 (5th Cir.
1979), a case which is in many respects similar to the instant
case, we declined to decide whether the notification of a merger
in correspondence with one of respondent's service centers, or in
a parent company's consolidated return, constituted sufficient
knowledge on the part of respondent, because we found as a fact
that the field agents involved with the examination had actual
knowledge that the corporation, on whose behalf the Forms 872
were signed, had merged out of existence. Id. In the instant
case, we are faced with precisely the question deferred in
Paramount Warrior.
Energy asserts that the two groups of documents filed with
respondent's Austin Service Center should be considered notice of
New Petroleum's dissolution, and therefore such knowledge should
be attributable to the WPT agents who conducted the examination
and who drafted the last three Forms 872. The first group of
documents on which Energy relies consists of the 1991
consolidated Form 1120 filed by Holdings along with the merger
documents attached thereto. The second group of documents
consists of the 1991 employment tax returns (Forms 940 and 941)
filed in New Petroleum's name. Energy argues that the WPT agents
Page: Previous 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 NextLast modified: May 25, 2011