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goods at a specific price, time, and terms, based upon two
variables: Desirability of the asset (reflected in demand) and
the existence and depth of an established market for buyers and
sellers of the asset type. By these standards, a minority
interest in Johnco stock would lack marketability. A minority
shareholder would have limited means of realizing economic gain,
inasmuch as he could not compel distributions or liquidations and
could not readily sell his interest to realize appreciation in
the corporation's market value, because no established market
exists for the sale of stock in closely held corporations.
In evaluating the marketability of a 98-percent stock
interest in Johnco, it is not the desirability of the Johnco
stock, or the existence of a market for such stock, that is the
focus of our analysis. Because a 98-percent stock interest
confers control, including the ability to liquidate the
corporation, it is the desirability of Johnco's assets
(principally the Timber Property) and the existence of a market
for such assets that is most relevant in our analysis of
marketability. Under Texas corporate law, a 98-percent
controlling shareholder would have the authority to liquidate
Johnco. As discussed supra, the Timber Property, which
constituted 86 percent of Johnco's assets, was a highly desirable
parcel of timberland located within a highly competitive timber
market. During the early 1990's, the local market for timberland
was considered to be very active, and properties of the size and
quality of the Timber Property were in high demand. According to
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