- 4 - Sunbelt was incorporated in 1981.2 Initially, its sole, equal shareholders were Craney, Ridge, and an otherwise unrelated individual, John L. Hutto (Hutto). In 1986, Craney’s shares of stock were redeemed by Sunbelt, and, from then until January 15, 1993, Ridge and Hutto were the sole, equal shareholders of Sunbelt. Hutto was president of Sunbelt and chairman of its board of directors. He was responsible for all executive functions of Sunbelt. Sunbelt produced and sold pressure-treated lumber. That business was profitable. In February 1989, based on Hutto’s experience in the millwork business (manufacturing doors and window frames), Sunbelt entered the millwork business (the millwork division). The millwork division lost money from its inception to its shutdown in mid-1990. Because of Sunbelt’s management’s focus on the millwork division, Sunbelt’s core business (pressure-treating lumber) also suffered. Nonetheless, Sunbelt had over $1.8 million in retained earnings as of the close of its fiscal taxable year ended June 26, 1993. Events Leading to Ridge’s Distribution of the Sunbelt Stock to Ridge’s Shareholders In 1982, Sunbelt began to borrow money from Citrus and Chemical Bank, in Bartow, Florida (the Bank), pursuant to a 2 There is a conflict between Stipulation of Facts 15, which recites that Sunbelt was incorporated in 1983, and Exhibit 43-J, Form 1120, U.S. Corporation Income Tax Return, 1992, for Sunbelt, which states that Sunbelt’s date of incorporation is Oct. 16, 1981. We may disregard a stipulation where it is clearly contrary to the evidence in the record, and we do so here. See Jasionowski v. Commissioner, 66 T.C. 312, 318 (1976).Page: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Next
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