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Respondent argues that under Florida law, petitioner is
liable as a transferee both at law and in equity.7 On brief,
respondent bases his arguments regarding petitioner’s liability
at law on Florida statutes that were not in effect at the time of
the transfers in question.8 We need not linger long over this
complication, however, for as discussed below, we conclude that
respondent has made a prima facie case of transferee liability in
equity.
Under Florida law, a transferee may be liable in equity for
the debts of the transferor who fraudulently conveys assets to
7 The difference between transferee liability at law and in
equity has been described as follows:
Transferee liability at law is based either
on the transferee’s express assumption of the
transferor’s liability (the “assumption by
contract” theory) or on state or federal law
imposing liability on the transferee. The
difference between liability at law and liability
in equity is not that one is based on statutory
law while the other is not. Rather, the
difference is that liability in equity derives
from the law of fraudulent conveyances developed
by courts of equity that required an application
for equitable relief where a conveyance was to be
set aside. Much of the law of fraudulent
conveyances is now a matter of statute such as the
Uniform Fraudulent Conveyance Act. [Saltzman, IRS
Practice and Procedure, par. 17.03 (2d ed. 1991)].
8 On brief, respondent relies on Fla. Stat. Ann. secs.
607.1405(1), 607.1406(10), and 607.1406(12) (West 1993). These
provisions were effective as of July 1, 1990. The subject matter
of the predecessor statutes is similar but not identical to that
of the statutes cited by respondent.
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