Salina Partnership LP - Page 33




                                       - 33 -                                         
          subsidiaries (including Telesat, Alandco, Turner Foods, and a               
          separate banking business).  On the basis of the record presented,          
          we conclude that FPL would have used most, if not all, of its CPG           
          loss within the 5-year period for reporting loss carryovers under           
          section 1212(a).  Accordingly, although we shall not attempt to             
          precisely quantify the potential value of the tax benefit                   
          associated with FPL’s investment in Salina, we are satisfied that           
          the potential profits associated with the investment were not de            
          minimis relative to the perceived tax benefit.                              
               2.  Section 752                                                        
               Having concluded that FPL’s investment in the Salina                   
          partnership was not a sham in substance, we now review the disputed         
          transaction on its merits.  Respondent maintains that Salina                
          substantially overstated the amount of its short-term capital gain          
          by failing to treat its obligation to return the Treasury bills             
          that it sold short as a “liability” under section 752(a).                   
          Section 752(a) provides:                                                    
               SEC. 752.  Treatment of Certain Liabilities.--                         
                    (a) Increase In Partner’s Liabilities.-–Any increase              
               in a partner’s share of the liabilities of a partnership,              
               or any increase in a partner’s individual liabilities by               
               reason of the assumption by such partner of partnership                
               liabilities, shall be considered as a contribution of                  
               money by such partner to the partnership.                              
          Assuming that Salina’s obligation to close its short sale                   
          constituted a partnership liability under section 752, respondent           
          posits that FPL’s pro rata share of the liability would have                





Page:  Previous  23  24  25  26  27  28  29  30  31  32  33  34  35  36  37  38  39  40  41  42  Next

Last modified: May 25, 2011