- 6 - Subsequently, on October 15, 1996, Mr. Combrink and LINKS agreed to convert the above-referenced promissory notes payable by LINKS to Mr. Combrink into one promissory note in the amount of $77,481.03 and additional paid-in capital of $175,000.00. No further shares were issued at this time. Then, on December 1, 1996, Mr. Combrink transferred all of his stock in LINKS to COST in exchange for COST’s releasing Mr. Combrink from a liability to COST in the amount of $174,133.20, apparently consisting of the $56,404.47 promissory note, the $17,000.00 promissory note, the $11,000 accounts receivable balance as of May 25, 1995, and the $89,728.73 added to the accounts receivable balance in 1995 and 1996 as detailed above. On their timely filed joint 1996 U.S. Individual Income Tax Return, Form 1040, petitioners did not report any income or loss as a result of the release transaction. Respondent determined that $174,133.20 must be included in income as a dividend pursuant to sections 301, 302, and 304. Discussion Section 304 mandates that certain transactions involving shares in related corporations be recast for tax purposes as redemptions, the tax treatment of which is then governed by section 302 and potentially section 301. The parties here disagree with respect to whether section 304 is applicable to the December 1, 1996, transaction between Mr. Combrink and COST.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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