- 8 - 142(a). Even if petitioner had persuaded us that its liability as a transferee at law is limited to the value of the assets received in the merger,10 petitioner has failed to prove the value of the assets in question, and that failure is fatal. Petitioner had the burden of proving facts supporting its argument that its liability as a transferee at law was limited. Petitioner made no effort to prove the value of the assets it received in the merger. We, therefore, must conclude, and so hold, that petitioner is liable as a transferee at law for Cordes Finance Corp.’s income tax liability as determined by respondent. 9(...continued) connection with examinations commencing after July 22, 1998. Petitioner introduced no evidence establishing whether the examination in this case commenced after July 22, 1998, and consequently, has failed to demonstrate that sec. 7491 applies. Ashley v. Commissioner, T.C. Memo. 2000-376. Moreover, petitioner introduced no evidence (credible or otherwise) respecting the value of the assets transferred to it in the merger and thus failed to meet the threshold requirement of sec. 7491(a)(1). 10The weight of authority appears to hold that transferee liability at law is not limited to the value of the assets received. Bos Lines, Inc. v. Commissioner, 354 F.2d 830, 837 (8th Cir. 1965), affg. T.C. Memo. 1965-71; see also Saltzman, IRS Practice and Procedure, par. 17.06[1] (2d ed. 1991) (Transferee liability at law is full liability, regardless of the value of the assets received, unless limited by statute or agreement); Transferee Liability, 628 Tax Mgmt. A-19 (BNA 1988). Petitioner’s reliance on our decisions in Lesser v. Commissioner, 47 T.C. 564 (1967) and Napsky v. Commissioner, T.C. Memo. 1965- 284, affd. 371 F.2d 189 (7th Cir. 1966), for the proposition that the liability of a transferee at law is limited to the value of the property received from the transferor is misplaced because both of those cases are distinguishable.Page: Previous 1 2 3 4 5 6 7 8 9 Next
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