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be deduced from the evidence. See Silverman v. Commissioner,
538 F.2d 927, 933 (2d Cir. 1976), affg. T.C. Memo. 1974-285. The
experts in this case agree that, in ascertaining the fair market
value of each gift of interest in the partnerships, one starts
with the fair market value of the underlying assets of each
partnership and then applies discounts for factors that limit the
value of the partnership interests.
A. Nature of Interests Transferred
The first argument of the estate is that the partnership
interests that were transferred by decedent were assignee
interests rather than limited partnership interests. The estate
claims that decedent and the recipients of the gifts did not
fulfill the necessary requirements set forth in the partnership
agreements for transferring limited partnership interests. The
JBLP agreement provides that, upon an exchange of an interest in
the partnership, the general partner and 100 percent of the
remaining limited partners must approve, in writing, of a
transferred interest becoming a limited partnership interest.
The AVLP agreement provides that the general partners and
75 percent of the limited partners must approve, in writing, of a
transferred interest’s becoming a limited partnership interest.
Because these written approvals were not carried out, the estate
contends that the recipients of the gifts are entitled only to
the rights of assignees.
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