- 5 -
Petitioner and the other shareholders of Empire executed a
shareholder agreement. The shareholder agreement provides that
petitioner assign all preexisting contracts to Empire, agree to
terminate his sole proprietorship, and transfer all preexisting
accounts receivable to Empire in exchange for a 12-percent
interest in Empire and a payment of $25,000. Again, petitioner’s
services to Troy were excluded from the shareholder agreement.
Furthermore, the shareholder agreement provided that all
management services would be provided by an entity called
PhyServ, Ltd., an entity wholly owned by the radiologists with
whom petitioner joined to form Empire. The management services
were to include “consultative” services, management of accounts
receivable and accounts payable, payroll services, marketing, and
general administrative services. It is unclear what services
were in fact actually provided by PhyServ, Ltd.
The Form W-2, Wage and Tax Statement, originally issued by
Empire to petitioner for the years in issue did not have the box
checked to indicate that petitioner was a “statutory employee”.
After the audit had commenced, petitioner requested that Empire
issue amended Forms W-2 for the years in issue indicating a
statutory employee status.
During the years in issue, Troy required identical
maintenance services from petitioner. The sole difference was
that Troy’s only customer was St. Mary’s Hospital, located in
Page: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 Next
Last modified: May 25, 2011