Seggerman Farms, Incorporated - Page 10




                                       - 10 -                                         
          affd. 881 F.2d 832, 835 (9th Cir. 1989); Beaver v. Commissioner,            
          T.C. Memo. 1980-429; see also sec. 1.357-2(a), Income Tax Regs.             
               Petitioners rely on two Court of Appeals decisions, in which           
          the Courts of Appeals granted taxpayers relief from recognizing a           
          gain under section 357(c).  In Lessinger v. Commissioner, 872               
          F.2d 519 (2d Cir. 1989), revg. 85 T.C. 824 (1985), the difference           
          between the adjusted basis of the assets that were transferred              
          and the liabilities that were transferred to the corporation was            
          recorded as a loan receivable from the taxpayer to the                      
          corporation.  The Court of Appeals held that, “where the                    
          transferor undertakes genuine personal liability to the                     
          transferee, ‘adjusted basis’ in section 357(c) refers to the                
          transferee’s basis in the obligation, which is its face amount.”            
          Id. at 526.  As a result of the inclusion of the face value of              
          the loan receivable in the adjusted basis of the assets that were           
          transferred, there was no gain to recognize under section 357(c).           
          See id.                                                                     
               In Peracchi v. Commissioner, 143 F.3d 487 (9th Cir. 1998),             
          revg. T.C. Memo. 1996-191, the difference between the adjusted              
          basis of the assets that were transferred and the liabilities               
          that were transferred to the corporation was recorded as a                  
          personal note from the taxpayer to the corporation.  The Court of           
          Appeals held that the taxpayer had a basis in the personal note             








Page:  Previous  1  2  3  4  5  6  7  8  9  10  11  12  13  14  Next

Last modified: May 25, 2011