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at “adjusted book value”, as determined under various buy-sell
and option agreements. We did not decide whether the price
determined under the adjusted book value formula in those
agreements was dispositive for estate tax valuation purposes;
instead, we held, after careful review of the experts’ reports,
that the actual date of death fair market value of the shares did
not exceed the price determined under the adjusted book value
formula, as reported on the estate tax return. In so doing, we
did two things: (1) We found no evidence to support respondent’s
intimations that the agreements “were merely estate planning
devices [that served] no bona fide business purpose”; and (2) we
concluded that “the transfer restrictions * * * and the prices
set in the buy-sell and option agreements” could not be ignored
in arriving at value because, among other things, “there [was] no
persuasive evidence to support a finding that the restrictions,
or the offers to sell set forth in the agreements, were not
susceptible of enforcement or would not be enforced by persons
entitled to purchase under them.” Estate of Hall v.
Commissioner, supra at 334-335.
The differences between the cases at hand and Estate of Hall
are significant and substantial. In these cases we have found
the buy-sell agreements to be testamentary devices,
notwithstanding that they also served valid business purposes.
As a result, the depressing effect on value that the buy-sell
agreements may have had in these cases is to be ignored, rather
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