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the degree of control transferred with the block of stock to be
valued; (7) restrictions on transferability; (8) the period of
time for which an investor must hold the stock to realize a
sufficient return; (9) the corporation’s redemption policy; and
(10) the cost and likelihood of a public offering of the stock to
be valued. See Estate of Gilford v. Commissioner, 88 T.C. 38, 60
(1987); Northern Trust Co. v. Commissioner, 87 T.C. 349, 383-389
(1986), affd. sub nom. Citizens Bank & Trust Co. v. Commissioner,
839 F.2d 1249 (7th Cir. 1988); Mandelbaum v. Commissioner, T.C.
Memo. 1995-255, affd. without published opinion 91 F.3d 124 (3d
Cir. 1996).
The factors limiting marketability of True Oil general
partnership interests on the valuation dates included: (1) The
True family’s commitment to keep True Oil privately owned; (2)
the risk that a purchaser would not obtain unanimous consent to
be admitted as a partner; (3) True Oil’s declining revenues due
to increased competition and failure to find new reserves or to
increase production; (4) the subject interests’ lack of control;
(5) a purchasing partner’s exposure to joint and several
liability; and (6) the long holding period required to realize a
return.
Under Issue 1 of this opinion, we have held that the
restrictive provisions of the buy-sell agreements are to be
disregarded in determining fair market value for estate and gift
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