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Tower, 327 U.S. 280, 286 (1946); see also ASA Investerings Pship.
v. Commissioner, 201 F.3d 505, 513 (D.C. Cir. 2000), affg. T.C.
Memo. 1998-305. When the existence of an alleged partnership is
challenged, the question arises whether the partners truly intended
to join together for the purpose of carrying on business and
sharing in the profits or losses or both. Commissioner v. Tower,
supra at 286-287. “Business activity” excludes activity whose sole
purpose is tax avoidance. ASA Investerings Pship. v. Commissioner,
supra at 512.
a. Andantech-Foreign Should Be Disregarded
Because Messrs. Parmentier and de la Barre
d’Erquelinnes Did Not Intend To Join Together for
the Purpose of Carrying On a Business and Sharing
in the Profits or Losses From the Equipment Leasing
Activity
In these consolidated cases, we are convinced that Messrs.
Parmentier and de la Barre d’Erquelinnes did not intend to join
together in order to share in any profit or loss from the business
activity of Andantech-Foreign; namely, the sale and leaseback of
computer equipment. Rather, to the contrary, we are convinced that
Mr. Parmentier’s true business objective was to profit from the
preferred stock of RD Leasing that he expected to receive.
The correspondence between Mr. Parmentier’s attorney, Mr.
Temko, and Comdisco establishes to us that Mr. Parmentier’s sole
concern was with his potential tax liability and financial risk.
Mr. Parmentier wanted assurances that he and Mr. de la Barre
d’Erquelinnes could (1) promptly recover their $200,000 investment,
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