Richard J. and Phyllis Bot - Page 5




                                                - 5 -                                                  
            had paid, and calculated how much of the farm operation’s profit                           
            they each were entitled to receive.                                                        
                  With the exception of proceeds generated from the sale of                            
            corn in 1995 that were reported as proceeds from the sale of                               
            capital assets on Schedule D, Capital Gains and Losses,                                    
            petitioners reported their share of farm income and expenses as                            
            farm rental income and expenses on Forms 4835, Farm Rental Income                          
            and Expenses, attached to their 1994 and 1995 Forms 1040, U.S.                             
            Individual Income Tax Return.                                                              
            Minnesota Corn Processors                                                                  
                  In approximately 1982, a group of Minnesota farmers formed                           
            Minnesota Corn Processors (MCP), an agricultural cooperative                               
            organized under the laws of Minnesota.4  MCP was incorporated to                           
            handle all aspects of dealing with agricultural products produced                          
            by its members and to perform services for its members.                                    
                  Under its articles of incorporation, MCP was authorized to                           
            issue 30,000 shares of common stock and 100,000 shares of                                  
            nonvoting preferred stock.  Only “producers of agricultural                                
            products * * * who reside in the territory served” by MCP could                            
            hold shares.  A producer is any person “actually engaged in the                            

                  4MCP’s objective was to accomplish collectively what none of                         
            its members could accomplish individually–-process corn and                                
            realize profits from the increased value of that processed corn.                           
            Without MCP’s pooled funds and processing facilities, its members                          
            would have had to sell their corn, if any, to an elevator.  Then,                          
            any value added to the corn by processing the corn would have                              
            been realized by others.                                                                   





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