- 29 -
the rights (voting members) to remove the manager,
amend Treeco’s organizational documents, dissolve
Treeco, approve salaries or bonuses paid to any
manager, etc., all of which rights are entitled to
court enforcement. * * *
At the outset, we note that petitioners’ repeated assertions
that the rights conferred on the donees were identical to those
retained by the donors have little bearing on our analysis. A
similar fact did not dissuade us from finding only a future
interest in Blasdel v. Commissioner, 58 T.C. 1014 (1972), and we
are satisfied that it should be given no more weight here.
The taxpayers in Blasdel v. Commissioner, supra at 1015-
1016, 1018, created a trust, named themselves as 2 of the trust’s
beneficiaries, and conveyed beneficial interests to 18 other
family members. Although we explicitly observed that “the donees
acquired their fractional beneficial interests subject to the
same terms and limitations as petitioners held theirs”, we
nonetheless based our decision on the nature of those terms,
without regard to any identity of rights between donors and
donees. Id. at 1018-1020; see also Hamilton v. United States,
553 F.2d 1216, 1218 (9th Cir. 1977). In addition, given the
authority granted here to A.J. Hackl as manager, we observe that
the alleged equality, when viewed from a practical standpoint, is
less than petitioners would have us believe.
Concerning the specific rights granted in the Operating
Agreement, we are unable to conclude that these afforded a
Page: Previous 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 NextLast modified: May 25, 2011