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The first minutes14 provide, in part, as follows:
At this, the FIRST MEETING of the BOARD OF Directors of
The Adorno Asset Management Company * * *. All
Directors being present, by unanimous accord the
following was affirmed and ratified, viz:
1. That, pursuant to the request and declaration of
Alicia Gloyeske, on this date, a Contract Creating
This Entity creating The Adorno Asset Management
Company, (A Common Law Business Organization) was
duly executed, acknowledging Alicia Gloyeske, it’s
Director, and the above named person by their
signature evidenced the acceptance of the duties,
obligations and faithful performance of said
Company.
* * * * * * *
3. However, in order to acquire a proper [employer
identification] number, the Director hereby
changes the name of The Adorno Asset Management
Company, by substituting the word “Trust” for the
word “Company”.
* * * * * * *
/s/
Alicia Gloyeske, Director
The first minutes do not list the name of a “trustee” for Adorno
Asset nor make any reference to a “trustee”.
The affidavit provides, in part, as follows:
I, Edwin Adorno, * * * state as follows based on my
personal knowledge:
1. I am trustee of the Adorno Business Company
lawfully authorized to represent and act on behalf
of Adorno Business Company.
14 The first minutes are substantially similar to the first
minutes in The Adorno Bus. Co. v. Commissioner, T.C. Memo. 2003-
126. See infra note 16.
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Last modified: May 25, 2011