Eric B. Benson, et al. - Page 45

                                       - 45 -                                         
          1972), affg. in part and revg. in part on another ground T.C.               
          Memo. 1971-145.                                                             
               “Corporate expenditures constitute constructive dividends              
          only if 1) the expenditures do not give rise to a deduction on              
          behalf of the corporation, and 2) the expenditures create                   
          ‘economic gain, benefit, or income to the owner-taxpayer.’”  P.R.           
          Farms, Inc. v. Commissioner, 820 F.2d 1084, 1088 (9th Cir. 1987)            
          (quoting Meridian Wood Prods. Co. v. United States, 725 F.2d                
          1183, 1191 (9th Cir. 1984)), affg. T.C. Memo. 1984-549.  “The               
          crucial concept in a finding that there is a constructive                   
          dividend is that the corporation has conferred a benefit on the             
          shareholder in order to distribute available earnings and profits           
          without expectation of repayment.”43  Truesdell v. Commissioner,            
          supra at 1295 (citing Noble v. Commissioner, supra at 443).  A              
          “constructive dividend” is “simply a corporate disbursement that            
          is a dividend in the contemplation of law though not called such            

               43        “To constitute a distribution taxable as                     
                    a dividend, the benefit received by the                           
                    shareholder need not be considered as a                           
                    dividend either by the corporation or its                         
                    shareholders, declared by the board of                            
                    directors, nor other formalities of a                             
                    dividend declaration need be observed, if on                      
                    all the evidence there is a distribution of                       
                    available earnings or profits under a claim                       
                    of right or without any expectation of                            
                    repayment.”  * * *                                                
          Noble v. Commissioner, 368 F.2d 439, 443 (9th Cir. 1966), affg.             
          T.C. Memo. 1965-84 (quoting Clark v. Commissioner, 266 F.2d 698,            
          711 (9th Cir. 1959)).                                                       





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