Dover Corporation and Subsidiaries - Page 21

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          in its (Dover UK’s) business is arguably more persuasive than it            
          would be if the assets are deemed to have been sold immediately             
          after the deemed liquidation of H&C.                                        
               The underlying assumption by both parties is that, whether             
          the sale of the H&C stock (and, therefore, the deemed sale of               
          H&C’s assets) occurred on June 30 or July 11, 1997, the deemed              
          liquidation of H&C is considered to have occurred immediately               
          before the close of business on June 29, 1997, the day before the           
          effective date of H&C’s disregarded entity election, as specified           
          in the Form 8832 filed by H&C.  See sec. 301.7701-3(c)(1)(iii),             
          (g)(3)(i), Proced. & Admin. Regs.  We question that underlying              
          assumption.  In its initial request for 9100 relief, petitioner             
          specifically requested that “H&C be granted an extension of time            
          to make * * * [a disregarded entity election] effective                     
          immediately prior to the sale of stock in H&C by Dover UK to                
          Thyssen UK”.  (Emphasis added.)  Consistent with petitioner’s               
          request, respondent granted to H&C, “an [60-day] extension of               
          time for making [a disregarded entity] election * * * effective             
          immediately prior to the sale [of H&C stock] on [June 30, 1997]”.           
          (Emphasis added.)  Both petitioner, in filing the Form 8832                 
          listing June 30, 1997, as the effective date of the disregarded             
          entity election, and respondent, in accepting that filing,                  
          believed that June 30, 1997, was the date of the H&C stock sale             
          and that the deemed liquidation occurred “immediately prior to”             






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