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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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