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result in its termination. Id. at 526. Respondent argued in
Baker Commodities, Inc. that the partnership had terminated upon
its sale of the hospital because it then ceased engaging in its
principal business activity. The court disagreed. The court
held that the cessation of a partnership’s primary purpose is not
necessarily a termination under section 708 but what is required
by the statute is a complete cessation of all partnership
activity, inclusive of a distribution to the partners of all of
the partnership’s assets. Id.; accord Neubecker v. Commissioner,
supra at 582-583 (complete cessation of the partnership business
is required to effect a termination of the partnership under
section 708(b)(1)(A)). The court noted that a partnership whose
sole operation is the winding up of its affairs terminates only
upon the cessation of all activity and the distribution of its
remaining asset, cash. Baker Commodities, Inc. v. Commissioner,
supra at 526-527.
In Baker Commodities, Inc. v. Commissioner, supra at 526,
the court also relied upon Ginsburg v. United States, 184 Ct. Cl.
444, 396 F.2d 983 (1968). There, the partnership discontinued
its primary business activity, the development of land, but
continued to cultivate the land. The Court of Claims declined to
find that the partnership had terminated through a cessation of
its primary business. The Court of Claims rejected the
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