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the partnership’s only function was holding land pending its
sale).
Turning to the facts at hand, we are unaware of any decided
case that directly answers the question at hand; to wit, whether
a partnership terminates for Federal tax purposes when (1) its
controlling partner purportedly winds up the affairs of the
partnership’s business operation by using procedures apparently
contrary to those stated in the partnership agreement,
(2) another partner has filed a lawsuit to compel the use of the
procedures stated in the agreement, and (3) a resolution of that
lawsuit could reasonably lead to the partnership’s reporting in a
subsequent year of significant income, credit, gain, loss, or
deduction. With our understanding of the statute, regulations,
and judicial jurisprudence in mind, however, it is evident to us
that we must answer this question in the negative and hold that
HCMP was not terminated during 1998. HCMP’s affairs as to its
business operations were not completed as of the end of that year
in that an HCMP partner, Collins, was at that time legitimately
challenging the procedures used by the managing general partner
in winding up the partnership’s business, and a resolution of
Collins’s lawsuit could reasonably lead to HCMP’s reporting in a
subsequent year of significant income, credit, gain, loss, or
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