Estate of Frazier Jelke III, Deceased, Wachovia Bank, N.A., f.k.a. First Union National Bank, Personal Representative - Page 25

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          contending that CCC’s securities will appreciate, increasing the            
          future tax payments and thereby obviating the need to discount.             
               The estate’s expert, in an effort to support this theory,              
          testified that if the premise is that the liquidation or sale of            
          substantially all of a corporation’s assets would occur in the              
          future, there should also be:                                               
               a long term projection * * * that the stock will                       
               appreciate.  If the stock appreciates, the capital                     
               gains tax liability will appreciate commensurate [sic].                
               The present value of the capital gains tax liability                   
               will be the same.  Only if you assume there’s no                       
               appreciation in the stock would you discount the                       
               capital gains tax.  And that’s a completely                            
               unreasonable assumption.                                               
          Thus, the estate through its expert, Mr. Frazier, contends that             
          irrespective of the unlikelihood of liquidation there should be a           
          dollar-for-dollar decrease for the built-in capital gain tax                
          liability, representing the present value of that liability                 
          because the liability will increase over time.  In that regard,             
          the estate argues that Mr. Shaked incorrectly assumed that the              
          stock would not appreciate.                                                 
               In addressing this argument, Mr. Shaked explained that the             
          need to discount the built-in capital gain tax liability is                 
          analogous to the need to discount carryforward losses because               
          they cannot be used until years after the valuation year.  Mr.              
          Shaked’s approach is to calculate the built-in capital gain tax             
          liability by determining when it would likely be incurred.  We              









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Last modified: May 25, 2011