James O. Jondahl - Page 26

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         entities.  At the time Taxman was incorporated, petitioner was               
         being sued as an individual and as sole proprietor of his tax                
         preparation business.  Petitioner’s goal of obtaining limited                
         liability for his tax preparation business by operating his                  
         business through Taxman is a sufficient business purpose for                 
         Taxman to be recognized as a separate entity.  See Moline Props.,            
         Inc. v. Commissioner, supra at 438-439.  In addition, Taxman had             
         employees, filed tax returns, maintained books, records, and a               
         bank account, and held assets and liabilities.  This level of                
         ongoing business activity is also sufficient for the Court to                
         conclude that Taxman was not a sham corporation.  See id.                    
              WFIC was organized by Mr. Smith in 1949, and from 1988 until            
         1994, it operated a commercial real estate business.  Until 1991,            
         Mr. Smith remained actively involved in WFIC’s day-to-day                    
         business operations and had an office in Taxman’s business space.            
         WFIC maintained books, records, and bank accounts and filed                  
         corporate tax returns.  Petitioner applied for his real estate               
         broker’s license as an employee of WFIC and ran most of his real             
         estate transactions through WFIC’s trust account.  WFIC also had             
         other real estate agents working for it.  These business                     
         activities are sufficient to convince us that WFIC was not a sham            
         and should be recognized as a corporate entity separate from                 
         petitioner. See id.                                                          







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