Menard, Inc. - Page 6

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          162(a)(1)” is to prevent corporations from disguising dividends             
          as salary.  The Court of Appeals explained that, in addition to             
          satisfying the independent investor test, for compensation to               
          qualify as a deductible business expense, the compensation must             
          be “a bona fide expense”.  Id. at 839.  The Court of Appeals                
          described as “material” to this inquiry any evidence showing that           
          “the company did not in fact intend to pay * * * [the CEO] that             
          amount as salary, that * * * [the CEO’s] salary really did                  
          include a concealed dividend though it need not have.”  Id.                 
               A taxpayer’s intent with respect to the payment of                     
          compensation is a question of fact that must be decided on the              
          basis of the facts and circumstances.  E.g., Paula Constr. Co. v.           
          Commissioner, 58 T.C. 1055, 1059 (1972), affd. without published            
          opinion 474 F.2d 1345 (5th Cir. 1973).  After reviewing the                 
          relevant facts and circumstances, we concluded that a portion of            
          Mr. Menard’s salary (the amount in excess of $7,066,912) was not            
          paid purely for services.  In support of our conclusion, we                 
          emphasized several facts.  Menards, a closely held corporation,             
          had never paid a dividend.  Menards’s board of directors awarded            
          Mr. Menard a bonus equal to 5 percent of Menards’s net income               
          before taxes without making any effort to evaluate whether the              
          bonus, combined with other components of Mr. Menard’s                       
          compensation, would result in the payment of excessive and                  
          unreasonable compensation.  The 5-percent bonus was paid pursuant           






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