- 9 - As the sole stockholder and owner of petitioner, Ms. Felton controlled the business and controlled which clients to represent. She also had control over how that representation was undertaken. Indeed, it was Ms. Felton, petitioner’s only attorney, that performed all of petitioner’s legal services. Common experience under these facts tells us that petitioner and Ms. Felton were one and the same for purposes of control. In addition, it is important to note that some Internal Revenue Code provisions include the officers of a corporation in their definition of employee. See, e.g., sec. 3121(d) (providing that an officer of a corporation is an employee for employment tax purposes). When asked, Ms. Felton testified that she does not “call herself an officer”. The Court, however, takes judicial notice of the fact that the New York Department of State, Division of Corporations’ Web site lists Regina Felton as petitioner’s “Chairman or Chief Executive Officer”. See http://appsext5.dos.state.ny.us/corp_public/; see also Fed. R. Evid. 201. Petitioner was asked by the Court to provide a copy of its original application for incorporation. Petitioner did not do so. Under New York State law, certificates of incorporation for professional corporations must list the names of the corporation’s shareholders, officers, and directors. N.Y. Bus. Corp. Law sec. 1503 (McKinney 2006). “The rule is well established that the failure of a party to introduce evidencePage: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 Next
Last modified: May 25, 2011