Regina Felton, PC - Page 10

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               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 evidence               






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