Michael W. and Caroline P. Huber et al. - Page 19

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               Respondent’s argument ignores the evidence.  None of the               
          parties who testified believed that there had been a significant            
          change in Huber’s finances since the last valuation, and those              
          parties demonstrated their independent knowledge of Huber’s                 
          worth.  Further, we do not find the time lapse in this case to be           
          unreasonable.  See Hooker Indus. v. Commissioner, T.C. Memo.                
          1982-357 (crediting a single sale of stock as “best criteria of             
          market value” even though it relied on an appraisal that was 13             
          months old).                                                                
               Respondent argues that the parties were not reasonably                 
          informed because they did not see a copy of the E&Y report.  This           
          narrow argument fails to address that the shareholders of Huber,            
          including the ones who testified, regularly received reports from           
          Huber, discussed the company with its CEO, attended shareholder             
          meetings, and participated on Huber’s board of directors and its            
          committees.  Further, one of the buyers of the stock from the               
          Brown estate, Mr. Brooke, testified that he did see the E&Y                 
          report.  Whether the shareholders actually saw the report does              
          not influence our conclusion that the parties were well informed            
          because the modus operandi of Huber gave plenty of opportunity              
          for shareholders to educate themselves about the company and the            
          E&Y methodology, and the evidence shows that many of the parties            
          to the sales at issue in fact did just that.                                







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