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$18,204, respectively. The adjustments to income for both years
resulted from the reduction of the claimed deduction for the 1994
contribution of Sealodge stock from $720,000 to $360,000.
Sealodge
Sealodge was incorporated in Florida in July 1987.
Sealodge’s stock was never publicly traded or listed on a public
exchange. Debra Alexander received her 10-percent interest in
Sealodge from William Alexander in December 1990. This was the
sole transfer of Sealodge’s stock prior to the transfers of
Sealodge stock to MRDF on December 19, 1994.
The bylaws of Sealodge restricted the transfer of the
corporation’s stock as follows:
a. Sealodge’s stock was nontransferable through
sale or otherwise without the prior approval of the
corporation;
b. Sealodge reserved the right to deny a
transfer of the corporation’s stock; and
c. Sealodge reserved the right to purchase or
refuse to purchase the stock of any shareholder who
desired to transfer his or her stock.
At all relevant times, Mr. Koblick and Dr. Monney were the
sole directors and officers of Sealodge. Mr. Koblick was the
president and treasurer of Sealodge; Dr. Monney was the
secretary.
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