McComb v. Commissioner

1977 T.C. Memo. 176, 36 T.C.M. 725, 1977 Tax Ct. Memo LEXIS 265
CourtUnited States Tax Court
DecidedJune 9, 1977
DocketDocket No. 658-74.
StatusUnpublished
Cited by1 cases

This text of 1977 T.C. Memo. 176 (McComb v. Commissioner) is published on Counsel Stack Legal Research, covering United States Tax Court primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
McComb v. Commissioner, 1977 T.C. Memo. 176, 36 T.C.M. 725, 1977 Tax Ct. Memo LEXIS 265 (tax 1977).

Opinion

HENRY G. McCOMB, Petitioner v. COMMISSIONER OF INTERNAL REVENUE, Respondent
McComb v. Commissioner
Docket No. 658-74.
United States Tax Court
T.C. Memo 1977-176; 1977 Tax Ct. Memo LEXIS 265; 36 T.C.M. (CCH) 725; T.C.M. (RIA) 770176;
June 9, 1977, Filed
J. Vincent Sheehan and Victor J. Orzechowski, for the petitioner.
*266 Paul E. Vignone, for the respondent.

SCOTT

MEMORANDUM FINDINGS OF FACT AND OPINION

SCOTT, Judge: Respondent determined a deficiency in the Federal income tax of petitioner in the amount of $4,394.78 for the calendar year 1967.

The only issue for decision is whether petitioner is entitled to a net operating loss carryback to 1967 from 1970 because of being entitled in 1970 to a theft loss within the meaning of section 165(c)(3), I.R.C. 1954. 1

FINDINGS OF FACT

Some of the facts have been stipulated and are found accordingly.

Petitioner, who resided in New York, New York at the time of filing of the petition in this case, filed his individual Federal income tax return for the calendar year 1970 with the District Director of Internal Revenue at Buffalo, New York. Petitioner filed his individual Federal income tax return for the calendar year 1967 with the District Director of Internal Revenue at Albany, New York.

During the early part of 1967 petitioner was employed as an engineer. He had an ambition of*267 becoming self-employed by owning a business. In furtherance of that goal, petitioner contacted a business broker in the Rochester, New York area for the purpose of determining whether any business was for sale in which he could apply his background and training. Petitioner obtained the name of the corporation doing business as a business broker by looking through the yellow pages of the Rochester, New York telephone directory.

At a meeting arranged by petitioner, he explained his background, education and goals to Donald Leipham, who was president of the brokerage company petitioner had contacted. The name of the brokerage company was Finders Clearing House Corporation (Finders). At that meeting Mr. Leipham informed petitioner that at the time he did not have any listings that involved a technically oriented business, but perhaps the situation would change.

Petitioner continued to keep in contact with Mr. Leipham. During a subsequent meeting between petitioner and Mr. Leipham, the latter suggested that petitioner should consider investing in Finders, explaining that the corporation was involved in several activities including real estate brokerage, mortgage brokerage and*268 commodity brokerage. Mr. Leipham also explained that his own background was not technically oriented and a background such as that possessed by petitioner would be advantageous in certain aspects of the business. Mr. Leipham informed petitioner that he was seeking someone with a background similar to that of petitioner to train to be the future manager of the business.

Petitioner and Mr. Leipham engaged in several further discussions concerning the prospect of petitioner becoming a part of the business. Mr. Leipham invited petitioner to his home on several occasions to have dinner with him and his wife. At one of these dinners, Mr. Leipham explained that he was president of the corporation, that his wife was secretary-treasurer and that there were other individuals who were shareholders and directors of the corporation. One of the individuals that Mr. Leipham represented to be a director of Finders was said to be a prestigious banker and another was said to be the corporate attorney.

At a subsequent dinner meeting Mr. Leipham offered to sell petitioner 15 percent of the corporation for the sum of $10,000. He also told petitioner that he would teach petitioner the business*269 of being a broker so that eventually when he retired he could turn control of the business over to petitioner. Mr. Leipham then showed petitioner a number of letters from other brokers and individuals indicating that several transactions were being negotiated, which if consummated would involve substantial commissions for Finders.

At a subsequent meeting Mr. Leipham increased the offer from 15 percent to 20 percent of the stock of Finders for the amount of $10,000. Petitioner was told that the reason the offer was increased was because Mr. Leipham and his wife had been very favorably impressed by petitioner.Mr. Leipham also represented to petitioner that he was a millionaire. Petitioner asked to see financial statements of Mr. Leipham and annual financial statements and other records of Finders. Petitioner was advised that information had been given to the accountant for the purpose of having the accountant prepare current statements, but that these statements had not been completed. Petitioner and Mr. Leipham then worked out details of the training which petitioner would receive and also agreed that petitioner would receive a salary from Finders equal to the salary he had*270 been earning as an engineer. At these meetings it was represented to petitioner that he would be treated as a "partner."

In June 1967, petitioner gave Mr. Leipham a check in the amount of $5,000 made payable to Finders. At this time Mr. Leipham gave petitioner a memorandum in which he agreed to a period of 60 days in which the money invested would be returned if either party became dissatisfied. The memorandum also provided that petitioner had the privilege of buying additional shares of Finders in the future and that petitioner could pay for the additional shares out of petitioner's share of commissions that would be earned in the future. In September 1967, petitioner gave Mr. Leipham a second check in the amount of $5,000 made payable to Finders. The proceeds of both checks were deposited in a corporate bank account.

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1977 T.C. Memo. 176, 36 T.C.M. 725, 1977 Tax Ct. Memo LEXIS 265, Counsel Stack Legal Research, https://law.counselstack.com/opinion/mccomb-v-commissioner-tax-1977.