Federal Income Tax-Definition of Collapsible Corporation

In 1948 petitioner and several other taxpayers, who had previously been active in constructing homes, formed two corporations to build apartment houses. As a result of decreases in the price of building materials and savings on labor and architectural costs, each corporation was left, after completion of construction, with borrowed funds which exceeded costs of construction. In the year following completion of construction the taxpayers distributed the excess borrowed funds of the two corporations and then sold their stock in each at a substantial profit. Petitioner reported, his receipts from the distribution of the loan funds and the profit on the sale of his stock as long term capital gain. The Tax Court, one judge dissenting, upheld the Commissioner\u27s assertion that these were collapsible corporations under section 117(m) of the Internal Revenue Code of 1939 and that taxpayer\u27s gains were therefore ordinary income. On appeal, the Court of Appeals for the Second Circuit affirmed the Tax Court\u27s opinion, holding that section 117(m) applies to the collapse of a corporation regardless of whether a shareholder might have received capital gains treatment on his receipts if he were doing business as an individual proprietorship. On certiorari, held, affirmed, one Justice dissenting. Congress, in enacting section 117(m), intended to define what it believed to be a tax avoidance device rather than leave the question of the presence of tax avoidance to the courts to be determined on the facts of each case; thus the provision applies to all corporations falling within its definition, regardless of what tax consequences might have resulted had another form of enterprise been used. Braunstein v. Commissioner, 374 U.S. 65 (1963)

Sales-Implied Warranty-Merchantable Quality of Tobacco Products

Decedent\u27s widow and the administrator of his estate brought a consolidated suit against the American Tobacco Company on six theories of liability for the death of decedent, allegedly caused by lung cancer purportedly contracted from the smoking of defendant\u27s cigarettes. At the close of plaintiff\u27s evidence, the district court directed a verdict for defendant on all counts except those of implied warranty and negligence. The jury determined that, although defendant\u27s cigarettes were the cause of decedent\u27s lung cancer and resultant death, defendant had no means of knowing that the cigarettes would cause cancer. On appeal of the implied warranty charge to the Court of Appeals for the Fifth Circuit, held, affirmed, one judge dissenting. Defendant cannot be held liable for consequences which were not foreseeable through the use of ordinary human skill and foresight. Green v. American Tobacco Co., 304 F.2d 70 (5th Cir. 1962)

Real Property (1969 Annual Survey of Michigan Law)

Over 65 cases were decided by Michigan courts during the Survey period dealing with some aspect of property law. Most of these cases raise property questions which are only incidental to nonproperty issues and, as a result, will not be discussed in this article. Similarly, those cases which have no precedential value, restate old law, or confirm an established trend are not considered worthy of discussion. Accordingly, in our judgment, only 16 property cases decided during the Survey period merit protracted attention