State ex rel. Palmer-Florida Corp. v. Green
| Decision Date | 20 June 1956 |
| Docket Number | PALMER-FLORIDA |
| Citation | 88 So.2d 493 |
| Parties | STATE of Florida ex rel.CORPORATION, a Delaware corporation duly authorized to do business within the State of Florida, Relator, v. Honorable Ray E. GREEN, as Comptroller of the State of Florida, Respondent. |
| Court | Florida Supreme Court |
C. L. McKaig, Worth Dexter, Jr., and Dexter & Conlee, Sarasota, for relator.
Richard W. Ervin, Atty. Gen., and Fred M. Burns, Asst. Atty. Gen., for respondent.
July 3, 1953, relator, a foreign corporation authorized to transact business in this state, by appropriate resolution directed its officers to execute and deliver a deed to certain unimproved real estate owned by it in Sarasota County to the stockholders of relator, each stockholder to be granted the undivided interest in the real estate represented by the ratio of the number of shares of common stock which he owned June 30, 1953, to the total number of shares of common stock of relator-corporation outstanding.
The resolution also provided that the carrying value on the books of the corporation of said real estate, namely the sum of $22,628.60, be charged to the paid-in surplus account of the corporation and that the paid-in surplus of the corporation be accordingly reduced. The deed was duly executed and recorded and $207.00 in documentary stamps were affixed to it and cancelled. This amount was based on the market value of the land. Subsequently, but within one year as provided by Sec. 215.26, Florida Statutes 1953, F.S.A., relator filed application for refund of the amount paid for said documentary stamp taxes on the theory that they were erroneously paid. The request for refund was denied August 18, 1954. January 19, 1956, petition for alternative writ of mandamus was filed in this court and on February 6, 1956, the alternative writ was issued directed to the respondent commanding him to refund the amount paid for said taxes or show cause why he refused to do so. A return, motion to quash and a motion for peremptory writ notwithstanding the return raise the primary question of whether or not the transaction described in the pleadings is subject to the documentary tax imposed under Sec. 201.02, Florida Statutes, F.S.A., as follows:
'On deeds, instruments, or writings, whereby any lands, tenements, or other realty, or any interest therein, shall be granted, assigned, transferred, or otherwise conveyed to or vested in the purchaser, or any other person by his direction, on each one hundred dollars of the consideration therefor the tax shall be ten cents; provided, that when the full amount of the consideration for the execution, assignment, transfer, or conveyance, is not shown in the face of such deed, instrument, document, or writing, then in such event the tax shall be at the rate of ten cents for each one hundred dollars, or fractional part thereof, of the consideration therefor.'
Relator says that the grantees were all the stockholders in Palmer-Florida Corporation; that they took interests in the land conveyed in proportion to their stockholdings; that they paid no 'consideration' as contemplated by the quoted statute for the conveyance in that they paid no money for it, they delivered no real, personal or intangible property in exchange for it and they transferred to the corporation nothing of value in exchange for the land conveyed to them. They contend further that what transpired was in reality a partial liquidation of the corporation with resultant transfer of the legal title to the real estate from the corporate name to the stockholders' names. Viewed in this light, says relator, the stockholder-grantees were the equitable owners of the land in question so that the deed conveying such realty was not necessary to transfer the general title but was for the purpose of transferring the legal title on the public record. Socony-Vacuum Oil Company v. Sheehan, D.C.E.D.Mo.1943, 50 F.Supp. 1010, 1012; Culbereath v. Reid, Fla., 65 So.2d 556; and De Vore v. Gay, Fla., 39 So.2d 796, are relied on to support this premise. See also as persuasive support for this contention, Biennial Report of Attorney General of Florida, 1953-54, p. 273; Socony-Vacuum Oil Company v. Sheehan, supra; Tide Water Associated Oil Company v. Jones, D.C.W.D.Okl.1944, 57 F.Supp. 482; R. H. Macy & Co. v. United States, D.C.S.D.N.Y.1952...
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Florida Export Tobacco Co., Inc. v. Department of Revenue
...in court by mandamus, certiorari, or "the most complete and expeditious remedy possible to recover." State ex rel. Palmer-Florida Corp. v. Green, 88 So.2d 493, 495 (Fla.1956). With, however, the adoption of the APA, the Comptroller's decision to deny a refund of taxes paid became, in my jud......
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Crescent Miami Center, LLC v. DEPT. OF REVENUE, STATE
...property from a corporation, were not "purchasers" because the transfer was a "mere book transaction." State ex rel. Palmer-Florida Corp. v. Green, 88 So.2d 493 (Fla. 1956). The grantees were not purchasers because they did not pay a "reasonably determinable, consideration for the conveyanc......
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...Court also has emphasized the need for a complete and expeditious remedy where a taxpayer seeks to procure refund of taxes. State v. Green, 88 So.2d 493 (Fla. 1956). In Green, the petitioner sought via mandamus to force the state comptroller to refund to it taxes it had erroneously paid. Th......
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Crescent Miami Center v. Dept. of Revenue
...were not subject to the tax because the shareholders were not purchasers within the meaning of the statute. State ex rel. Palmer-Florida Corp. v. Green, 88 So.2d 493 (Fla.1956). We later defined the term "purchaser" for purposes of the tax as "one who obtains or acquires property by paying ......
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Crescent - did the Florida Supreme Court effectively repeal the documentary stamp tax on transfers of real estate?
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