Tide Water Associated Oil Co. v. Jones, Civil Action No. 1289.

Decision Date23 August 1944
Docket NumberCivil Action No. 1289.
Citation57 F. Supp. 482
CourtU.S. District Court — Western District of Oklahoma
PartiesTIDE WATER ASSOCIATED OIL CO. v. JONES, Collector of Internal Revenue.

Y. P. Broome, of Tulsa, Okl., for plaintiff.

Charles E. Dierker, U. S. Dist. Atty., of Oklahoma City, Okl., for defendant.

CHANDLER, District Judge.

This action was brought by the plaintiff to recover documentary stamp taxes assessed against it by the defendant under the provisions of Schedule A(8) of Title VIII of the Revenue Act of 1926 as added by Section 725 of the Revenue Act of 1932, 26 U.S.C.A. Int.Rev.Acts, page 635. The taxes were assessed against plaintiff as successor of Tide Water Oil Company, a dissolved Oklahoma corporation. The case was submitted on the pleadings and an agreed statement of facts.

Findings of Fact

(1) Plaintiff is a Delaware corporation, duly licensed to engage in business in the State of Oklahoma. Defendant is and was at all times in controversy United States Collector of Internal Revenue for the District of Oklahoma.

(2) On and prior to August 3, 1936, Tide Water Oil Company, a Delaware corporation, was the owner of all of the issued and outstanding capital stock of Tide Water Oil Company, an Oklahoma corporation, and on the date last mentioned the Directors and Stockholders of the Oklahoma corporation passed appropriate resolutions adopting a plan for the liquidation and dissolution of the Oklahoma corporation. The plan, in substance, provided that the Oklahoma corporation in contemplation of its dissolution should distribute and convey to its sole stockholder, the Delaware corporation, all of the property and assets of every kind and character of the Oklahoma corporation, in return for which the Delaware corporation would surrender all of the capital stock of the Oklahoma corporation for redemption and cancellation by the latter. The plan further provided that prompt action should thereafter be taken by the Oklahoma corporation for its dissolution.

(3) Pursuant to the foregoing plan the Oklahoma corporation by instrument dated August 4, 1936, transferred all of its property of every kind and character, including real estate, to the Delaware corporation, and in accordance with the statutes of Oklahoma the Oklahoma corporation was thereafter dissolved by decree of the District Court of Tulsa County, Oklahoma, on November 5, 1936.

(4) Upon delivery of the foregoing instrument of conveyance the Delaware corporation surrendered to the Oklahoma corporation for cancellation, certificates for all of the issued and outstanding capital stock of the Oklahoma corporation.

(5) At the time of the above transfer by the Oklahoma corporation to the Delaware corporation, the total assets of the Oklahoma corporation were of a value of $36,310,416.31 and its total liabilities amounted to $25,349,345.78, of...

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7 cases
  • Appeal of Lorden
    • United States
    • New Hampshire Supreme Court
    • August 2, 1991
    ...documentary stamp tax); R.H. Macy & Co. v. United States, 107 F.Supp. 883, 885 (S.D.N.Y.1952) (same); Tide Water Associated Oil Co. v. Jones, 57 F.Supp. 482, 483 (W.D.Okla.1944) (same); Socony-Vacuum Oil Co. v. Sheehan, 50 F.Supp. 1010, 1012 (E.D.Mo.1943) (same); Florida Dept. of Revenue v.......
  • State ex rel. Palmer-Florida Corp. v. Green
    • United States
    • Florida Supreme Court
    • June 20, 1956
    ...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, 107 F.Supp. 883; Greyhound Corporation v. United States, 7 ......
  • BERKELEY SAVINGS & L. ASS'N OF NEWARK, NJ v. United States
    • United States
    • U.S. District Court — District of New Jersey
    • July 3, 1969
    ...1010 (E.D.Mo.1943) (transfer of realty from dissolved subsidiary to parent corporation held not taxable); Tide Water Associated Oil Co. v. Jones, 57 F.Supp. 482 (W.D.Okl.1944) (transfer of realty from dissolved subsidiary to parent corporation held not taxable); Greyhound Corp. v. United St......
  • Greyhound Corp. v. United States
    • United States
    • U.S. Court of Appeals — Seventh Circuit
    • January 4, 1954
    ...support the contention of the taxpayer: Socony-Vacuum Oil Co. v. Sheehan, D.C.E.D.Mo., 50 F.Supp. 1010, and Tide Water Associated Oil Co. v. Jones, D.C.W.D.Okl., 57 F.Supp. 482. However, there are two district court opinions contra: R. H. Macy & Co., Inc., v. United States, D.C.S.D.N.Y., 10......
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