Opinion
11875-20
03-31-2023
COLORADO LAND AND HOLDINGS, LLC, JOHN SFONDRINI, TAX MATTERS PARTNER, Petitioner v. COMMISSIONER OF INTERNAL REVENUE, Respondent
ORDER
Alina I. Marshall, Judge.
On July 9, 2021, Colorado Land and Holdings, LLC (CLH) filed a Motion to Remove Tax Matters Partner (CLH's TMP motion), requesting that GM Investments III, LLC (represented by Mr. Gerald Greenspoon as managing member) replace John Sfondrini as tax matters partner (TMP) in this case. CLH stated that "[o]n or around December 21, 2019, Mr. Sfondrina [sic] tendered his resignation as TMP to Petitioner and Petitioner appointed GM Investments III, LLC, Gerald Greenspoon Managing Member, as TMP." CLH further stated that respondent did not object to CLH's TMP motion.
On September 10, 2021, CLH filed a Motion to Substitute Parties and Change Caption (CLH's motion to substitute), requesting that "the current Tax Matters Partner ("TMP") for Petitioner [i.e., GM Investments III, LLC, Gerald Greenspoon] be substituted as TMP for this mater [sic] and that the caption be changed accordingly." On the same day, respondent and CLH each filed Status Reports. In CLH's Status Report, CLH asserted that it was gathering the documentation to prove that GM Investments III, LLC, was appointed as the TMP prior to the petition being filed in this case on September 28, 2020. In respondent's Status Report, respondent stated his belief "that Mr. Sfondrini was the Tax Matters Partner of Colorado Land at the time the notice of Final Partnership Administrative Adjustment was issued." Respondent further stated "respondent does not object to the Court appointing an alternate Tax Matters Partner so a settlement can be entered in this case."
On October 5, 2022, the Court issued an Order explaining its conclusion that Mr. Sfondrini remains the TMP. See Treas. Reg. § 301.6231(a)(7)-1(a) and (h). The Court's October 5, 2022 Order: (1) directed Mr. Sfondrini to file a response informing the Court of any objection to CLH's TMP motion; (2) directed CLH and respondent to each file a Status Report, (3) directed the Clerk of the Court to serve CLH's TMP motion and CLH's motion to substitute on Mr. Sfondrini at two different addresses; and (4) held CLH's motions in abeyance.
On October 14, 2022, respondent filed a Status Report providing an updated address for Mr. Sfondrini and stating that respondent does not object to the appointment of GM Investments III, LLC as the TMP. Neither CLH nor Mr. Sfondrini filed a response. On January 5, 2023, the Court issued an order directing that (1) John Sfondrini file a response informing the Court of whether he has any objection to the granting of CLH's Motion to Remove Tax Matters Partner filed July 9, 2021 and (2) Nicholas J. Richards, counsel of record for CLH, file a Status Report including a statement of whether it remains CLH's wish to appoint GM Investments as the TMP in this case. On January 20, 2023, Mr. Richards filed a Status Report stating that "Mr. Sfondrini has advised undersigned counsel that he has no objection to being removed as the Tax Matters Partner (TMP) for the above referenced case." On January 23, 2023, Mr. Sfondrini filed a Motion to Substitute Parties and Change Caption in which he states he has "no objection to being removed as the Tax Matters Partner (TMP) for the above referenced case" and that "Gerald Greenspoon is the new Tax Matter's Partner for Colorado Land and Holding, LLC."
Upon due consideration of the foregoing, it is
ORDERED that Mr. Sfondrini's Motion to Substitute Parties and Change Caption, filed January 23, 2023, is recharacterized as Mr. Sfondrini's Notice of No Objection. It is further
ORDERED that CLH's Motion to Substitute Parties and Change Caption dated September 10, 2021 is denied. It is further
ORDERED that CLH's Motion to Remove Tax Matters Partner filed July 9, 2021, is granted and John Sfondrini is hereby removed as the tax matters partner pursuant to Rule 250(b), Tax Court Rules of Practice and Procedure. It is further
ORDERED that, pursuant to Rule 250(b), Tax Court Rules of Practice and Procedure, GM Investments III, LLC, Gerald Greenspoon, Managing Member is appointed tax matters partner of Colorado Land and Holdings, LLC in this case. It is further
ORDERED that the caption of this case is amended to read: "Colorado Land and Holdings, LLC, GM Investments III, LLC, Tax Matters Partner, Petitioner, v. Commissioner of Internal Revenue, Respondent." It is further
ORDERED that, on or before April 28, 2023, the parties shall file a Proposed Stipulated Decision or a joint Status Report as to the then-present status of this case.