SCOTUS Reports

Tag: First-In, First-Out

  • Samuel L. Leidesdorf, 26 B.T.A. 881 (1932): First-In, First-Out Rule for Commingled Securities

    26 B.T.A. 881

    When identical securities are acquired at different times and prices, and subsequently sold without identifying the specific lots sold, the “first-in, first-out” (FIFO) rule applies to determine the holding period and cost basis for capital gains purposes.

    Summary

    The case addresses the allocation of sales proceeds between securities held for different periods (long-term vs. short-term capital gains) when specific identification of the sold securities is impossible. The Board of Tax Appeals upheld the Commissioner’s use of the FIFO rule to match sales prices with the costs of securities in chronological order of acquisition. This case clarifies the application of the FIFO rule, particularly when securities are sold simultaneously and specific identification is lacking, emphasizing that using actual sales prices more closely reflects reality than averaging methods.

    Facts

    The partnership satisfied its “when issued” sales contracts partly through “when issued” purchase contracts and partly by delivering securities of the reorganized corporation, obtained in exchange for bonds of the old corporation previously purchased at various times and prices. It was impossible to identify particular securities or “when issued” purchase contracts with specific “when issued” sales contracts.

    Procedural History

    The Commissioner determined a deficiency in the partnership’s income tax. The partnership appealed to the Board of Tax Appeals, contesting the Commissioner’s method of allocating sales proceeds between long-term and short-term capital gains.

    Issue(s)

    Whether, when securities are sold without specific identification and have been acquired at different times, the Commissioner can use the “first in, first out” rule to allocate sales proceeds for capital gains purposes.

    Holding

    Yes, because when specific identification is impossible, matching sales contracts with securities chronologically is a reasonable method for determining capital gains, and the Commissioner’s approach of using actual sales prices is more accurate than using an average sales price.

    Court’s Reasoning

    The court reasoned that the “first in, first out” rule is a long-standing principle rooted in the analogy of payments on an open account, where earlier payments are allocated to earlier debts. While acknowledging criticisms of the rule, the court found it provides a satisfactory and fair solution when precise facts are unascertainable. The court cited Treasury Regulations providing that stock sales should be charged against the earliest purchases if identity cannot be determined. The court rejected the taxpayer’s argument that averaging should be used as it introduces a fictional sales price. The court stated that matching sales contracts with securities chronologically is “as reasonable as any other method that has been suggested” and is not “contrary to fact.” The court quoted Judge Learned Hand from Towne v. McElligott, stating, “The most natural analogy is with payment upon an open account, where the law has always allocated the earlier payments to the earlier debts, in the absence of a contrary intention.”

    Practical Implications

    This decision reinforces the use of the FIFO rule in situations where specific identification of securities sold is impossible. Legal practitioners must advise clients to keep accurate records of security purchases to enable specific identification upon sale. If records are incomplete, the FIFO rule will likely be applied, potentially impacting the tax consequences of the sale. This case is relevant for tax planning and compliance, emphasizing the importance of documentation. This case has been cited in subsequent cases to support the application of the FIFO rule in various contexts involving the sale of commingled assets.

  • Estate of H.O. Wood, Jr. v. Commissioner, 5 T.C. 272 (1945): Applying FIFO to Determine Capital Gains Holding Period

    Estate of H.O. Wood, Jr. v. Commissioner, 5 T.C. 272 (1945)

    When securities are sold and the specific securities sold cannot be identified, the “first-in, first-out” (FIFO) rule is used to determine whether the securities were held for the long-term capital gains holding period, matching the earliest purchases with the earliest sales.

    Summary

    The Estate of H.O. Wood, Jr., disputed the Commissioner’s method of allocating proceeds from “when issued” securities sales to determine capital gains. The partnership, of which H.O. Wood was a member, sold securities obtained through reorganization, some held longer than six months and some not. Because specific securities sold could not be identified, the Commissioner applied a FIFO method, matching earliest acquisitions with earliest sales. The Tax Court upheld the Commissioner’s general approach, finding it more accurate than the partnership’s averaging method, but modified it to align acquisition dates with those used for holding period calculations.

    Facts

    A partnership (of which H.O. Wood was a member) held bonds of a corporation. The corporation reorganized. The partnership received new securities in the reorganized corporation in exchange for the old bonds. The partnership had acquired the original bonds at various times and prices. The partnership entered into “when issued” sales contracts for the new securities. On the settlement date, the partnership satisfied these sales contracts partly with “when issued” purchase contracts and partly by delivering the new securities. It was impossible to identify which securities were sold under which sales contracts.

    Procedural History

    The Commissioner determined a deficiency in the partnership’s tax return based on the allocation of sales proceeds. The Estate, succeeding the partnership, challenged the Commissioner’s determination in the Tax Court.

    Issue(s)

    Whether the Commissioner’s method of allocating proceeds from the “when issued” securities sales, using a “first-in, first-out” (FIFO) approach, to determine the holding period for capital gains purposes, was a reasonable method.

    Holding

    Yes, because when specific securities sold cannot be identified, matching the earliest acquired securities with the earliest sales contracts is a reasonable method for determining capital gains holding periods, but the acquisition dates must align with those used for holding period calculations.

    Court’s Reasoning

    The court reasoned that absent specific identification of securities sold, an arbitrary method of allocation is necessary. The Commissioner’s FIFO method, similar to that used for commingled securities purchases, is generally acceptable. The court noted the “first in, first out” rule has ancient origins, comparing it to allocating payments on an open account to the earliest debts. While acknowledging criticisms of the FIFO rule, the court found it a fair solution when precise facts are unascertainable. The court distinguished cases involving tax-free reorganizations where averaging is permitted, noting that those cases create an exception to the general FIFO rule, justified by specific statutory provisions. The court found the Commissioner’s method more accurate than the partnership’s averaging method because it used actual sales prices. However, the Court corrected the Commissioner’s departure from using consistent acquisition dates for holding period and FIFO purposes, stating, “Ordinarily, the dates of acquisition for the purpose of determining the holding period are the same dates of acquisition for the purpose of applying the ‘first in, first out’ rule.”

    Practical Implications

    This case reinforces the application of the FIFO rule when identifying specific securities sold is impossible, particularly important for brokers and taxpayers dealing with numerous transactions. It clarifies that even in complex scenarios like “when issued” securities, the FIFO method provides a practical means of determining capital gains. The decision underscores the importance of maintaining consistent acquisition dates for both holding period and cost basis calculations. Later cases will cite this when determining if a taxpayer’s method of accounting is reasonable.