Kenan V. Commissioner

In Kenan v. Commissioner, 114 F. 2d 217 (2d Cir. 1940), the United States Court of Appeals for the Second Circuit provided a broad definition of the term “sale or exchange.” The Kenan court reviewed the Commissioner’s finding of a $367,687.12 deficiency in the income taxes of the trustees. The trustees or taxpayers contended “that the delivery of the securities of the trust estate to the legatee was a donative disposition of property . . . and that no gain was thereby realized.” The court pointed out that “the trustees had the power to determine whether the claim should be satisfied .” Thus, “f it were satisfied by a cash payment securities might have been sold on which . . . a taxable gain would necessarily have been realized.” The court found that “he word ‘exchange’ does not necessarily have the connotation of a bilateral agreement which may be said to attach to the word ‘sale.’” The court then held that the trustees or taxpayers had realized a gain when they used the securities to satisfy the claim on the estate.