*1 ly obtaining plea was accused of mon- in a by appellant deal, bargaining there is no There was by pretenses. false also ey compelling to permit reason it to be with- pending City Lake Court complaint Salt by drawn the accused. It is a matter lying charged with appellant was wherein entirely within the discretion of the trial forgery of and two counts of theft count court and the denial of a motion to with- time of arraignment, At the deception. guilty plea draw a will be ap- reversed on was informed that the office appellant of peal only when an abuse of discretion is Attorney General Utah State had re- part shown on the of the trial judge.1 of other complaints white-collar ceived There were no errors in either court in part appellant and that crimes failing to allow the guilty plea to be with- felony charges might be institut- additional drawn. judgments is, Each there- ed. fore, affirmed. No costs are awarded. jury was After a sworn in the Second Court, Yeck, counsel, Mr. District CROCKETT, MAUGHAN, WILKINS plea his guilty to withdraw of not moved HALL, JJ., concur. plea of guilty. to substitute The great detail relating into court went change plea. It is very clear

proposed plea guilty was voluntarily

that made. Counsel

intelligently for Mr. Yeck was the plea of guilty

stated concurrence, made with his but it

to be with his advice. made

to be Court, In the Third Judicial District on LOCKHEED AIRCRAFT CORPORA prosecution, forgery motion TION, corporation, Lockheed Missiles count of theft deception count and one Space Company, Inc., corporation, dismissed, Mr. Yeck permit- Shipbuilding and Lockheed and Con guilty to the plea to enter a second- ted Company, corporation, struction Plain theft degree felony by deception. count of tiffs, plea upon was also entered advice of the in- counsel. While details of his in the court of the Third Judi- quiry COMMISSION, made TAX STATE Defendant. regarding the cial District voluntariness of No. 14746. plea guilty are not set forth with Supreme particularity, appears proper to be be- Court of Utah. regard cause is no issue-raised in that there July appeal. point appeal in this raised on right jury is that the trial is a fundamen- requested

tal one and when by an accused sentence,

prior to it cannot be denied unless will State be irreparably damaged. right to a jury trial is consti

tutionally guaranteed but it may waived.,

and when no issue innocence, is raised as to nothing

there is try. plea Once a

guilty knowingly entered, and voluntarily are no Where, issues for trial.

here, plea of guilty is apparent- entered Utah, Forsyth, (1977); (1964); Plum,

1. State v. 560 P.2d 337 State v. Larson, Utah, (1977); 560 P.2d 335 Lim, 378 P.2d 671 State v. Lee S., U.S.App.D.C. Everett v. U. 336 F.2d

these companies two were not qualified to file a tax return they consolidated because did an not constitute 59-13-23, within the meaning of Sec. U.C. A.1953, discussed below.

Both Lockheed Aircraft subsidiary and its Lockheed Missiles corpora- are California engaged phases tions of aircraft manu- qualified facture and to do business in They Utah. each file their tax returns on a yearly 28, 1972, On basis. March the Com- granted mission Lockheed a six month ex- time tension of to file its 1971 return. No requested such extension was Missiles. 25, 1972, the July On Commission informed its 1971 delinquent. Missiles that return was 2, 1972, August On Missiles advised the Commission intended file a consolidat- August 10, ed return with Lockheed. On 1972, the Commission informed the two companies they could not file a consolidated return for above-mentioned reason. separate filed a Missiles then return for consent, the Commission’s right reserved to file claim for refund. also a separate Lockheed filed return for 1971, in which it included Missile’s net in- $32,543,143 come of and subtracted this $63,721,181 from Lockheed’s net loss of net produce $31,178,038, loss of of which $431,758 was attributable to business done in Utah. 30, 1972,

On October companies the two for refund claims which filed were denied On April the Commission. companies requested and received six H. William Adams of & Fabian Clende- month time extensions for filing their 1972 nin, City, Lake for plaintiffs. Salt tax returns. On September 12, franchise Gen., Romney, Atty. B. Vernon G. Blaine filed a they consolidated return for Davis, Randle, Stephen Gen., R. Attys. Asst. November On the Commis- City, Lake for defendant. Salt sion notified both that they eligible file a consolidated re-

CROCKETT, Justice: deficiency turn levied assessments against them. pro- Pursuant to appropriate Corporation Aircraft Lockheed ceedings hearing was held on February subsidiary, appeal Lockheed from 20, 1976, and based thereon the Commission of the State Tax Commission a decision made the decision appeal this their claim for a refund of denying taxes taken. affirming deficiency assessment. appeal their is that gravamen Plaintiffs’ contention is that a cor- ruling (Lockheed) was mistaken in that poration subsidiary (Missiles) compounded constitute and emphasized by the file they and that are entitled to succeeding paragraph speaks which also They Regu- return. urge of the subsidiaries the plural, “each of 4 of the lation No. Tax Commission to the corporations.” and/or banks It then contrary regulation is invalid. That states: excepts expressly “except the common

A return may corporation." ent Corroborative of our con- unless not filed includes at is the clusion succeeding paragraph (b) qualified least two subsidiaries and which continues to speak of “the common corporation. parent corporation” and of the subsidiaries ” as “the other in the plural. entirely We this is think reasonable interpretation and application of subsection quoted We think the statutory pro 59-13-23, (4) 1953, U.C.A. which states: are so clear that visions they are not suscep As used in this section an “affiliated tible misunderstanding: speak that it is means two or parent corporation and at least two through connected stock with subsidiaries, just as the Tax Commission parent corporation, a common if— It ruled. is of not particularly course sur (a) At ninety-five per least cent of the prising plaintiffs that the desire to find a of each of corpo- the banks and/or way of applying statute to serve their (except the parent rations common corpo- interest, and permit parent self ration) is directly owned or more (Lockheed) and its one subsidi of the other banks corporations; and/or ary (Missiles) in to form an affiliated and group. But in accordance with what has (b) The parent corporation common above, been said it is opinion our that in directly at ninety-five per owns least cent rejecting that contention the Tax Commis stock of at of the other least one sion correctly interpreted has applied and corporations. (All emphasis the statute. added.) herein It pertinent is further observe No Affirmed. costs awarded. Commission, any that the Tax as adminis in body, must function conformity trative ELLETT, J., HALL, C. and J., concur. statutory authority given and therefrom.1 On depart hand, the other MAUGHAN, Justice (dissenting). doubt, any ambiguity if there or uncer appeal from an order of the tainty in statute under which an adminis Tax denying their claim for a agency required operate, trative taxes, refund of franchise and affirming an administrative giv should be a deficiency assessment of of franchise tax- weight.2 en considerable But in this in es. should reverse and remand fur- We for if the stance statute is read and understood ther proceedings accordance with this ordinary in accordance meaning of terms, opinion. All are to references no such uncertainty, 1953. talking U.C.A. plainly parent about a corpora it or more subsidiary with two corpora Plaintiff, Corporation, Lockheed Aircraft tions. Lockheed, as hereinafter identified has been just paragraph first quoted expressly doing and business Utah since by using plural, 1961, so states “two or more filed an annual franchise tax has Plaintiff, connected with a since that time. return Lockheed parent corporation." Inc., That Space Company, mean- Missiles herein- McKnight Board, Board, v. State 1. R. S. Land Land Colman v. Utah State 14 Utah 2. 17 Utah 2d 238, 726; (1965); McKnight Construction Co. P.2d Olson State 781 2d Comm’n., Board, P.2d 2d Land 14 Utah Davis, Treatise, Administrative Law 1112. Section 30.08 213-14. 59-13-23(4) provides: Section wholly- is a identified after As used in this section an Lockheed, which was subsidiary of owned group” means two or more corporations August 1971. Lockheed organized stock ownership with a loan to obtain a condition required, a common corporation, if— to transfer government, federal ninety-five per At least cent of the used in previously had assets it Missiles of each banks and/or corpo- space sys- its missiles conduct (except the common rations qualified to Missiles business. tems ration) directly is owned by one or more October in Utah on conduct corporations; other banks and/or Thereafter, con- corporation, as a systems busi- space missiles ducted The common Utah; been previously had ness directly at least ninety-five per owns cent Lock- the Missiles division conducted *4 of at least one of the other the stock of heed. As used in this corporations. subsection “stock” does not the term include nonvot- dispute. The facts are not in issues The preferred stock which is limited and 4, Regulation whether concern No. involved as to dividends. contrary express provisions to the of Sec. of this stat- provisions the Under Lockheed and in ac- 59-13-23. subsidiary and one consti- ute, parent amay Regulation with No. were de- cordance group? We should hold affiliated an tute making of privilege the consolidated nied may. they tax returns for the years ending franchise provisions This subsection in its initial ground they December that two or more specifies may an to constitute affiliated group. failed as an “affiliated The re- qualify privilege maining provisions also denied the of describe the exact rela- must exist tionship which between the two making year a consolidated return for the to entitle them to the privilege 31,1971, ending December on the additional First, consolidated return. filing a Missiles could not be ground included in a through stock be a connection owner- return for the year consolidated first parent corporation. common with a ship which it do business in Utah. effect of subdivisions is to The group to those an affiliated entities limit No. 4 of the Tax Commission Regulation group least two of sustain a where at provides: relationship, precluding vertical may return A consolidated relationship with a horizontal subsidiaries group unless the includes not be filed constituting an group. affiliated To a qualified subsidiaries and least two comply provisions with corporation entity sustaining or an a parent relationship with one of the other vertical regulation the Tax Based on this Com-' corporations must be included in a member (the parent) and ruled Lockheed mission there are two where affiliates with group (the subsidiary) did not constitute Missiles relationship. horizontal The fact only a group. affiliated an present must be where it is horizontally to include two related desired Plaintiffs contend this administrative in- group in an affiliated does not subsidiaries 59-13-23(4) terpretation Sec. does not duly the statute a under constitut- preclude legal intent of this sec- conform group consisting of a parent ed affiliated tion; therefore, such an subsidiary. one contrary to the which is out intent, statute, expressed The in the beyond of the section is express provisions degree permit flexibility in the the Tax granted Commission.1 powers Hinckley, 1. Robert H. Inc. v. Chevrolet, Tax Com- Merrill Bean Inc. v. State Tax Com- mission, mission, Utah, P.2d 662 long interpretation, of related so promulgated combinations Regulation requisite vertical relationships are No. Regulation No. 4 reiterates the erro- group. pur- in the affiliated sustained neous dicta of the Bennett case. permit of the statute is to two or more pose precursor of Sec. 59-13-23, U.C.A. corporations, relationship which their Chapter 39, 26(d), Sec. Laws of regarded be properly as a unified busi- provided: which entity to file ness return.2 As used this section an affiliated purpose is not distorted This fulfilled subsidiary means one or more per- are when banks or to file a consolidated return as mitted rations connected through stock owner- purpose This group. not sub- ship with common parent or bank cor- confining privilege served to situa- if, poration [Emphasis added.] where there are two tions subsidiaries and a adopted statute was from the 1928 Since the author of the parent. majority Internal Revenue Sec. 141(d) Stat- [45 in the Bennett case purpose conceded Large utes At 831] there is no rational reason to As used this section an unitary concept limit three corporations. meant one or more chains cor- porations stock owner- the majority opinion The author of now ship initially the error he perpetuates committed *5 [Emphasis in Bennett Association Utah State added.] if— case, In that Commission.3 there was no In the Revised Statutes of Utah the concerning requisite issue number of officially published. were The code com- to constitute an corporations affiliated subject the mission revised and it Strictly for group. descriptive purposes, appeared as 80-13-24(4). Sec. The lan- author stated: the guage therein was identical to Sec. 59-13- subsidiaries, including Plaintiff and 23(4), 1953. U.C.A. Thus the terminology Bennett’s were members of an “affiliated corporations” “one or more banks or group,” which is defined Section 59- changed to “two or more corporations,” 13-23(4), including U.C.A. as the which, fact, accurately reflected more parent corporation and each subsidiary expressed the in the concept stat- federal (two more) or for which it owns at least ute, or more of corporations.” “one chains of the 95% stock. intent, as legislative expressed by the This statement was strictly dicta, obiter revision, appears realignment to be a of the since the question was not issue, statutory provisions as so the investigation was no into there the statuto- concepts identical set forth in federal the legislative history and intent ry concerning The intent legislature statute. re- composition of affiliated group. The constant, mained adopt a statute of the acknowledge did author source of the as import provision. same the federal “Two statute the 1928 U.S. Internal Revenue corporations” more analogous or to “one underlying concept Code that the corporations” or more chains of that affiliated “properly regarded entity.” as a unified subject statute should be interpreted ac- Indeed, cordingly. it appears clear an addi- It more than coincidence that in the change tional reason for the language year issued, that the Bennett case was same was the word “one” is not compatible with changed defendant Tax regulation, “affiliated “Two or long standing which had been more” com- years) 34 (for federal patible. See Bennett Association v. (1967). 3. Utah State Tax

2. 19 2d Commission, Utah 2d through plaintiffs require- ownership fulfill the connected stock Concededly, (a) (b) parent corporation of subdivisions of subsec- a common if— ments However, the defendant tion insists same basic definition was This retained introductory (4) words of subsection Internal Revenue the 1954 U.S. viz., interpretation, compel C.A., wherein it Sec. two subsidiaries and one to con- be group.”— Definition of “affiliated group. an affiliated stitute chapter, used in this the term As “affili- dispute the proper interpre- concerns or group” ated means one more chains of following: tation through connected includible ownership with a common group” . an “affiliated means which is an corporation includible if— ration with a common parent corporation, provision interpreted has been follows: contends that under pro- Defendant this parent corporation

vision not be (1) group. Affiliated The term “af- required one of the two entities form an filiated is defined in section 1504 group,” thus there must abe and includes corpora- parent and two subsidiaries to fulfill the every other for the statutory definition. during which such is a period member of within The statute in its interpreted must be meaning of such section.5 entirety. sufficiently The terms had to be flexible to cover situations where there Full Morganton Hosiery Co. Fashioned corporate could numerous in- entities ap Commissioner Internal Revenue6 is phrase volved. The initial of the introduc- case to parently challenge the ad tory provisions established the minimum ministrative of the term “one *6 two, provi- number remainder of the corporations” meaning or more chains of generalized sion in terms established the corporations, which may two or more in requisite relationship between the two enti- parent corporation owning clude viz., ties, there must be a connection subsidiary. of one with a common Petitioner-taxpayer urged that under corporation. description, Such a definition, corporations, three light particularly provisions other least, necessary, ground are that a does not exclude the necessarily have more than one chain qualifying as one of the entities. link. adopted Section 59-13-23 was from the knew, it The court that as far as observed 1928 U.S. Internal Revenue Sec. 141 question previ- had never been raised such Large 831]; therefore, At any Statutes [45 ously. purpose The court discussed the interpretation of the federal statutes and and stated: the statute regulations helpful.4 think under all the We cir- 141(d) Section reasonable to con- cumstances meaning Definition of “affiliated of the word strue “chain” as —As used in this section an Congress used thus include the subsidiary. means one or more chains of with the 1.1502-2, (1961). Regulations 4.Bennett Tax 5.§ Association v. Utah State Com- Income Tax mission, supra. note 2 6.14 Tax Court 705-706 legislature adopted when it the fed- statutory provisions, and, therefore, clarify attempted to the ambi- statute eral beyond power of defendant. more in the terms “one or chains of guity by forthrightly stating “two corporations” WILKINS, J., concurs Justice MAU- expressing corporations,” GHAN’S dissent. that a intent legislative sustaining requisite statuto- subsidiary, relationships would qualify as an

ry stock group.7 are correct in their contention regulation harmony issue, Although it is not determinative of the tation regulation until the new requiring regula- Commission concedes that a minimum number promulgated. of three was interpre- was in with the federal