MEMORANDUM FINDINGS OF FACT AND OPINION

JACOBS, Judge: Respondent determined a deficiency of $ 34,355.50 in petitioner's income tax for the taxable year 1982.

The issue for decision is whether petitioner qualifies under section 542(c)(6)¹ for the lending or finance company exception to personal holding company classification. To resolve this issue, we must decide whether a $ 26,0001989 Tax Ct. Memo LEXIS 440">*442 withdrawal from petitioner by Donate Cangelosi (who constructively owns more than 10 percent in value of petitioner's outstanding stock) was a loan, as respondent contends, or an unauthorized withdrawal which was later repaid, as petitioner contends. If the $ 26,000 withdrawal was a loan, then petitioner would fail to satisfy the section 542(c)(6)(D) requirement for exception to personal holding company classification. For the reasons set forth herein, we conclude that the withdrawal was a loan.

FINDINGS OF FACT

Some of the facts have been stipulated and are so found. The stipulation of facts and exhibits attached thereto are incorporated herein by this reference.

Petitioner, a closely-held Texas corporation organized in 1971, had its principal place of business in San Antonio at the time the petition herein was filed. At all relevant times, it was licensed as an insurance premium finance company; as such, the major source of its income was derived by1989 Tax Ct. Memo LEXIS 440">*443 making short term loans to persons desiring to finance their insurance premiums.

At all relevant times, petitioner's outstanding common stock was owned as follows:

During 1982, Donate Cangelosi (Mr. Cangelosi) was petitioner's president and one of its directors. His mother, Anthonette Cangelosi, was petitioner's vice-president and chairman of its board of directors.

On July 12, 1982, Mr. Cangelosi caused a company check to be issued to his order in the amount of $ 26,000. He did not seek or obtain specific corporate authorization for the withdrawal, nor did he discuss the withdrawal with any of the other officers or directors. No note was given to evidence the $ 26,000 disbursement.

Mr. Cangelosi repaid the withdrawal by personal check on March 11, 1983. On the March 11th check, the notation to "repay debt" appeared. Although he had use of the money for eight months, no interest was paid.

An entry in petitioner's1989 Tax Ct. Memo LEXIS 440">*444 cash disbursements journal reflected the withdrawal as an "officer's loan." When the $ 26,000 was returned to petitioner, the "Loan to Officer" account was credited by the $ 26,000 amount. The financial statements prepared by petitioner's certified public accountants reflected the withdrawal as a loan to Mr. Cangelosi which was repaid in March 1983.

Petitioner's directors became aware of Mr. Cangelosi's withdrawal and return of the $ 26,000 when they received a copy of petitioner's audited financial statements in May 1983. As a remedial measure, in July 1983 the directors adopted a resolution requiring that all future company checks bear the signature of two officers.

Respondent determined that the $ 26,000 withdrawal from petitioner by Mr. Cangelosi was a loan which prevented petitioner from qualifying for the lending or finance company exception to personal holding company classification.

Petitioner contends that the $ 26,000 withdrawal was unauthorized and hence did not constitute a loan.

OPINION

Evidentiary Matters

At trial and on brief, petitioner raised certain evidentiary objections which we shall initially address.

The following documents were made a1989 Tax Ct. Memo LEXIS 440">*445 part of the stipulation of facts:

1. Petitioner's 1982 income tax return;

2. Mr. Cangelosi's $ 26,000 check made payable to petitioner (the Check);

3. Petitioner's 1982 audited financial statements;

4. A page from petitioner's cash disbursements journal for July 1982; and

5. A page from petitioner's general ledger for the period ending March 31, 1983 (the foregoing documents are hereinafter collectively referred to as the "Stipulated Documents").

In the stipulation of facts, petitioner noted its objection to the admissibility of the Stipulated Documents on the grounds that the withdrawal was not authorized by petitioner's board of directors or shareholders. Such objection goes to the weight of the evidence rather than to its admissibility.

At trial, petitioner raised hearsay objections to those portions of the Stipulated Documents which classify the withdrawal as a loan. We overruled the objection, but allowed the parties to address this matter on brief. Having again considered petitioner's objections, we conclude once more that the Stipulated Documents are admissible. The Stipulated Documents (other than the Check) are admissions of a party; hence, they are not1989 Tax Ct. Memo LEXIS 440">*446 hearsay. Rule 801(d)(2), Federal Rules of Evidence.² Further, they are business records within the purview of Rule 803(6) of the Federal Rules of Evidence³ which would constitute exceptions to the hearsay rule. The Check reflects Mr. Cangelosi's intent and hence is admissible as an exception to the hearsay rule under Rule 803(3), Federal Rules of Evidence.

1989 Tax Ct. Memo LEXIS 440">*447 Petitioner further argues that a proper foundation has not been laid for the Stipulated Documents. We disagree.

The purpose of the Court's stipulation process ⁴ is to permit a more expeditious trial of the case. Stipulations obviate the need for counsel to provide any foundation for admissibility. See United States v. Renfro, 600 F.2d 55">600 F.2d 55, 600 F.2d 55">59 (6th Cir. 1979).

1989 Tax Ct. Memo LEXIS 440">*448 Petitioner did not, as provided by Rule 91(d), ⁵ note any hearsay objections on the stipulation. At the commencement of trial, petitioner raised limited hearsay objections which went to the characterization of the withdrawal as a loan rather than to the entire document. In fact, petitioner agreed to the authenticity of the Stipulated Documents. Thus, we reject petitioner's argument that the Stipulated Documents are inadmissible because a proper foundation had not been laid.

On brief, petitioner further attempts to raise hearsay objections as to all the documents comprising the Stipulated Documents. As these objections are untimely, we decline to consider them. Rule 91(d).

Section 542(c)(6)(D) Issue

We now turn to the substantive issue, namely, whether petitioner satisfies all the1989 Tax Ct. Memo LEXIS 440">*449 requirements for the lending or finance company exception to personal holding classification.

Petitioner concedes that but for section 542(c)(6) it is a personal holding company as defined in section 542(a); respondent concedes that for purposes of determining whether petitioner qualifies for the lending or finance company exception to personal holding company classification, the requirements of section 542(c)(6)(A), (B), and (C) are satisfied. ⁶ Thus, the controversy herein is whether the $ 26,000 withdrawal by Mr. Cangelosi in July 1982 was a loan within the meaning of section 542(c)(6)(D).

1989 Tax Ct. Memo LEXIS 440">*450 Petitioner contends that the withdrawal was not a loan because it was not authorized by the board of directors or the shareholders. Further, petitioner argues that the withdrawal should not be characterized as a loan because (1) a note was not executed and (2) interest was not paid.

To determine whether the withdrawal was a loan within the meaning of section 542(c)(6)(D), we must look to the peculiar facts and circumstances surrounding the transaction. Fidelity Commercial Co. v. Commissioner, 55 T.C. 483">55 T.C. 483, 55 T.C. 483">487 (1970), affd. F.2d (4th Cir. 1971, 71-2 U.S.T.C. par. 9667, 28 A.F.T.R.2d (RIA) 71">28 A.F.T.R. 2d 71-5751). In this respect, the intention of the parties is of crucial importance. Fidelity Commercial Co., 55 T.C. 483">55 T.C. at 488; Berthold v. Commissioner, 404 F.2d 119">404 F.2d 119, 404 F.2d 119">122 (6th Cir. 1968), affg. a Memorandum Opinion of this Court.

Mr. Cangelosi returned the $ 26,000 withdrawal to petitioner with reasonable promptness (within approximately 8 months) to evidence an intention of repayment. Fidelity Commercial Co. v. Commissioner, 55 T.C. 483">55 T.C. at 488.1989 Tax Ct. Memo LEXIS 440">*451 In addition, he noted on the check of March 11, 1983 that the funds were to repay his debt. In our opinion, these acts indicate that Mr. Cangelosi intended the withdrawal to be a loan.

Insofar as petitioner's intent is concerned, such can best be gleaned from the documentary evidence since strictly speaking, a corporation (not a sentient being) cannot form an intent. Within this context, we note that what passes as corporate intent is in reality the aggregate intention of the corporation's officers and employees acting within their capacity as corporate agents. ⁷

A transaction which is reported as a loan on a corporation's books and financial statements is indicative that the corporation intended the transaction to be a loan. Pierce v. Commisioner, 61 T.C. 424">61 T.C. 424, 61 T.C. 424">430 (1974); Fidelity Commercial Co. v. Commissioner, 55 T.C. 483">55 T.C. at 488. Here, petitioner's 1982 tax return, 1982 audited financial statements, cash disbursements journal, and general ledger1989 Tax Ct. Memo LEXIS 440">*452 reflect the transaction as a loan.

Thus, both petitioner and Mr. Cangelosi treated the $ 26,000 withdrawal as a loan.

Petitioner argues that under Texas law, as it existed in 1982, a corporation did not have the power to lend money to its officers and directors. ⁸Under Texas law, however, the lack of corporate capacity has generally been abolished as a claim or defense. ⁹ And we doubt whether a borrower could escape repayment on the ground that a Texas corporate lender lacked authority to make the loan. See Rogers v. Public Service Employees Credit Union, 112 S.W.2d 258">112 S.W. 2d 258 (Tex. Civ. App. 1937).

1989 Tax Ct. Memo LEXIS 440">*453 In this case, it is undisputed that the withdrawal occurred. We are not convinced that the lack of authorization with respect to the withdrawal or the fact that during 1982 a Texas corporation was not empowered under state law to lend money to its officers and directors alters the nature or character of a withdrawal which has in fact taken place.

The absence of a promissory note or security and the failure to charge or pay interest are not conclusive in determining that a loan was not intended. Clark v. Commissioner, 266 F.2d 698">266 F.2d 698, 266 F.2d 698">711 (9th Cir. 1959), affg. T.C. Memo. 1957-129. Withdrawals have been held to be loans where no promissory note was present and no interest was charged or paid. Fidelity Commercial Co. v. Commissioner, 55 T.C. 483">55 T.C. at 488; White v. Commissioner, 17 T.C. 1562">17 T.C. 1562 (1952).

Based upon the record before us, we conclude that the withdrawal by Mr. Cangelosi was a loan within the meaning of section 542(c)(6)(D). Accordingly, petitioner does not meet all the requirements for the lending or finance company*454 exception to personal holding company classification.

Decision will be entered for the respondent.