CRA implies that “immediately before” can refer to a state of affairs on completion of the immediately preceding (and nearly contemporaneous) transaction

CRA has ruled on a merger of two credit unions under which "Acquireco" will acquire all of the shares of the "Targetco" members under s. 85.1 in exchange for Acquireco treasury shares (with the exception of the Class D shares of Targetco, which will be redeemed for cash), with Targetco then being wound-up into Acquireco.

Even though the wind-up is to occur immediately after the share exchange, CRA was satisfied that Targetco qualified as a wholly-owned subsidiary of Acquireco "immediately before" the winding-up, as required for s. 88(1) to apply. This is reminiscent of 9336015, where CRA seemed to consider that since the Act contrasts series of transactions with transactions, it is implicit that each transaction in a series occurs immediately after the preceding transaction and not immediately after more remote transactions in the series – apparently even if the transactions occur in quick succession.

Neal Armstrong. Summaries of 2014 Ruling 2014-0530371R3 under s. 88(1) and s. 137(4.1).