4 August 2011 Internal T.I. 2011-0404651I7 - Authorized Representative Information

Please note that the following document, although believed to be correct at the time of issue, may not represent the current position of the CRA.
Prenez note que ce document, bien qu'exact au moment émis, peut ne pas représenter la position actuelle de l'ARC.

Principal Issues: Updating owner and authorized representative information upon an amalgamation.

Position: See below.

Reasons: The maintenance of corporate governance information is a policy matter.

									August 4, 2011

	Assessment and Benefit Services Branch		HEADQUARTERS
	Business Returns Directorate				Income Tax Rulings
		  							Directorate
	Attention:  André Bertrand, Manager			Richard Aronoff
	Business Registration and Support			(613) 941-7239

									2011-040465

Authorized Representative Information

This is in response to the email from Brenda Weeks, wherein she requested an interpretation on the following three questions, upon a corporate amalgamation:

1. Whether a predecessor corporation's owner information can be updated in our system with that of the successor corporation;

2. Whether the Income Tax Act allows for the automatic addition or updating of the names of the authorized representatives from the successor corporation's system account to a predecessor account;

3. Whether the Income Tax Act prohibits the updating of a predecessor corporation's account for both owner and authorized representative information.

The ability of corporations to amalgamate is governed by corporate law. In Canada, each of the provinces and the federal government have enacted corporate statutes. Corporations wishing to amalgamate must look to the applicable corporate statute and comply with the requisite provisions governing amalgamations.

Your queries are administrative in nature rather than legal. It is outside the mandate of the Income Tax Rulings Directorate to comment on the operational policies and procedures of program areas. While the maintenance of corporate governance information is a policy matter, we offer the following:

1. It would be reasonable to assume that the contact information for the predecessor companies continues to be good until the first return of the amalgamated company is filed.

2. Anyone who was an authorized representative for all the predecessor companies can be considered to be a representative for the amalgamated company.

3. It would be a good idea to archive the old contact information.

Should you have any questions or require additional information, please do not hesitate to telephone Richard Aronoff at the number provided above.

B.J. Skulski
Manager
Insolvency and Administrative Law Section
Income Tax Rulings Directorate

cc. Brenda Weeks
Senior Programs Officer