Search - 制暴无限杀机 下载

He concluded (at para. 27): This is the type of situation … wherein a shareholder receives draws on the shareholder loan account throughout the year and then a dividend determination is made at some point for the year. ...

II, s. 9, Smith J stated (at para. 69, TaxInterpretations translation): [I]t is not sufficient … that the appellant's website inform the consumer of the need for a valid prescription. ...

In finding that the taxpayer's evidence did not make out a prima facie case to demolish the assumptions of fact underlying the Minister's choice of a 1.013% discount rate, so that the taxpayer's appeal was dismissed, Boyle J made the following findings and observations: The appropriate approach under ss. 247(2)(a) and (c) was "to follow the structure of the RSA that the McKesson Group chose to enter into…and consider whether the terms and conditions which affect the Discount Rate pricing differ from what arm's length terms and conditions would be expected to provide" (para. 270) – rather than to look at the pricing that would have applied to a different structure, e.g., a sale of the receivables on a recourse basis, with such recourse secured by a reserve (para. 166). ... The component of the discount rate to reflect potential bad debt losses should be reduced so as to only reflect the historic loss performance of the taxpayer's receivables pool (of 0.04%) plus a 50% to 100% premium over this (increasing this component to 0.06% to 0.08%) to reflect a risk of this experience deteriorating (paras. 306, 311-312) – rather than using a much higher imputed loss rate based on the proposition that the sales customers did not have bond ratings ("I can not reasonably conclude that a company that does not have a bond rating can be assumed to be hiding a bad implicit rating from the public" (para. 298, see also para. 245).) ...

. … A debt can be a derivative as can many other securities and obligations, including hybrid financial instruments. ... In finding that the Notes constituted debt for purposes of the Act, Boyle J noted (at para. 133) that they were entitled Notes, they had a maturity which could be triggered early in the event of default or at the Note holder's option, "upon maturity there is a payment obligation that relates clearly, though in a complex fashion, to the amount for which the Notes were issued, and this payment satisfies the obligation in respect of the issue price," the related term sheet described the amount for which they were issued as a "Principal Amount," "at maturity, however and whenever triggered, that is whenever payment is required to be made, the amount payable by the issuer under the Notes to the Note holder is readily ascertainable with exact precision," an interest rate was stipulated in the Notes (and it was "reasonable to consider zero to be an amount for these purposes…this was presumably set out to make it clear to the parties that there would be no current returns earned or payable"), the Notes ranked pari passu with other debt (being "evidence that the parties' intention was that this be treated like other debt" – and with this ranking not described as "apply[ing] only upon maturity of the Notes"), and the Guarantees provided that the Guarantors would be liable as if they were the primary debtors. ...

Before concluding (at para. 382) that “the taxpayer has established that the prices that CMPL was paid by GIAG for the copper concentrate it supplied to GIAG under the February 2007 Agreement were within an arm’s length range” (and before quoting, at para. 325, with approval the statement in Cameco that “The traditional transfer pricing rules must not be used to recast the arrangements actually made among the participants,”) Davies J stated (at paras. 181, 313-314): In the present case, the relevant mine producer for the purposes of the hypothetical [arm’s length] agreement is a mine producer with all the characteristics of CMPL, which include … that it had no need for a logistics or marketing division because it sold the whole of its production for the life of the mine to a buyer with GIAG’s characteristics, namely a trader with a substantial marketing team which purchased the whole of the mine’s production for the life of the mine. … The taxpayer argued that the Commissioner’s approach, rather than pricing the copper concentrate as sold under the actual agreement that was in place between the related parties, required the Court to engage in a speculative task of re-imagining all of the terms of the contract to which independent parties might be expected to have agreed, including by: converting a contract that applied for the whole of the 2007 to 2009 period, with no facility for annual renegotiation, into one that was renegotiated annually; replacing the price sharing basis of the actual agreement with a TCRC provision set by reference to the Japanese benchmark; and replacing the quotational period optionality with back pricing under the actual agreement with a different quotational period provision. ...

The shareholder group consisted of (i) two unrelated individuals (Souty, and Foix – who held his shares through a passive portfolio company (“Virtuose”),) (ii) trusts for the two respective families (the Souty and Foix Trusts) and (iii) after giving effect to intricate preliminary transactions, two holding companies for Souty and Foix through which they held a portion of their shares of W4N (in the case of “Souty Holdco”) or of Virtuose (in the case of “Foix Holdco”). ... He went on to indicate (at para. 67) that “the scope of subsection 84(2) is sufficiently broad to counter this type of distribution when the property being distributed is fungible and a third-party facilitator is involved in the extraction process” and (at para. 69) that “it would be contrary to Parliament’s intention to turn a blind eye to the existence of a distribution or appropriation for the sole reason that, for example, the shareholder received the target corporation’s property as a creditor rather than as a shareholder … or, as in the present case, that the funds received by the shareholder originate directly from a third party but indirectly from the target corporation.” ...

. … Here we have a sale of mortgages of which the servicing is not only an integral part but is requisite as a matter of commercial exigency. ...

. … [A] few services to a few customers does not change the inherent nature of income from property. ...

Trudel JA found no reviewable error in the finding of Boyle JA that as "Dividend B was paid in proportion to shareholdings then it could not have been paid ‘in proportion to assessments ' and thus Dividend B would clearly not fall within the ambit of paragraph 137.1(10)(a)" (para. 49). ...

The USA required unanimous approval by the board (with at least one of SGF's directors included) or of the shareholders for a wide range of matters – including of the capital and operating budgets and changes thereto, business plans or departures therefrom, the hiring or dismissal of various officers or payment of bonuses, any significant financing or security interest grant, and any entering into or changes in various significant contracts. ...