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Immediately following the interest payment in 8, and in connection with the unwinding of the loss consolidation arrangement Newco will redeem the Newco Preferred Shares held by A Co in consideration for its issuance of a non-interest bearing promissory note (the "Newco Note"), then; A Co will repay Loan 2 by assigning the Newco Note to Lossco, then; Loan 3 and the Newco Note will be repaid by mutual set-off. ...

In connection with the transfer in (ii) above, Foreign Sub 1, Foreign Sub 15, and Foreign SpinCo 1 will enter into a three-party agreement (the "Three-Party Share Exchange"), whereby: (a) Foreign Sub 15 will agree to pay the purchase price for the DC Common Shares transferred to it by Foreign Sub 1 by issuing membership interests in the capital of Foreign Sub 15 to Foreign SpinCo 1 having an aggregate FMV at that time equal to the aggregate FMV of the DC Common Shares so transferred to it by Foreign Sub 1 as described in [para. ...

In connection with unwinding this "sandwich" structure: Can Opco 1 repays the payable owing by it to US Salesco; Can Opco 3 transfers its shares of US Holdco 1 under s. 85.1(3) to FA 3 for common shares of FA 3 Can Opco 3 transfers its shares of FA 2 and FA 3 to FA1 under s. 85.1(3) for common shares of FA 1; ULC transfers its pref shares of US Holdco 3 to a new US subsidiary for shares of US Newco (under s. 85.1(3)); The general partner of Partnership is wound-up so that Partnership, in turn, is wound-up; ULC is wound-up into Can Opco 2; Can Opco 3, Can Opco 2 and Can Holdco sell their shares of FA 1, US Newco and US Holdco 1 to Parent for cash; US Salesco (which now is a "sister" rather than indirect sub of Can Opco 1) relends the amount received by it in 1 to Can Opco 1. ...

In connection with unwinding this "sandwich" structure: Can Opco 1 repays the payable owing by it to US Salesco; Can Opco 3 transfers its shares of US Holdco 1 under s. 85.1(3) to FA 3 for common shares of FA 3 Can Opco 3 transfers its shares of FA 2 and FA 3 to FA1 under s. 85.1(3) for common shares of FA 1; ULC transfers its pref shares of US Holdco 3 to a new US subsidiary for shares of US Newco (under s. 85.1(3)); The general partner of Partnership is wound-up so that Partnership, in turn, is wound-up; ULC is wound-up into Can Opco 2; Can Opco 3, Can Opco 2 and Can Holdco sell their shares of FA 1, US Newco and US Holdco 1 to Parent for cash; US Salesco (which now is a "sister" rather than indirect sub of Can Opco 1) relends the amount received by it in 1 to Can Opco 1. ...

In connection with the unwinding, Newco will redeem the Newco Preferred Shares and deliver the Lossco Note to Profitco as payment of the redemption proceeds, with the Lossco Note and the Profitco Note then set-off. ...

2010 Ruling 2009-0330901R3- Reorganization of XXXXXXXXXX-- summary under Subparagraph 53(2)(h)(i.1) Summary Under Tax Topics- Income Tax Act- Section 53- Subsection 53(2)- Paragraph 53(2)(h)- Subparagraph 53(2)(h)(i.1) no ACB reduction for capital gain distributed to Trust parent on repurchase of most Trust units notwithstanding parent amalgamation before Trust year end Background Subco, which is held by Parent (also a Canadian corporation), owns all the units of Trust 1 which, in turn, holds all the units of Holding LP (previously acquired by it in connection with a reorganization in which it transferred assets including appreciated assets to Holding LP and subsidiary LPs, with gains being potentially limited or quantified through s. 97(2) elections). ...

A) of a Canadian public company (Pubco), in connection with an estate freeze transaction. ...

In connection with unwinding the loss consolidation arrangement, Newco will redeem the Newco Preferred Shares held by NewLossco in consideration for a non-interest bearing promissory note (the “Newco Note”), with NewLossco repaying the IB Loan by assigning the Newco Note to Lossco, and with Newco and Lossco will agree to set off the amount due under the NIB Loan against the amount due under the Newco Note. ...

In connection with the amalgamation, Amalco will designate, in its return of income for its first taxation year, an amount under ss. 87(11) and 88(1)(c) and (d) and within the limits thereto, to increase the ACB of the capital property, other than ineligible property, previously owned by Opco, being certain lands which have been owned continuously by Opco, from a time that is before the date of death of the Deceased until immediately prior to the amalgamation. ...

In connection with the transfer in (ii) above, Foreign Sub 1, Foreign Sub 15, and Foreign SpinCo 1 will enter into a three-party agreement (the "Three-Party Share Exchange"), whereby: (a) Foreign Sub 15 will agree to pay the purchase price for the DC Common Shares transferred to it by Foreign Sub 1 by issuing membership interests in the capital of Foreign Sub 15 to Foreign SpinCo 1 having an aggregate FMV at that time equal to the aggregate FMV of the DC Common Shares so transferred to it by Foreign Sub 1 as described in [para. ... In this connection, a leasehold interest which DC is subleasing to a third party will be considered to be a business property (para. 132(h)). ...