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However, in cases where there is no non-share consideration taken back, a single corporate resolution to the effect that the stated capital of each share or fraction thereof taken back on the transfer of a particular property is equal to the agreed amount for the particular property would be sufficient to obtain the desired result. Where there is non-share consideration taken back, allowance for this would have to be made on a property-by-property basis and a corporate resolution passed to the effect that the stated capital of each share or fraction thereof taken back on the transfer of a particular property is equal to the agreed amount for the particular property less the fair market value of the non-share consideration allocated to that particular property. ...

X transfer their shares of Opco to a holding company ("Holdco") receiving consideration consisting of preference shares of Holdco which are redeemable at the option of the holder for an aggregate amount of $460,000 and which have an aggregate paid-up capital of $20.00.-     valid elections are filed pursuant to subsection 85(1) of the Act in respect to these transfers.-     as part of the estate freeze common shares of Holdco are issued to Mr. ... X and their adult children for nominal consideration. You have asked that we confirm that proposed section 183.1 of the Act would not apply to the above hypothetical situation and that it would not apply even if Opco had significant amounts of liquid assets which it pays by way of dividend to Holdco who in turn pays those liquid assets to the individual shareholders of Holdco by way of dividend or deemed dividend. ... As you have noted, under proposed section 183.1 where the consideration for the acquisition of shares exceeds the paid-up capital of those shares immediately before the acquisition a distribution of corporate surplus is deemed to have occurred and therefore unless one of the specific exceptions contained in that section is met a tax may become payable in accordance with that section. ...

The consideration received by the transferor is one preferred share of the transferee having a nominal value which is below the fair market value of the transferred property. ... In each case it could reasonably be regarded that the value of the transferred property in excess of the consideration paid is a benefit that the transferor desired to have conferred on the transferee, a person related to the transferor. ...

There were no agreements, nor were any contemplated between the guarantor and the corporation respecting any consideration in exchange for the guarantee. ... The Department's position as stated in paragraph 3 of IT-239R2 is that a capital loss arising from honouring a guarantee given for inadequate or for no consideration is nil by virtue of subparagraph 40(2)(g)(ii) of the Act. ... The subsequent carrying charges respecting borrowed funds to discharge the loan would also not be deductible as the guarantor did not receive any consideration for the guarantee and therefore the expenditures would not be considered to be for the purpose of producing income. ...

Also, the proposed transactions described in your request involve your company, which is incorporated under the laws of Ontario, issuing shares for consideration consisting of a promissory note. As discussed, subsection 23(3) of the Business Corporations Act (Ontario) (the "OBCA") provides that a share of a company which is governed by the OBCA can not be issued until the consideration for the share is fully paid and, pursuant to subsection 23(6) of the OBCA, a promissory note or other indebtedness is not acceptable consideration for the issue of a share. ...

Where the only shares received as consideration for the transferred property is one preferred share, paragraph 85(1)(g) of the Act provides that the cost of the preferred share shall be deemed to be an amount equal to the lesser of (d) the fair market value of the preferred share after the disposition, and (e) the amount by which the Agreed Amount exceeds the fair market value of the consideration (other than shares or the right to receive shares) received by the transferor. ... Thus, the amount in (e) above would be $800, the amount by which the Agreed Amount of $2,800 exceeds the cash consideration of $2,000. ...

There remained consideration for remission of taxes under the Financial Administration Act. ... Consideration of requests of this nature involves an extensive and fully objective review of the facts of the particular situation and a careful evaluation of the merits of the request to ensure fair and uniform application of established criteria. ... I can assure you that he will receive the utmost consideration possible in the resolution of his case. ...

This paragraph states: “Where a vendor receives shares for some of the exchanged shares and cash or other consideration for other exchanged shares, subsection 85.1(1) may be utilized in respect of the exchanged shares for which shares were received, as long as the vendor can clearly identify which shares were exchanged for cash or other consideration and which (shares) were exchanged for shares.” Accordingly, it is our view that the term “exchanged shares” in subsection 85.1(1) of the Act refers to shares that may be clearly identified as exchanged for consideration (share or non-share) that also may be clearly identified. ...

As consideration for this transfer, the corporation would issue to the taxpayer preferred shares redeemable and retractable for an amount equal to the fair market value of the rental property at the time of transfer. ... You requested our comments as to whether the preferred shares issued to the taxpayer as consideration for the transfer of the rental property would have a fair market value equal to the fair market value of the rental property, so that paragraph 85(1)(e.1) of the Act would not apply on the transfer of the property to the corporation. ... Provided that in circumstances such as those described, the redemption and retraction amount of the preferred shares issued as consideration for the transferred property is equal to the fair market value of the property immediately before the transfer, the Department will usually be satisfied that no benefit, as described in paragraph 85(1)(e.2) of the Act, has been conferred by virtue of the transfer, notwithstanding the fact that the dividend return on such shares might be low in view of the prevailing market conditions. ...

The agreements between the parties reflecting this arrangement would be examined in order to determine whether, in fact, there is no consideration received from A Co for the use of these vehicles. Even though there may be no cash payment from A Co, there may be equivalent consideration in the form of advertising or promotional service provided by A Co in exchange for the use of the demonstrator cars. ... On the assumption that the value of the consideration for the use of the cars supplied by the manufacturer is the annual cost of leasing a similar vehicles by A Co, that value would be considered as “amounts that may be reasonably regarded as having been payable by the employer to a lessor...” for purposes of the amount to be included in E of the standby charge calculation in subsection 6(2) of the Act. ...