Search - consideration

Parent received consideration from Second Tier US Subsidiary for issuing the SS Consideration Common Shares to the SS Vendors, as described in Paragraph 25. 23. ... On XXXXXXXXXX, Parent incorporated Newco under Act 2, and upon its incorporation, Parent subscribed for XXXXXXXXXX Newco Shares for nominal consideration. 28. ... Upon the incorporation of US Holdco, Second Tier US Subsidiary will subscribe for XXXXXXXXXX US Holdco Shares for nominal consideration. ...

(b) C subscribed for XXXXXXXXXX DC Class A Common Shares for $XXXXXXXXXX cash consideration. (c) D subscribed for XXXXXXXXXX DC Class B Common Shares for $XXXXXXXXXX cash consideration. ... As consideration for this transfer to DC, she received an unsecured, non-interest bearing promissory note receivable, due on demand, from DC equal to $XXXXXXXXXX and XXXXXXXXXX DC Class H Share. ...

In consideration, A will receive XXXXXXXXXX ACo1 Common Shares. For greater certainty, A will not receive any non-share consideration on the transfer of the DC Common Shares. 18. ... In consideration, B will receive XXXXXXXXXX BCo1 Common Shares. For greater certainty, B will not receive any non-share consideration on the transfer of the DC Common Shares. 21. ... In consideration, C will receive XXXXXXXXXX CCo1 Common Shares. For greater certainty, C will not receive any non-share consideration on the transfer of the DC Common Shares. 24. ...

The paid-up capital of the A Co Common Shares has arisen on issuances of A Co Common Shares for cash or other consideration, being XXXXXXXXXX. ... (f) Each holder of an A Co Common Share in respect of which no effective Consideration Election has been made (other than A Co Common Shares held by (i) a Dissenting Shareholder, or (ii) C Co or any affiliate thereof) will be deemed to have made a Consideration Election to receive, XXXXXXXXXX, subject to pro-ration in accordance with the provisions of the Plan of Arrangement. (g) The cash and/or C Co Shares which each holder of A Co Common Share has elected or been deemed to have elected to receive pursuant to such holder's Consideration Election in exchange for such holder's A Co Common Shares being transferred to C Co will be subject to adjustment and pro-rated in accordance with the provisions of the Plan of Arrangement, so that the aggregate amount of cash payable to all holders will be equal to the total cash consideration available as specified under the Plan of Arrangement and so that the aggregate number of C Co Shares issuable to all holders will be equal to the total number of C Co Shares available as specified under the Plan of Arrangement. ...

Where there is non-share consideration the redemption amount should be equal to the fair market value of the property exchanged less the fair market value of the non-share consideration. ... (Where there is consideration other than shares taken back, the F.M.V. of the other consideration plus the paid-up capital of the new shares must not exceed the paid-up capital of the old shares.) ... In determining whether or not a spouse is actively engaged in the business, both the time expended and the expertise provided are taken into consideration. ...

XXXXXXXXXX Opco Class C Shares to Newco B in exchange for consideration consisting of XXXXXXXXXX Class A Shares of Newco B. ... XXXXXXXXXX Opco Class E Shares to Newco B in exchange for consideration consisting of XXXXXXXXXX Class C Shares of Newco B. ... As consideration for this purchase for cancellation, Newco B will issue to Estate B a demand, non-interest bearing promissory note (the “Newco B Note”). 28. ...

The authorized capital consists of an unlimited number of:- Class "A" voting, participating, convertible into Class "D" shares at the option of the holder;- Class "B" voting, participating;- Class "C" voting, non-participating, automatically redeemable upon the death of the holder at a price equal to the amount added to the stated capital account for these shares, redeemable at the option of the company at a price agreed upon by the holder and the company;- Class "D" XXXXXXXXXX% monthly, non-cumulative, non-participating, non-voting, redeemable at the option of the holder or the company at a price equal to the amount added to the stated capital account for these shares, plus a premium equal to the difference between the amount added to the stated capital account for these shares and the fair market value of Class "A" shares on the date of conversion into Class "D" shares;- Class "E" XXXXXXXXXX% monthly, non-cumulative, non-participating, non-voting, redeemable at the option of the holder or the company at a price equal to the amount added to the stated capital account for these shares, plus a premium equal to the difference between the fair market value of the consideration received for which such shares have been issued and the total comprising: (a) the amount added to the stated capital account for these shares, and; (b) the fair market value of any property, other than Class "E" shares, given in payment by the corporation for that consideration;- Class "F" $XXXXXXXXXX per share, non-cumulative dividend, non-participating, non-voting, redeemable at the option of the holder or the company at a price equal to the consideration for which such share has been issued; and- Class "G" $XXXXXXXXXX per share, non-cumulative dividend, non-participating, non-voting, redeemable at the option of the company at a price equal to the consideration for which such share has been issued. 2) The issued and outstanding share capital consists of XXXXXXXXXX Class "A" shares having a stated capital of $XXXXXXXXXX per share. ... The authorized capital consists of an unlimited number of:- Class "A" preferred shares, non-participating, non-cumulative dividend of $XXXXXXXXXX per share, voting, redeemable at the fair market value of the consideration received at the issuance of the shares;- Class "B" preferred shares, non-participating, non-cumulative dividend of $XXXXXXXXXX per share, voting, convertible into class "H" preferred shares, redeemable at the fair market value of the consideration received at the issuance of the shares;- Class "C" preferred shares, non-participating, non-cumulative dividend of $XXXXXXXXXX per share, voting, convertible into class "I" preferred shares, redeemable at the paid-up capital amount;- Class "D" preferred shares, non-participating, non-cumulative dividend of $XXXXXXXXXX per share, non-voting, convertible into class "J" preferred shares, redeemable at the issue price;- Class "E" preferred shares, non-participating, non-cumulative dividend of $XXXXXXXXXX per share, non-voting, redeemable at the fair market value of the consideration received at the issuance of the shares;- Class "F" preferred shares, non-participating, non-cumulative monthly dividend of XXXXXXXXXX%, non-voting, redeemable at the paid-up capital amount;- Class "G" preferred shares, non-participating, without dividends, voting XXXXXXXXXX votes for each share, redeemable at the paid-up capital amount;- Class "H", "I" and "J" preferred shares, non-participating, cumulative monthly dividend of XXXXXXXXXX%, voting, redeemable at the fair market value of the consideration received at the issuance of the shares; and- Class "A", "B" and "C" common shares 8) The issued and outstanding share capital of Holding consists of XXXXXXXXXX Class "A" common shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class "C" common shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class "E" preferred shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class "F" preferred shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class "G" preferred shares having a stated capital of XXXXXXXXXX per share, XXXXXXXXXX Class "H" preferred shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class "I" preferred shares having a stated capital of $XXXXXXXXXX per share and XXXXXXXXXX Class "J" preferred shares having a stated capital of $XXXXXXXXXX per share. ... The authorized capital consists of an unlimited number of:- Class "A", voting and participating;- Class "B", XXXXXXXXXX% non-cumulative, non-voting, non-participating, redeemable at the option of the company at the paid-up capital amount; and- Class "C", non-cumulative monthly dividend of XXXXXXXXXX% of the fair market value of the consideration received at the issuance of the shares, non-voting, non-participating, redeemable at the option of the company at the fair market value of the consideration received at the issuance of the shares. 12) The issued and outstanding share capital of XXXXXXXXXX consists of Class “A” shares having a stated capital of $XXXXXXXXXX per share, XXXXXXXXXX Class “B” shares having a stated capital of $XXXXXXXXXX per share and XXXXXXXXXX Class “C” preferred shares having a stated capital of $XXXXXXXXXX per share. ...

For greater certainty, the sum of the principal amount of the Newco Note 1 and the PUC of the Class C preferred shares of Newco issued as consideration for the Bco Common Shares will not exceed the aggregate FMV of the XXXXXXXXXX Bco Common Shares owned by Sibling 1 immediately before Sibling 1’s death. 25. ... For greater certainty, the sum of the principal amount of the Newco Note 2 and the PUC of the Class D preferred shares issued as consideration for the Aco Common Shares will not exceed the aggregate FMV of the XXXXXXXXXX Aco Common Shares and the XXXXXXXXXX Aco Preferred Shares owned by Sibling 1 immediately before Sibling 1’s death. 26. ... Sibling 2 will transfer his XXXXXXXXXX Aco Common Shares and XXXXXXXXXX Aco Preferred Shares to Newco, and, in exchange, Sibling 2 will receive the following consideration from Newco: a. ...

(In the case of Target shares acquired by Parent, Parent issues its shares to TCC in exchange for the issuance by TCC of TCC shares to Parent, which TCC shares are then given by Parent as consideration for the Target shares acquired by it.)? ... In applying the tests in subparagraph 88(1)(c.4)(iii), the TCC shares were not received as consideration for the acquisition of shares of NewTarget (subsidiary) by TCC or Parent (which are, respectively, the taxable Canadian corporation and the parent referred to in subparagraph 88(1)(c.4)(iii)). ... The redeemable preferred shares of NewTarget are redeemed for cash consideration.? ...

" This presupposes that consideration was given for family support obligations. ... In this regard, family support obligations and household expenses do not form part of the consideration given. ... The case is of interest not only from the finding that no consideration flowed from the performance of household services and chores by the transferee, but also from the standpoint that deposits were made to a joint bank account from which mortgage and lease payments were made. ...