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For example, a university whose predominant purpose is education and research would generally not acquire its main campus over 40% for the purpose of making taxable supplies for consideration. ...

6 January 2017- 12:53am Kirkland Lake was merged on a triangular amalgamation with a Newco subsidiary of Newmarket Gold Email this Content Kirkland Lake amalgamated with a wholly-owned subsidiary of Newmarket Gold on a triangular amalgamation occurring as part of a CBCA Plan of Arrangement, so that the shares of the Kirkland shareholders were cancelled in consideration for the receipt by them of shares of Newmarket (to be renamed Kirkland Lake Gold Ltd.) ...

CRA has published its view (confirming 8 January 2016 Interpretation 150125) that such fees not only are not for exempt health services, but constitute consideration for supplies by the doctor of intangible personal property. ...

However, whether the rule applied would depend on whether the linkage test was met, which would require consideration of relevant factors such as the timing and quantum of the dividend payments. ...

16 October 2017- 12:22am The proposed ETA s. 272.1(8) is not a general partner distribution recharacterization rule Email this Content The draft ETA s. 272.1(8) rule merely deems fair market value consideration to have been paid to the general partner of an investment limited partnership for its management and administration services, without regard to the partnership distributions (such as on a “carry”) that in fact are paid. ...

9 November 2017- 11:26pm CRA stretches out the timeline for implementing a pipeline Email this Content CRA has provided the usual rulings for a pipeline transaction in which the estate sells a company with a “business” of investing and trading in marketable securities to a Newco for consideration comprising mostly a note, followed by an amalgamation of the two companies and the repayment by Amalco to the estate or beneficiaries of the note over time. ...

7 January 2018- 5:59pm CRA finds that a corp. held 50-50 by two 100% grandchildren of A was closely related for ETA purposes to A and to another 100% grandchild of A Email this Content One of the requirements for the ETA s. 156 nil consideration election is that the parties be closely related. ...

Although this may serve as a useful starting point to begin consideration of the value of IP, courts have been reluctant to accept this methodology. ...

Under the Gabco test, a salary is unreasonable if “no reasonable businessman would have contracted to pay such an amount having only [his] business considerations … in mind. ...

9 April 2018- 12:33am The proposed Leagold acquisition of Brio Gold entails the Brio Gold shareholders receiving warrants on Leagold shares on a rollover basis Email this Content The proposed acquisition of Brio Gold by Leagold under an Ontario Plan of Arrangement would entail Brio Gold first issuing 2-year warrants on its shares for nil consideration to all its shareholders (with that issuance not being a shareholder benefit based on the s. 15(1)(c) safe harbour) and then the Brio Gold shareholders exchanging their shares and warrants for shares and warrants of Leagold on a rollover basis under ss. 87(4) and (5) under a s. 87(9) triangular amalgamation (also occurring under the Arrangement) of Brio Gold with a Newco sub of Leagold. ...