Search - consideration

On the same day the shareholders passed a resolution in the following terms: "That (on) consideration of the directors’ recommendation that a disbursement of capital be declared, do hereby adopt this resolution and declare a disbursement of $4 per share on all shares issued for the fiscal year ending April 30, 1932, payable June 1, 1932.” ... As consideration for this purchase the company issued fully paid shares of £1 each, 85,000 shares being received ‘by the trustee of the will as representing the capital of the testator’s estate employed in the said business and 91,000 shares being issued to the individuals whose income arising from the estate had been used for capital purposes. ... “In the present case, taking all the admissible evidence into consideration, the conclusion is, I think, irresistible that the substance of the transaction was, to use the language of Harvey J. in Drew v. ...

That the capitalization of the Home Service Company Limited is $1,000,000 divided into 10,000 shares par value $100 each and that all such shares except forty were issued or sold to the liquidators of the operating subsidiary companies of the Pioneer Investment Company, Limited in consideration for the transfer of the assets of such operating companies to the Home Service Company, Limited; that the said shares on the winding-up of the said operating companies were distributed to the parent company, the Pioneer Investment Company, Limited, and on the winding-up of that company were distributed to its own shareholders; and that the result is that the shareholders of the Home Service Company Limited are the same as were the shareholders of the Pioneer Investment Company, Limited and their respective holdings in the new company are the same or substantially the same as were their respective holdings in the old company. ... The total consideration was accordingly $180,826.98. Home Service Company Limited had acquired the assets aforesaid from William H. ... The consideration stipulated in the agreement exhibit G is as follows: (a) the sum of $327,000 payable by the allotment to the vendor of 3,270 fully paid shares in the capital stock of the purchaser of a par value of $100; (b) the assumption by the purchaser of all the debts, liabilities and obligations of Pioneer Laundry & Dry Cleaners Limited in liquidation as of the date of the agreement. ...

I believe it proper to quote the letter am extenso: ‘Dear Shareholder: Your Directors have had under consideration for some time the question of payment of the arrears of dividends on the Preferred Shares of the Company in order that the Preference Dividend might be placed on a current basis. ... The deferred certificates were at all material times worth less than their face value: Held: on a due consideration of all the facts, money’s worth was not given by the issue of the certificates. The consideration for the release of the calls was, therefore, illusory and the transaction did not amount to payment within the Companies Act, 1929, s. 157.” ...

The dispute related, rather, to the factors that may be taken into consideration in the determination of whether there is de jure control ...   [44]         The question that should now be answered is: must the clauses of a USA governing the election of a corporation’s directors be taken into consideration in the determination of de jure control of the corporation?   ...   [86]         To summarize, I am of the opinion:   (i)                 that a unanimous shareholders’ agreement must be taken into consideration for the purposes of paragraph (b) of the definition of the expression “Canadian-controlled private corporation” in subsection 125(7) of the ITA; and   (ii)              that a restriction on the right of the majority shareholder to elect the directors, set out in a written unanimous shareholders agreement, must be taken into consideration in the determination of the   de jure control of a corporation ...

I therefore think that the market price, in a case like that under consideration, where it is shown to have been consistent, determines the fair market value of the shares. ... He was of the view that this consideration arises out of the requirement to ascertain the “cash equivalents” of those shares. ... However, I note that another factor taken into consideration by Mr. Blackman is the lack of control conferred by the Class A Common Share. ...

This difference was due to the fact that the works of art were purchased at auctions or were offered by artists or by persons who owned the works and were selling them off for a cash consideration. [9] Mr. ... In the case at bar, the evidence is clear that neither of the appellants received any consideration whatsoever from the organizations to which the property was to be given. ... A receipt obtained from the recipient organization cannot be viewed as consideration even though the taxpayer must file the receipt to be entitled to the deduction for gifts. ...

Ownership of property was transferred between the parties, and no consideration was paid by the charity that received the property. ... The fact that the donors were able to incidentally derive a monetary benefit from the transactions is of no consequence, since the donees paid no consideration. ... No one purchased tax receipts, and the appellants did not obtain any consideration or anything else from the registered organizations. ...

  [72]     Consideration of the deduction limitation in paragraph 18(1)(b) in this case will, in my view, lead to a conclusion that the subject expenses are capital in nature. ...   [78]     Adding that the former owner of the targeted asset, Finance LLC, is a subsidiary of PCS brings in an additional consideration. ... Consideration of the ultimate effect of the expenditure is then of paramount importance. ...

It was basically their consideration was the debt from the company rather than actual funds.   ...   [115]    While it is well established that past and present circumstances are normally the main considerations in determining whether a debt has gone bad, the Federal Court of Appeal left the door open to the consideration of future prospects of the debtor company. ... If future considerations are only speculative, they would not be material in an assessment of whether a past due debt is collectible ...

., the Participants' first submission involved a consideration of the validity of the Participation Agreement.  ... Next, Wachowich J. turned to a consideration of the ranking of the Participants with the general body of creditors of CCB for any amounts not recovered from the Syndicated Portion of the Portfolio Assets, and still owing pursuant to the Participation Agreement.  ... Even assuming that courts are entitled to weigh the value of the consideration given for a particular promise when characterizing an agreement, there was more to the support agreements than the mere purchase of participations in bad loans.  ...