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Canada, 2012 FCA 76, aff'g 2011 DTC 1343 [at 1917], 2011 TCC 318-- summary under Subsection 84.1(1) Summary Under Tax Topics- Income Tax Act- Section 84.1- Subsection 84.1(1) fees borne by transferee were "consideration" The taxpayer, a family trust, made a non-arm's-length sale of shares to a numbered corporation ("4041763 or "404") for a promissory note of approximately $2.6 million. 404 then immediately sold the shares at arm's length to a third party ("Keolis") for approximately $2.8 million. ... Archambault J. affirmed the Minister's position that the amount of these professional fees was "consideration" received by the taxpayer. ... Archambault J. stated (at para. 16): I accept the definition of consideration laid down in Currie and referred to by Judge Lamarre in Republic National Bank, above, and the definition in Black's Law Dictionary, according to which "consideration" can encompass "[t]he inducement to a contract... ...

Canada, 2004 DTC 6409, 2004 FCA 191-- summary under Adjusted Cost Base Summary Under Tax Topics- Income Tax Act- Section 54- Adjusted Cost Base cost of bonds equal to their FMV In finding that the cost to a partnership of bonds acquired by it in consideration for the issuance of units of the partnership was equal to the fair market value of the bonds at the time of acquisition, Sharlow J.A. indicated (at para. 31) that this "method of determining the acquisition cost of the bonds is based on the well established principle of income tax law that the cost of property acquired by a taxpayer is the amount of money or the value of the consideration given in exchange for the property" and noted that as at substantially all of the partnership property comprised the acquired bonds, it was reasonable to conclude that the value of the consideration paid by the partnership for the bonds was equal to the fair market value of the bonds when acquired. ...

HER MAJESTY THE QUEEN, 2021 FCA 17-- summary under Effective Date Summary Under Tax Topics- General Concepts- Effective Date price adjustment clause eliminated any possible value discrepancy between the FMV of the transferred property and the consideration therefor Before finding that s. 160 did not apply to a s. 55(3)(a) spin-off transaction in which each component transaction entailed a value-for-value exchange including the issuance and redemption of preferred shares with a price adjustment clause, Noël CJ noted, in passing, at para. 50: …160(1)(e)(i) … provides that the consideration is inadequate when the fair market value of the property transferred exceeds the fair market value of the consideration given at the time of the transfer (see Birchcliff Energy Ltd. v. ...

HER MAJESTY THE QUEEN, 2021 FCA 17-- summary under Subsection 84(9) Summary Under Tax Topics- Income Tax Act- Section 84- Subsection 84(9) a shareholder whose shares have been redeemed has provided valuable consideration therefor by surrendering its shares Pursuant to a conventional s. 55(3)(a) spin-off transaction, a company (“Oldco”) spun off one of its two businesses to a “Newco,” also owned by its sole individual shareholder. ... One of the unsuccessful arguments made by the Crown in seeking to uphold a s. 160 assessment of Newco was that on the redemption by Oldco of its preferred shares held by Newco for a $30 million note, “no consideration was effectively given to Oldco in return” (para. 65). He stated that there indeed was consideration going the other way in the form of “Newco in turn … surrender[ing] the shares which had a corresponding $30 million value in its hands” (para. 69). ...

CIBC argued that these fees were (1) consideration for intangible personal property (the Miles) that were supplied by Aeroplan, and (2) that such property was exempted from GST as being a supply of “gift certificates.” ... … [Under the Agreement] [t]he obligation to pay the consideration is linked to the promotional and marketing services to be provided by Aeroplan to CIBC … [and] the other obligations of Aeroplan (which would include issuing Aeroplan Miles to CIBC’s customers) are incidental to the promotional and marketing services. … Just as in Global Cash, the agreement under which the consideration for the supply was paid by CIBC should play a dominant role in determining what was acquired for the amounts that were paid. … The issuance of Aeroplan Miles to CIBC’s customers cannot be elevated to be the predominant supply when such issuance of Aeroplan Miles is not even mentioned in the referral activities for which the consideration was payable. … The legal relationship between CIBC and Aeroplan is defined by the agreement between these two parties. ...

Drayton (regarding shares acquired in consideration for the issuance of treasury shares) as finding that “since the transaction was at arm's length and otherwise unimpeachable, the cost of the sha r es was the consideration agreed between the parties and not the par value, or market value of the shares” (para. 22), Pelletier JA indicated (at para. 31) that: Absent factors which would make the transaction impeachable, the agreement of the parties determines the cost to the corporation of issuing shares in exchange for property. and (at para. 32) that The cost to the Appellant of issuing shares as part consideration for the assets... is the amount agreed between the parties, as evidenced by the stated capital of the common shares in the Appellant. ...

After noting that, in the context of s. 14, "'consideration'... must be understood as the thing that the recipient of a payment gives in exchange for the payment", Sharlow J.A. found that the consideration given by the taxpayer for the $9 million payment was the release of any claim by it for compensation for the destruction of the goodwill of its business, and that under the mirror image rule the amount was not an eligible capital amount because the expropriation was effected for civic purposes rather than for the purposes of producing profit, and an expenditure made by the taxpayer for this purpose would not qualify as an eligible capital expenditure. Words and Phrases consideration ...

., 2018 FCA 166-- summary under Subsection 160(1) Summary Under Tax Topics- Income Tax Act- Section 160- Subsection 160(1) stock dividend followed by redemption of the stock dividend shares effected in combination a transfer of property for no consideration Income account treatment of the profits realized by a condo-project limited partnership was avoided through the corporate partners (the Partnercos) of the partnership paying safe income dividends (out of the realized but unallocated condo profits) to their respective Holdco shareholders through the payment of stock dividends of preferred shares followed by a redemption of those preferred shares – in turn, followed by a sale by the Holdcos of the Partnercos to a public company with substantial resource pools (Nuinsco). ... After first finding that the allocation of the income to Nuinsco rather than to the Partnercos represented an abusive avoidance for purposes of s. 245(4) of ss. 96(1)(f) and 103(1), Woods JA went on to find that s. 160 would have applied to the transfer of property of the Partnercos to the Holdcos effected through the preferred share stock dividends and redemptions but for the fact that the associated tax liability did not arise until the income was allocated to an arm's length person (Nuinsco), stating (at paras. 112, 115): The stock dividends and the redemption together resulted in a transfer of cash “indirectly … by any means whatever” from Partnerco to Holdco without consideration. … Although the Algoa Trust decision deals with a cash dividend, the combination in this case of stock dividends followed by a redemption has the same effect and similarly results in a transfer of property without consideration. ...

He noted (at p. 6078) that: "Those words appear to me to be sufficiently broad as to include an amount received as consideration for the surrender of rights that are thereby extinguished, in contrast with an amount received as consideration for rights that are 'transferred' and, as such, that remain in existence. ...

., the portion of premium revenues that were not retained in the segregated funds) were found not to be consideration for a taxable supply given that the fact that it managed the segregated funds did not necessarily imply that the segregated funds must be treated as paying consideration for those management services. ...