Search - consideration

2015 Ruling 2015-0589471R3- Earnout-- summary under Subsection 85(1) Summary Under Tax Topics- Income Tax Act- Section 85- Subsection 85(1) s. 85(1) rollover available on dirty s. 85 exchange In connection with the implementation of an earnout transaction for the purchase of Holdco common shares by a key employee, the (corporate) shareholders of Holdco (a Canadian-controlled private corporation holding Opco) first transfer a portion of their Holdco common shares to Opco in consideration for tracking preferred shares of Opco (with Opco immediately selling the purchased common shares on a five-year earnout basis to the key employee). ...

2004 Ruling 2004-0084311R3- Incorporating a Partnership-- summary under Subsection 245(4) Summary Under Tax Topics- Income Tax Act- Section 245- Subsection 245(4) On the transfer of the assets of a partnership to a corporation ("Newco") in consideration for shares and a promissory note, for reasons of legal simplification the shares and note are issued in the respective names of the partners (based on their pro-rata share) instead of the name of the partnership, with such pro-rata interest then being distributed to the respective partners on the subsequent wind-up of the partnership under s. 85(3). ...

2004 Ruling 2004-0084311R3- Incorporating a Partnership-- summary under Subsection 85(2) Summary Under Tax Topics- Income Tax Act- Section 85- Subsection 85(2) On the transfer of the assets of a partnership to a corporation ("Newco") in consideration for shares and a promissory note, for reasons of legal simplification the shares and note are issued in the respective names of the partners (based on their pro-rata share) instead of the name of the partnership, with such pro-rata interest then being distributed to the respective partners on the subsequent wind-up of the partnership under s. 85(3). ...

.-- summary under Subsection 97(2) Summary Under Tax Topics- Income Tax Act- Section 97- Subsection 97(2) question of fact whether post-drop-down loan is boot A corporation ("Company A") disposed of a real estate property to a limited partnership in consideration for partnership interest and the assumption of indebtedness, and thereafter was lent money pursuant to an interest-bearing note by the partnership. ...

2001 Ruling 2001-0108873- LEVERAGED BUY-OUT-- summary under Subparagraph 20(1)(c)(ii) Summary Under Tax Topics- Income Tax Act- Section 20- Subsection 20(1)- Paragraph 20(1)(c)- Subparagraph 20(1)(c)(ii) target transferred post-acquisition to internal buyco and amalgamated After Acquisitionco acquires Target, Acquisitionco transfers all the shares of Target to a newly incorporated sub ("Newco") in consideration for common shares and a promissory note of Newco. ...

2002 Ruling 2001-0107613- EMPLOYEE OPTION TRANSFERS-- summary under Paragraph 7(1)(c) Summary Under Tax Topics- Income Tax Act- Section 7- Subsection 7(1)- Paragraph 7(1)(c) Where an arm's length employee transfers options to a personal holding company for no consideration, he will not, except as provided by s. 7, be deemed to have received or enjoyed any benefit under or because of the options or their transfer to the corporation. ...

2002 Ruling 2001-0107613- EMPLOYEE OPTION TRANSFERS-- summary under Paragraph 7(3)(a) Summary Under Tax Topics- Income Tax Act- Section 7- Subsection 7(3)- Paragraph 7(3)(a) Where an arm's length employee transfers options to a personal holding company for no consideration, he will not, except as provided by s. 7, be deemed to have received or enjoyed any benefit under or because of the options or their transfer to the corporation. ...

2000 Ruling 2000-0010723- STOCK BONUS PLAN-- summary under Subsection 245(4) Summary Under Tax Topics- Income Tax Act- Section 245- Subsection 245(4) A corporation ("TC") previously transferred a property to another corporation ("DC") and received non-voting preferred shares of DC as consideration. ...

2019 Ruling 2019-0822951R3 F- Post-mortem Hybrid Pipeline-- summary under Subsection 40(3.61) Summary Under Tax Topics- Income Tax Act- Section 40- Subsection 40(3.61) s. 164(6) carryback of capital loss coupled with dividend to generate dividend refund Preliminarily to pipeline transactions, the CCPC that had been held by the deceased (ACo) will purchase for cancellation (in consideration for issuing a demand promissory note) a sufficient such number of its Class A common shares to result in a refund of its eligible refundable dividend tax on hand, or its non-eligible refundable dividend tax on hand, balances. ...

IV tax circularity issues are avoided by having a year end for the transferee corporation (Newco) occur between Newco’s purchase for cancellation of its preferred shares held by the distributing corporation (DC) in consideration for a demand note, and DC’s purchase for cancellation its shares held by TC for a demand note (so that TC is subject to Pt. ...