Search - consideration

Completed transactions A Bidco of the Taxpayer, which was indirectly funded by Pubco (in consideration for being issued JV Co shares in 4 below) and directly by the Taxpayer (through subscriptions through intermediate Canadian holding companies), acquired all the shares of Target pursuant to a court-approved Scheme under the laws of Country 1. ... Country 1 Subco sold all the shares of Canco 1 to the Taxpayer in consideration for the “Demand Note” having a principal amount equal to such shares’ FMV. ...

DC1 will transfer its shares of Newco 1 to SpinCo Sub on a s. 85(1) rollover basis in consideration for SpinCo Sub special shares. ... DC2 will transfer its shares of SpinCo Sub to SpinCo on a s. 85(1) rollover basis in consideration for SpinCo Sub common shares. ...

A testamentary trust created by Mr X will transfers the estate shares to a Canadian corporation (Newco) which is jointly owned by the trust and Mrs X and controlled by the trust in consideration for two promissory notes equal to the fair market value of such common and preferred shares at the death of Mr X, and for preferred shares having a redemption amount equal to any appreciation in the fair market value of the common shares subsequent to such death (and having a nominal paid-up capital so as not to engage s. 84.1). ...

Proposed transactions Sub2 will transfer its interest in Partnership to Sub1 in consideration for Sub1 Preferred Shares and a non-interest bearing promissory note (the “Sub1 Note”), jointly electing under s. 85(1). ...

Sub2 will transfer its interest in Partnership to Sub1 in consideration for Sub1 Preferred Shares and a non-interest bearing promissory note (the “Sub1 Note”), jointly electing under s. 85(1). ...

Sub2 will transfer its interest in Partnership to Sub1 in consideration for Sub1 Preferred Shares and a non-interest bearing promissory note (the “Sub1 Note”), jointly electing under s. 85(1). ...

Sub2 will transfer its interest in Partnership to Sub1 in consideration for Sub1 Preferred Shares and a non-interest bearing promissory note (the “Sub1 Note”), jointly electing under s. 85(1). ...

Acquisition and wind-up of Lossco A number of years later, Taxpayer will purchase all of the Lossco shares for nominal consideration and wind-up and dissolve Lossco (which is not expected to have any assets). ...

Proposed transactions The estate will transfer its voting Class C and non-voting G preferred shares of Holdco on a s. 85(1) rollover basis to a newly-incorporated corporation (with no shareholders yet) in consideration for Class A and C shares of Newco. ...

Concurrently with 3, Trust1 will transfer its shares of Opco1 to Newco for Newco in consideration for Class C shares of Newco with full PUC, electing under s. 85(1) at the transferred shares’ stepped-up ACB. ...