Search - consideration

Subject transactions ACo transferred all of its FA1 shares to a newly-incorporated foreign affiliate (New FA) for FMV consideration satisfied by the issuance of common shares, and with the stated capital of those shares equalling the principal amount of the BCo Note referenced in 2 below. ...

A or members of the B family, DC will simultaneously transfer to each of TC1 and TC2 under s. 85(1) a pro rata (1/2) portion of the net FMV of each type of property owned by it (so that each will receive an undivided beneficial interest in the rental property) in consideration for the assumption of liabilities (so as to ensure the pro rata test is satisfied) and for the issuance of voting Class B Preferred Shares (representing more than XX% and less than 50% of the votes of the issuer). ...

Immediately following the interest payment in 8, and in connection with the unwinding of the loss consolidation arrangement, Newco will redeem the Newco Preferred Shares held by ACo in consideration for its issuance of a non-interest bearing promissory note (the "Newco Note"), then; ACo will repay Loan 2 by assigning the Newco Note to Lossco, then; Loan 3 and the Newco Note will be repaid by mutual set-off. ...

Lossco will sell all of its shares of Newco 2 to Profitco for FMV cash consideration, and Profitco will then immediately authorize the winding-up of Newco 2 into Profitco so that all its assets are distributed to Profitco and any liabilities assumed, and it will then be formally dissolved. ...

DC will transfer a proportionate share of each type of its property to TC (with certain cash or near-cash property transferred XX days later) in consideration for TC Preferred Shares. ...

Daughter will transfer all of her Amalco shares to Newco in consideration for redeemable retractable non-voting non-cumulative Newco Class A Special Shares, with a joint s. 85(1) election being made. ...

2023 Ruling 2022-0941241R3- Internal reorganization: subs and partnerships-- summary under Subsection 88(1) Summary Under Tax Topics- Income Tax Act- Section 88- Subsection 88(1) sequential wind-ups of child, then grandchild, respected notwithstanding that their dissolutions held in abeyance until resolution of litigation with CRA Background and preliminary transactions After preliminary transactions (including the sale by Partnerships C and D of Canadian resource properties (CRP) to ParentCo for cash consideration so as to reduce the balances in their successor CCEE (deductible in accordance with s. 66.7(3)) and CCOGPE (deductible in accordance with s. 66.7(5)) to minimize the risk that s. 66.7(16) would apply as a consequence of CRP transfers to ParentCo on the winding-up of those Partnerships): ParentCo and its historic subsidiary SubCo will be the only partners of the general partnership, Partnership C; The partners of another general partnership, Partnership D will be Partnership C, ParentCo and SubCo's newly-incorporated subsidiary, NewCo2. ...

DC will transfer all its assets relating to Spin Business (being the shares of Sub 1) to TC in consideration for the assumption of certain liabilities of DC and the issuance of TC preferred shares. ...

DC transferred a proportionate share of each type of its property to "Newco," a newly-incorporated subsidiary (with such transferred assets relating to the Canadian Transferred Services Business and including the shares of some of its subsidiaries and portions of the vendor take-back notes ("Notes 1 and 2") received on a previous sale of subsidiaries in consideration for additional Newco common shares and the assumption of liabilities related to the Canadian Transferred Services Business. ...