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Mr Gottlieb’s evidence is that the consideration for the said payments to Gottlieb & Company was for delivering and keeping the appellants in Ottawa to play out their options with the Ottawa Club. ... Can that consideration by any standards be realistically measured with the price the appellants had to pay in playing football for three consecutive seasons at one half their normal salaries? ... I also have serious reservations as to the existence of a legal and reasonable consideration in all of the contracts. ...

According to the appellant, the said amount was received in consideration for his abdication from all further negotiations to acquire the shares of Pan-Abode so letting the Capozzi family acquire them. ... You have to look at his point of view to see whether he receives it in respect of those considerations. ... Mr Hecht certainly took them into consideration when calculating the fair amount of compensation of $100,000 (Paragraph 3.19 of the facts). ...

In the fall of 1964, Frank Remark and Edward Remark incorporated three more corporations: (a) Frank Remark and Son — to which corporation Griffin sold the Jasperson Farm accepting a promissory note as consideration; (b) Edward Remark & Sons — to which corporation Edward Remark and Frank Remark sold the farm property which they had Originally used in their partnership business Remark Orchards taking a promissory note as consideration therefor; (c) Allied — to which corporation Frank Remark and Edward Remark sold a number of greenhouses which they had originally used in their partnership business Remark Orchards accepting as consideration therefor a promissory note and the issued shares of Allied. 7. ... In reply to the Minister’s assumptions 2(i), (k) and (I) quoted earlier, Edward Remark testified with definiteness, in effect, as follows: that, while he and his brother Frank Remark are still active in the overall operations of the four corporations involved herein, each of the said corporations could, if necessary, carry on quite independently of the other three corporations which was, of course, the guiding principle on which the four corporations were organized and set up to do; that, while all four corporations do complement one another, their separate functions could not have been carried out under one corporate structure because that would not have solved the “two matters of the greatest importance in this appeal”, namely, the precarious state of health of Frank Remark and the deep-seated animosity which exists between the said Frank Remark and himself, to say nothing of several other considerations which could easily have created problems either in his estate or in Frank Remark’s estate, such as the provisions each brother might make for his wife, the fact that Frank Remark has only one son and Edward Remark has four sons, and so on, and that, while he and Frank Remark were aware at all relevant times that the overall plan worked out with Mr Riddell would minimize their tax obligations in the future in comparison with the allegedly more effective plan suggested by the Minister, namely, that the assets and the entire operation of the partnership business Remark Orchards (Frank Remark and Edward Remark) should have been turned over to one corporation, that was certainly not one of the main reasons for the separate existence of Griffin, Allied, Edward Remark & Sons and Frank Remark & Son. 9. ...

Except for the Doucette sale, Mr Hayward interviewed no one, and then he only interviewed to confirm the selling consideration, not to confirm it because he thought it was too high or too low. ... Why did Mr Hayward check the consideration on the Doucette (Sumner) sale? He said to satisfy himself that the amount which he had been advised was the consideration, was the correct consideration. ...

In addition thereto in consideration of the services being provided by the employee and in consideration of further services to be provided by the employee, and in consideration of the continued employment of the employee, the employer hereby agrees that on the 3rd day of January in each year as set forth in Schedule “A” in which the employee is employed by the employer to grant at the option of the employer to the employee either a sum of cash equivalent to the amount set forth in Schedule “A” or to grant a registered note with a face value equivalent to the amount set forth in Schedule “A” to the employee, which registered note shall be for a term of 15 years and bear an interest rate of 3% per annum and shall contain a conversion privilege which will allow the holder of such registered note at his option to convert the face value of the registered note into the common shares of the employer within 60 days of the date of issue of such registered note, the number of such common shares to be determined by dividing the face value set forth in the registered note by the last board lot sales price obtained for the employer’s shares on the Vancouver Stock Exchange on the 3rd day of September of the previous year in which such registered note was issued if the Vancouver Stock Exchange is open on such day and a board lot is traded or the first day preceding the 3rd day of September of the previous year in which such registered note was issued on which a board lot sales price was obtained for the employer’s shares,... and further it is understood and agreed that the employer shall establish a stock option plan for its employees, which stock options shall be issued to the employee on the same basis as for other employees of the employer. 3. ... The respondent’s counsel continued that section 7 would only come into consideration when the appellant exercised the option to take the shares. ...

This common question reads as follows: Whether the amount of $16,610 paid by Green Acres Sod Farms Limited to the appellant, on the 30th of January, 1975, was in consideration of the shares transferred to Mr Orlando Foglietta with the consequence that: (i) this amount would constitute a capital payment in the appellant’s hands and would therefore be taxable as a capital gain pursuant to sections 3, 38 and 39 of the Act; (ii) this amount would have been paid by the company for the benefit of a shareholder, namely Mr Orlando Foglietta, the deduction of which would be prohibited since this expense would not have been incurred by the company for the purpose of gaining or producing income and the deduction of this amount would therefore be prohibited pursuant to section 18(1)(a) of the Act; (iii) the amount would constitute a benefit or advantage conferred on Mr Orlando Foglietta shareholder of the said company and purchaser of the appellant’s shares, pursuant to sections 15(1)(c) and/or 56(2) of the Act; Or whether this amour: of $16,610 paid by the company Green Acres Sod Farms Limited to the appellant, on January 30, 1975, was paid on account of salary or as a bonus with respect to the appellant’s employment with the said company with the consequence that: (i) this amount would constitute taxable income from employment received during the 1975 taxation year by the appellant as salary or other remuneration pursuant to section 5 of the Act; (ii) this amount would be properly deductible by the company as an expense incurred by it during its 1974 and 1975 taxation year for the purpose of gaining or producing income pursuant to section 18(1)(a) of the Act. 1.3 However, the point concerning the $4,591.15 is not part of the above common question. ... The balance due less $1,780 was paid on October 17, 1975 to the company by Orlando. 3.15 Both the appellant and Orlando had received an amount of $1,780 in January 1975. 3.16 In filing his 1974 income tax return, the appellant calculated his capital gain on the sale of the shares on the basis of a total consideration of $191,610 ($175,000 + $16,610) rather than the stipulated consideration of $175,000. ... In fact, the Board did not maintain the objections during the trial and took it under advisement mainly because of the image given by the amended balance sheet (para 3.10 and 3.11) as confirming the appellant’s contention to the effect that the amount of $16,610 was given as part of the consideration of the sale of the shares rather than as a bonus. ...

CONSIDERATION This sale is made for the following consideration: 1. Sale Price (A) The purchaser undertakes to pay the vendor an amount equal to 30% of the annual commission established at the end of each year, ending on March 31 and beginning on April 1, 1975 (excluding contingent commissions), that the purchaser shall receive from business written by the vendor during the next four years, beginning on April 1, 1975, or a total of 120%, spread out over a four-year period. ... This is an initial consideration in the appellant’s favour, but it does not settle the basic problem, for it merely provides a point of comparison with something else. ... After careful consideration, however, the Board does not believe that this factor either contradicts or supports the previous conclusion; the problem remains the same. 4.03.10 It is essentially whether the sale or transfer by the appellant to Lean- dre Lachance is a contract for the sale of goodwill or a partnership agreement. ...

Decision Chairman Snyder, also taking into consideration the percentage-of work in relation to the volume of sales, assigned a value of $25,000 to the goodwill. ... The assets of A H Roy & Associates could not be taken into consideration in evaluating the goodwill. ... In calculating the amount, he took into consideration the fact that the appellant was living in a company house, and that a fair average salary for the appellant would be $12,000 rather than $7,200. ...

By Mr Wise: APPROACH TO VALUATION Where long-term leases are involved, it is of particular importance to select an appropriate discount rate which will have regard to the inherent considerations of the lease for valuation purposes. ... While I recognize that he may lack a specific qualification as a real estate appraiser and evaluator, I would not reject consideration of his opinion in a matter of this kind. ... Any V-Day value (except in the most unusual circumstances) is a notional value, and I can quite accept that in reaching that value due consideration should be paid to a “special purchaser”. ...

On November 4, 1971 Les Associés Houde Inc acquired all the issued shares of “Les Meubles de Maskinongé Inc,” “Les Chaises Maskinongé Inc,” “Maskinongé Furniture Transport Inc,” and “Les Produits Maskin Inc,” which had previously been held by the late Roland Bernèche, at a price of one dollar and other. considerations; 2. ... Board or the Federal Court—Trial Division, the determination thereof is, subject to any appeal therefrom in accordance with the Federal Court Act, final and conclusive for the purposes of any assessments of tax payable by the taxpayers named by it pursuant to subsection (3). (5) Time during consideration of question not counted. ... If we take into consideration the objects of section 174 as a whole, as we concluded above, it appears that, in the Board’s opinion, the English text corresponds best to the meaning intended by the legislator. ...