Search - consideration

Pursuant to an agreement dated January 26, 1961 the appellant acquired the assets of another corporation, Adolph’s Taxi Company Limited (hereinafter referred to as Adolph’s), also engaged in the operation of taxicabs in the City of Winnipeg, for a total consideration of $104,441.65. ... The sum of $72,031.65 was attributed by the Minister as consideration for “something else’’. I have concluded that the consideration which can be reasonably regarded as being in part for ‘‘something else’’ was, in fact, the consideration for the privilege of assuming the position of Adolph’s before the Taxicab Board and the reasonable expectation of the appellant being able to expand its business to that extent. ...

Thé appellant has contended that the consideration for the promise to pay ‘United States dollars (Paragraph 122, Exhibit 1) is the appellant’s borrowing’ such monies in the United States. ... On the contention there would be two considerations, namely, the borrowing in the United States as a consideration for the payment of the United States dollars and the transportation: of gas as the consideration for paying the amount stipulated: in: Paragraph 13.1. ... Wood (1796), 6 Term Rep. 710, and is not a consideration. Equally so the financing in the United States is a condition and not a consideration..The ' The covenant to pay United States dollars for such consideration, namely, the appellant’s borrowing in the United States, would be ultra vires of the Alberta Company and the Westcoast Company. ...

Fox, for a consideration of $3,487.75, one-half of one per cent of his working interest. ... The relevant paragraphs of the agreement with Davies read: “WITNESSETH IN CONSIDERATION of the mutual covenants and conditions hereinafter mentioned, the parties hereto agree as follows: 1. ... It contains no provision on which to base an apportionment of the $10,000 consideration paid by Davies to other than the price of the escrow shares. ...

Pennycuick said, in effect, that a consideration other than services could only be shown if the consideration, other than services, moving from the employee for the benefit received demonstrably represented full value in money or money’s worth for the benefit in question. ... "n it by means of the procedure set down in the company’s polic. regulations and comply with its conditions; (iii) nor can it be said that the payment received by the appellant was ‘‘in consideration or partial consideration for covenant with reference to what the officer or employee is, or is not, to do before or after the termination of the employment’’. ... That the payment is made for no consideration in the legal sense, should not (as pointed out by Jenkins, L.J. in Jennings v. ...

Then, after consideration of what was sensible to do, an effort was made to rent the property, but no tenant was found, and in late 1958 the property was sold to Biff Burger Limited for $45,000, payable by $8,000 in cash and the balance by way of mortgage payable over several years. ... A consideration of the whole of the evidence leads firstly to these general conclusions: 1. ... Such a consideration of the evidence, secondly, leads also to these specific conclusions in relation to the acquisition and subsequent sale of this property on Eglinton Avenue, Metropolitan Toronto, Viz.: 1. ...

However, it will not be necessary for this ‘Court, in the consideration of the case, to pass upon the validity of this annuity contract as coming within the ambit of Art. 1265 C.C.P.Q. which prohibits consorts to in any manner confer benefits inter vivos upon each other. ... It is not a bond and the word security: following the word bond must be read as meaning bonds, debentures, ejusdem generis, and not such annuity contract now v under consideration. ... For consideration of public policy, the court cannot, unless for very clear reason, frustrate the object of the Taxing Act. ...

The agreement reads as follows: WHEREAS the Controlling Shareholder is the father of John and of Pat and has informed them of his intention to incorporate a company under the provisions of The Companies Act of Canada with the name of Lakroc Investments Limited, or such other name as the Secretary of State of Canada may permit (herein called “the Company”), with an authorized capital of $50,000.00 divided into 5,000 Class “A” shares of the par value of $1.00 each and 45,000 Class “B” shares of the par value of $1.00 each; AND WHEREAS the Letters Patent incorporating the Company will provide in effect, in part, as follows: (a) The Class “A” shares will carry a fixed cumulative annual dividend of 5¢ a share but will not otherwise be entitled to any dividends; (b) The Class “B” shares shall be entitled to receive as dividends when declared all the other earnings or income of the Company; provided, however, that no dividends shall be paid out of profits or gains arising from the sale of investments or other capital assets of the Company; (c) On the dissolution or winding up of the Company or the liquidation of its business or assets or on any division of capital amongst its shareholders, and after the payment of any dividends due to the Class “A” shareholders and the payment to the Class “B” shareholders of any accumulated net earnings as defined above and the par value of the said Class “B” shares outstanding, the balance of the assets of the Company shall be divided pro rata among the holders of the Class “A” shares; AND WHEREAS the Controlling Shareholder has represented that he will subscribe and pay for 1,997 Class “B” shares of the Company, which with the three incorporators’ shares will result in 2,000 of the said Class “B” shares being outstanding; AND WHEREAS the Controlling Shareholder has requested John and Pat each to subscribe and pay for 12 Class “A” shares of the capital stock of the Company at $1.00 a share and the said John and Pat have agreed so to do upon the representation of the Controlling Shareholder that he will make adequate provision in his Will for the distribution of the assets of the Company amongst its shareholders and the surrender of its Letters Patent as soon as conveniently may be after his death; NOW THEREFORE in consideration of the premises, the parties hereto agree each with the other as follows: 1. ... It will be time enough after considering the effect of the words in the statute under consideration by themselves to look at decisions under earlier statutes to see if they indicate some intent in the statute under consideration that did not appear from a consideration of the words of the statute by themselves. ... The following portions of the Act seem to me to have some relevance to the problem before me. 2. (1) An estate tax shall be paid as hereinafter required upon the aggregate taxable value of all property passing on the death, at any time after the coming into force of this Act, of every person domiciled in Canada at the time of his death. (2) The aggregate taxable value of the property passing on the death of a person is the aggregate net value of that property computed in accordance with Division B minus the deductions permitted by Division C. 3. (1) There shall be included in computing the aggregate net value of the property passing on the death of a person the value of all property, wherever situated, passing on the death of such person, including, without restricting the generality of the foregoing, (c) property disposed of by the deceased under a disposition operating or purporting to operate as an immediate gift inter vivos, whether by transfer, delivery, declaration of trust or otherwise, made within three years prior to his death; (i) property transferred to or acquired by a purchaser or transferee under the terms of an agreement made by the deceased at any time providing for the transfer or acquisition of such property on or after his death, to the extent that the value of such property exceeds the value of the consideration, if any, in money or money’s worth paid to the deceased thereunder at any time prior to his death; (3) For the purposes of paragraph (c) of subsection (1), (a) the artificial creation by a person or with his consent during his lifetime of a debt or other right enforceable against him personally or against property of which he was or might be competent to dispose, or to charge or burden for his own benefit, shall be deemed to be a disposition by that person operating as an immediate gift inter vivos made by him at the time of the creation of the debt or right, and, in relation to any such disposition, the expression “property” in this Act includes the benefit conferred by the creation of such debt or right; 4. (1) Notwithstanding section 3, there shall not be included in computing the aggregate net value of the property passing on the death of a person the value of any such property acquired pursuant to a bona fide purchase made from the deceased for a consideration in money or money’s worth paid or agreed to be paid to the deceased. for his own use or benefit, unless such purchase was made otherwise than for full consideration in money or money’s worth paid or agreed to be paid as hereinbefore described, in which case there shall be included in computing the aggregate net value of the property passing on the death of the deceased in respect of the property so acquired only the amount by which the value of the property so acquired computed as of the date of its acquisition exceeds the amount of the consideration actually so paid or agreed to be paid. 5. (1) There may be deducted in computing the aggregate net value of the property passing on the death of a person (a) the value of (i) any debts incurred by the deceased, and (ii) any encumbrances created by him, bona fide and for full consideration paid or agreed to be paid to the deceased for his own use or benefit, to the extent that such debts and encumbrances were outstanding immediately prior to his death; and (b) reasonable funeral expenses and surrogate, probate and other like court fees in respect of the death of the deceased (but not including solicitors’ charges or the expenses of administering property or executing any trust created by the deceased). (2) For the purposes of this section, a debt or other obligation of the deceased that was created or imposed by or under the authority of a statute shall, to the extent that such debt or obligation was outstanding immediately prior to his death, be deemed to be a debt incurred by the deceased as described in paragraph (a) of subsection (1). 58. (1) In this Act, (o) “property” means property of every description whatever, whether real or personal, movable or immovable, or corporeal or incorporeal, and without restricting the generality of the foregoing, includes any estate or interest in any such property, a right of any kind whatever and a chose in action; (s) “value”, (i) in relation to any income right, annuity, term of years, life or other similar estate or interest in expectancy, means the fair market value thereof ascertained by such means and in accordance with such rules and standards, including standards as to mortality and interest, as are prescribed by the regulations, and (ii) in relation to any other property, means the fair market value of such property, computed in each case as of the date of the death of the deceased in respect of whose death such value is relevant or as of such other date as is specified in this Act, without regard to any increase or decrease in such value after that date for any reason. ...

Inland Revenue (1938) (21 Tax Cas. 608), Lord Normand (Lord President), said at p. 619: ‘... no infallible criterion emerges from a consideration of the case law. ... Those are the values exchanged and the mutual considerations of the sale and purchase as declared in Clauses 2 and 5 and expressly declared in the opening words of Clause 5, ‘‘The consideration to be paid by Palmer 1959...’’ ... Buckleton, [1913] A.C. 30, where Lord Moulton at p. 47 said: It is evident, both on principle and on authority, that there may be a contract the consideration for which is the making of some other contract. ...

But it did not pay for the assets immediately, nor does the consideration for them appear to have been agreed upon between the syndicate and the company. Since Ponder was then a private corporation in which no one but the members of the syndicate was beneficially interested, it may be assumed that the syndicate could have dictated as the consideration to be paid by Ponder whatever they wished, whether in terms of money or shares. It might have been a very high consideration or a very low one or a reasonable one in either money or shares, but whatever it might be, to my mind it could at that time be worth no more than the value of what Ponder had. ...

Since then I have had the opportunity of reviewing the transcript of the evidence and I have come to the conclusion that Mae Ritter Papp did not give any consideration for the assignment. ... I find, therefore, that Mae Ritter Papp did not give any consideration to the Company or her husband for the assignment. ... Watts Limited in consideration of their leases being surrendered. The transaction was closed on November 15, 1955. ...