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Results 1891 - 1900 of 29062 for consideration

2016 Ruling 2016-0635101R3 - 55(3)(a) Spin-Off to Use Parent Losses -- summary under Paragraph 55(3)(a)

Proposed spin-off of Property to Parent before closing of sale Parent will transfer all of the Subco Old Preferred Shares to Subco in consideration for one newly issued Subco Old Common Share, electing under s. 85(1) at the nominal ACB of the transferred shares. ... Parent will transfer its Subco A Preferred Shares to a newly-incorporated subsidiary (“Newco”) in consideration for newly issued common shares of Newco, with the elected amount under s. 85(1) being equal to the transferred shares’ FMV and less than their ACB, thereby resulting in a suspended loss under s. 40(3.4). Subco will transfer the Property to Newco in consideration for the assumption of liabilities and the issuance of redeemable Newco Preferred shares. ...

2017 Ruling 2016-0646891R3 - Pipeline and subsequent Split-up butterfly -- summary under Subsection 84(2)

Proposed transactions Each Grandchild1 Trust transfers its Class B common shares and Class E preferred shares under s. 85(1) to newly-incorporated TC1, TC2 or TC3, as the case may be in consideration for Class A common shares of the TC. After XX has elapsed, DC will transfer under s. 85(1) equal portions of its two types of property to TC1, TC2 and TC3 in consideration for the assumption of liabilities and in consideration for non-voting redeemable retractable “Butterfly Shares.” ...

10 June 2003 External T.I. 2003-0017065 F - Disp. of Property owned on Dec 31, 71 -- summary under Subsection 20(1)

X proposes to transfer the immovable to a taxable Canadian corporation in a non-arm’s length transaction, with an s. 85(1) election being made on the following basis: Land Building Total FMV $250,000 $350,000 $600,000 Cost amount $150,000 $50,000 $200,000 Agreed amount $150,000 $50,000 $200,000 Share consideration $400,000 Note consideration $200,000 The corporation subsequently sold the immovable in an arm’s length sale for $600,000 ($250,000 for the land). ... X to the corporation, passes on his death to his son (at which time the FMV of the land and building are $250,000 and $350,000), and the son then disposes of it for its FMV of $600,000 to a corporation in consideration for a $600,000 note. ...

4 January 2022 External T.I. 2015-0607531E5 F - Action admissible de petite entreprise -- summary under Paragraph (e)

CRA noted: s. 110.6(14)(f)(i) provided that, for purposes of the requirement in s. 110.6(1)(b) that the shares must not have not been owned during the 24 months preceding their disposition (the “determination time”) by anyone other than the disposing individual or a related person or partnership, such shares will be considered to have been so owned prior to their issuance unless they were issued as consideration for other shares (the “original shares”). however, s. 110.6(1)(e)(i) required that throughout the period beginning 24 months before the determination time and ending at the time of the share exchange (the “substitution”), the original shares were not owned by anyone other than the individual or a related person or partnership; and that s. 110.6(1)(e)(ii) required that the original share had qualified under the asset and activity test described under para. ... Regarding a sale of the shares after Step 4, CRA indicated that the test in s. 110.6(14)(f)(i) would be satisfied since “Amalco would issue the shares of its capital stock in consideration for the shares of capital stock of Opco (to Mr. ... Similar considerations applied to a sale by Mr. Y, except that his Amalco shares replaced only Opco shares. ...

2022 Ruling 2022-0937661R3 F - 104(4) and pipeline transaction -- summary under Subsection 84(2)

At the same time, Trust 3 will transfer its Class A common shares of Holdco to Newco in consideration for Class A common shares of Newco, electing under s. 85(1) for this to occur on a rollover basis. At the same time, Father and his three adult children will transfer their Class D preferred shares of Holdco to Newco in consideration for Class B preferred shares of Newco, electing under s. 85(1) for this to occur on a rollover basis. ... Father will sell those Class B shares to Newco in consideration for a note. ...

2024 Ruling 2023-0989121R3 F - Internal reorganization - 55(3)(a) and 55(3.01)(g) -- summary under Paragraph 55(3.01)(g)

A and B) in consideration for shares issued to each transferor whose attributes are collectively similar to those so transferred by the transferor. Holdco will transfer some of its preferred shares of Opco on a s. 85(1) rollover basis to a newly-incorporated corporation (Realtyco) in consideration for Class A voting common shares and Class C non-voting preferred shares of Realtyco, so that Realtyco (which had no shares issued on its incorporation by Holdco) is wholly-owned by Holdco. Opco will transfer realty properties to Realtyco in consideration for the assumption of mortgage obligations and the issuance of non-voting preferred shares, and with an s. 85(1) election being made. ...

2014 Ruling 2013-0505431R3 - XXXXXXXXXX -- summary under Paragraph 55(3)(a)

Pubco will acquire an undivided percentage interest in the Royalty from Partnership D in consideration for the issuance of a demand promissory note (the "Royalty Purchase Note"), with the proceeds being allocated by Partnership D to its partners (Subco and Pubco.) ... Subco will redeem the preferred share issued to Pubco in 1 in consideration for transferring the Newco 1 Note and for issuing a further Note, with a contemporaneous eligible dividend notice. ... Partnership B will transfer its interest in Partnership H and certain shares to a newly-incorporated subsidiary of Pubco (Newco 2) in consideration for redeemable preferred shares of Newco 2 with a price adjustment clause and with a s. 85(2) election made. ...

2013 Ruling 2012-0459781R3 - Cross border butterfly -- summary under Distribution

., including both the immediate non-resident parent (Foreign SpinCo Sub) and non-resident grandparent (Foreign SpinCo) of TC in a circular exchange of consideration. ... DC will transfer the “Distribution Property” (i.e., the DC Sub Common Shares) under s. 85(1) to TC in consideration for the issuance of TC Preferred Shares and (if applicable) the assumption of certain DC liabilities. ... TC will redeem all the TC Preferred Shares, and DC will redeem all the DC Special Shares, in each case, in consideration for issuing a promissory note. ...

2023 Ruling 2022-0957491R3 F - Butterfly Reorganization -- summary under Distribution

Completed pipeline transaction The estate had engaged in a pipeline transaction under which it transferred its shares of a predecessor of Transferor (Holdco) to a newly-incorporated corporation (Newco) in consideration for a note (the Estate Note), and preferred shares, of Newco, with Newco subsequently being amalgamated with Holdco so as to bump the shares of Corporation pursuant to s. 87(11). ... Each child will transfer the assets so received by her or him to Child 1 Holdco, or Child 2 Holdco, on a s. 85(1) rollover basis, in consideration for a note and preferred shares of the respective Child Holdco, with the PUC of such preferred shares being determined in accordance with s. 84.1(1)(a). ... Transferor will transfer a pro rata portion of its two types of property to Child 1 Holdco and Child 2 Holdco on a s. 85(1) rollover basis in consideration in each case for preferred shares of the respective Holdco and the assumption of ½ of the Estate Note and Trust Note, so that the two notes will be extinguished by operation of law. ...

722540 Ontario Inc. v. The Queen, 2002 DTC 1307 (TCC) -- summary under Paragraph 20(1)(c)

("FMI") with FMI then immediately paying $20 million to Millbank as a prepayment of one year's interest and Millbank utilizing $20 million to pay down the principal of loan owing by it to FMCC to $175 million; Lossco acquired a 99.99% limited partnership in Millbank shortly thereafter (and immediately prior to the first fiscal year end of Millbank) thereby resulting in $20 million of income of Millbank being allocated to it, which eliminated its losses; the 99.99% partnership interest was transferred for nominal consideration by Lossco to an indirect special purpose subsidiary of Lossco ("540") and 540 then was sold to Novopharm; FMCC lent $175 million to Novopharm which used those proceeds to subscribe for shares of 540; 540 made a capital contribution of the same amount to Millbank, which paid off the $175 million loan owing by it to FMCC; a year later after $20 million of interest had accrued on the loan owing by Novopharm to FMCC, FMI repaid the $195 million principal amount owing by it to Millbank, Millbank distributed this sum to its partners (substantially 540), 540 purchased for cancellation most of the shares of Novopharm and 540 for $195 million (giving rise to a deemed dividend of $20 million), and Novopharm used the $195 million to discharge the amount owing by it to FMCC (including the $20 million of interest). ...

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