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At month’s end, Elavon would collect the $2 merchant fee (2%) from the merchant’s bank account which was then distributed as follows: Elavon pays $1.50 (the interchange fee) to the card issuer and payment network; the remaining $0.50 cents (the “mark-up”) is the revenue shared between Elavon and Zomaron in accordance with a negotiated split – say, 30%/70%, so that Elavon retains $0.15 and pays Zomaron $0.35, representing its portion of the fee as consideration for its services. ...

Before rejecting KIK’s application for judicial review of this decision, Norris J noted (at para. 76): Had I limited my consideration of the officer’s [initial letter] I would have found that the decision is unreasonable. ...

The Queen, 2020 TCC 64, aff'd 2021 FCA 142-- summary under Subsection 152(6) Summary Under Tax Topics- Income Tax Act- Section 152- Subsection 152(6) a CRA policy to adjust loss carrybacks, to a reassessed year, beyond the s. 152(6) period, had no statutory authority The Minister assessed the taxpayer in 2010 under s. 160 respecting a transfer of $1 million in property made to it by an affiliate (“661”) for no consideration in 2003 at a time that CRA considered that 661 had an unpaid tax liability for 2000. ...

Pike held special voting shares) in consideration for non-voting common shares of the Child Corporation. ...

The $744,800 amount recognized as the consideration for Lockwood’s services “thus becomes the adjusted cost base of the AOI shares received in 2012. ...

Deans Knight Income Corporation, 2021 FCA 160, aff'd 2023 SCC 16-- summary under Subsection 245(4) Summary Under Tax Topics- Income Tax Act- Section 245- Subsection 245(4) avoidance of a de jure acquisition of a Lossco through acquiring “actual control” was abusive The non-capital losses of $90M, and other tax attributes of the taxpayer, were effectively sold to arm’s length investors pursuant to transactions under which: The existing shareholders of the taxpayer exchanged their shares for shares of a “Newco” (“New Forbes”) under a Plan of Arrangement A private company “facilitator” (Matco) entered into an “Investment Agreement” with the taxpayer and New Forbes pursuant to which Matco (principally in consideration for $3M in cash) acquired a debenture of the taxpayer that was convertible into shares representing 79% of its equity shares but only 35% of its voting shares. ...

All that appears to have happened was that monies were directed straight to [the GE affiliate] without negotiating terms or the consideration at a director level as would have been expected from a company carrying on commercial activities on sound business principles. ...

She concluded (at para. 94): There is nothing in the Treaty suggesting that a single‑purpose conduit corporation resident in Luxembourg cannot avail itself of the benefits of the Treaty or should be denied these benefits due to some other consideration such as its shareholders not being themselves residents of Luxembourg. ...

Singapore Telecom Australia Investments Pty Ltd v Commissioner of Taxation, [2021] FCA 1597, aff'd [2024] FCAFC 29-- summary under Article 9 Summary Under Tax Topics- Treaties- Income Tax Conventions- Article 9 loan with interest that would vary significantly depending on whether cash flow conditions were met would not have been agreed to by independent enterprises A Singapore-resident company (“SAI”) transferred the shares of a recently-acquired Australian telecom company (“SOPL”) to an Australian subsidiary (“STAI”) in consideration for common shares and $5.2B in unsecured notes which had a term of approximately 10 years and bore interest at a floating rate equal to the 1 year bank bill swap rate (“BBSR”) plus 1%, but multiplied by a gross-up factor of 10/9 to reflect that the interest was subject to withholding tax. ...

In also noting that the application of s. 160 to the dividends appeared to accord with the purposes of s. 160, he stated (at para. 76) that the dividends had been paid by way of set-off against the shareholder debt and (at para. 77) that “the assets of the Corporation that would have been available to pay its tax debts were reduced” as a result of the dividends, which were “transfers of property for no consideration” (para. 79). ...