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"Absent facts and circumstances showing otherwise, a payment received after termination of employment as compensation for holidays and sick days related to previous years that were unused during these years should be considered to have been a benefit for which the employee was entitled for the last year of employment. ... The Remuneration received by an employee during a notice period should be considered to be derived from the State where it is reasonable to assume that the employee would have worked during the period of notice. 2.7 Severance payments. ... Post-termination medical or life insurance coverage or other benefits, such as the services of an employment consultant generally should be considered to be remuneration covered by Article 15 which is derived from the State where the employment was exercised when the employment was terminated. 2.14 Disability payments. ...

If the terms of the royalty and the other circumstances are such that CRIC is considered to have conferred a benefit on the subsidiary, the value of that benefit will be considered to be an investment made by it in that subsidiary, thereby potentially giving rise to a deemed dividend to its non-resident parent. ... For example, the transfer by a CRIC of shares of one non-resident subsidiary to a second non-resident subsidiary for nominal share consideration would generally qualify for rollover treatment under s. 85.1(3), so that s. 212.3(18)(b)(ii) would deem there to be no resulting investment by the CRIC in the second non-resident subsidiary notwithstanding that it likely would be considered to have conferred a benefit on it. ...

Paragraph 212.3(2)(b) provides that the PUC of the CRIC is reduced by the amount of any increase in the PUC of its shares "that can reasonably be considered to relate to the investment. ... Instead, s. 212.3(2)(b) applies to reduce the paid-up capital of the shares in the capital of the CRIC the amount of the increase the shares’ PUC “that can reasonably be considered to relate to the investment” in Target. ... On a literal reading, this results in a deemed dividend of $200 arising to the non-resident parent under s. 212.3(2)(a), i.e., the sum of "any obligation assumed or incurred...by the CRIC...that can reasonably be considered to relate to the investment" (the $100 note incurred by it), plus "any property transferred...by the CRIC...that can reasonably be considered to relate to the investment" (the $100 value of the note issued to the parent viewed as property transferred by the CRIC to the parent relating to the investment). ...

Therefore (in the words of the Explanatory Notes of the Department of Finance), "where a CRIC is a member of a partnership that enters into any of the transactions described in paragraphs 212.3(10)(a) to (g), the CRIC is deemed to enter into the partnership's transaction, which would generally result in the CRIC being considered to have made an investment in a subject corporation." The Explanatory Notes also stated: The reference in paragraph 212.3(25)(a) to an "event participated in" is intended to capture any event described in paragraphs 212.3(10)(a) to (g) that cannot be considered to be a transaction, which may include certain benefit conferrals described in paragraph 212.3(10)(b) or term extensions described in paragraph 212.3(10)(e). ... As NR2 is not considered under the look-through rule in s. 212.3(25)(b) to own a majority of the shares of CRIC (and assuming there is no relevant unanimous shareholders' agreement which changes this conclusion), s. 212.3(2) does not apply to the $45 investment of NR2. ...

., generally an amalgamation or merger of a wholly-owned foreign affiliate of the CRIC with a "grandchild" non-resident subsidiary which otherwise would be considered to result in the acquisition by the CRIC of shares of a "new" merged entity. ... " In a foreign merger of a subject corporation with a subsidiary under which the subject corporation is the survivor, such survivor, in fact, would not be considered to be newly-formed under the applicable foreign corporate law. ... Under the applicable foreign corporate law, FA1 is considered to be the surviving corporation, and the existence of FA2 is considered to have ended on the merger. ...