Cases
Bernick v. Canada, 2004 DTC 6409, 2004 FCA 191
In finding that the cost to a partnership of bonds acquired by it in consideration for the issuance of units of the partnership was equal to the fair market value of the bonds at the time of acquisition, Sharlow J.A. indicated (at para. 31) that this "method of determining the acquisition cost of the bonds is based on the well established principle of income tax law that the cost of property acquired by a taxpayer is the amount of money or the value of the consideration given in exchange for the property" and noted that as at substantially all of the partnership property comprised the acquired bonds, it was reasonable to conclude that the value of the consideration paid by the partnership for the bonds was equal to the fair market value of the bonds when acquired.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - General Concepts - Evidence | foreign law presumed the same | 62 |
| Tax Topics - Income Tax Act - Section 9 - Accounting Principles | accounting method must produce an accurate result | 179 |
| Tax Topics - Income Tax Act - Section 9 - Computation of Profit | 179 |
Trzop v. Canada, 2002 DTC 6728, 2001 FCA 380
The taxpayer and another individual acquired corporate debt with a principal amount of $5 million for a purchase price of $10 as well as acquiring shares of the corporation. The adjusted cost base of the debt did not include the value of unpaid labour that the taxpayer provided to the company given that there was no term in the purchase agreement requiring the taxpayer to work without pay.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - General Concepts - Evidence | 74 | |
| Tax Topics - Income Tax Act - Section 164 - Subsection 164(4.1) | 94 |
The Queen v. Rumack, 92 DTC 6142, [1992] 1 CTC 57 (FCA)
In noting that the fact that a prize was deemed to have a cost did not imply that the prize necessarily was not income, Hugessen J.A. noted (p. 6144)):
"Many income payments are 'acquired' by a taxpayer, in the sense of coming into his possession, at a cost to him equal to their fair market value; obvious examples are salaries, fees, royalties and the like".
Bodrug Estate v. The Queen, 90 DTC 6521, [1990] 2 CTC 324 (FCTD), aff'd 91 DTC 5621 (FCA)
An estate paid $1,320,000 to settle an action brought against it by two other persons ("Cohen" and "NIR") for specific performance of an option which the deceased had given to sell shares of a company ("Hidrogas"). This settlement enabled the estate to tender its shares of Hidrogas to a takeover bid at a substantially higher price than the market price at the time of the settlement agreement.
McNair J. held that because "the cost of an asset for the purposes of capital gains computation is limited to the cost of acquisition of that asset" (pp. 6526-6527), the damages payment subsequently made by the taxpayer to NIR and Cohen, which was unrelated to the acquisition of the Hidrogas shares by the taxpayer, was not part of the cost of those shares. McNair J. noted, however, (at p. 6527) that the Minister saw fit to increase the adjusted cost base of the Hidrogas shares for the payment of the $1,320,000 in damages presumably on the basis that "the [taxpayer] paid this sum to regain his rights to the Hidrogas shares". In the Court of Appeal, Stone J.A., in what may have been obiter dicta, characterized the payment of the $1,320,000 as being made in exchange for the surrender of all rights and interests of NIR and Cohen in the Hidrogas shares and as, therefore, forming part of the cost of those shares.
Watkins v. The Queen, 90 DTC 6432, [1990] 2 CTC 205 (FCTD)
The taxpayer unsuccessfully contended that the adjusted cost base of her race horse (which admittedly was personal-use property) included the expenses which she had incurred in maintaining the horse from the time of his foaling in April 1979 until the time of his sale in November 1982. Applying the test in the Stirling case, the only amount which she gave up in order to acquire the horse was the stud fee of $1,000 paid for having the horse's dam bred to the horse's sire.
Gaynor v. The Queen, 88 DTC 6394, [1988] 2 CTC 163 (FCTD), aff'd 91 DTC 5288 (FCA)
The cost of some U.S. securities of the taxpayer was determined by reference to the exchange rate at the time of acquisition rather than the exchange rate at the date of disposition, notwithstanding that the securities were acquired with U.S. funds and the securities were sold for U.S. funds.
Wise v. The Queen, 86 DTC 6023, [1986] 1 CTC 169 (FCA)
A deposit of $65,000 was received by the taxpayers from the purchaser of real estate apparently as damages to compensate for losses suffered by them as a consequence of the purchaser's failure to close the agreement of purchase and sale. The cost of any property that had been disposed of by the taxpayers accordingly had a cost that was not less than $65,000.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - General Concepts - Onus | 41 |
The Queen v. Stirling, 85 DTC 5199, [1985] 1 CTC 275 (FCA)
The word "cost" in s. 54(a) "means the price that the taxpayer gave up in order to get the asset; it does not include any expense that he may have incurred in order to put himself in a position to pay that price or to keep the property afterwards." Interest on the unpaid portion of the price of gold bullion, and safe keeping charges incurred during the period following the taxpayer's acquisition of the bullion, accordingly could not be added to the adjusted cost base of the gold bullion.
The Queen v. Pollock, 84 DTC 6370, [1984] CTC 353 (FCA)
It was indicated in obiter dicta that if the contention of the Crown were accepted that the taxpayer had realized a taxable capital gain from the disposition of his right to receive damages for wrongful dismissal, then evidence as to any costs that the taxpayer incurred towards the acquisition of his right to receive damages would be relevant.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - General Concepts - Stare Decisis | 68 | |
| Tax Topics - Income Tax Act - Section 5 - Subsection 5(1) | 13 |
See Also
Charron v. Agence du revenu du Québec, 2021 QCCQ 12137
The taxpayers purchased a lot, constructed a house, leased it out for a year and then sold it at a gain. Regarding the computation of the ACB of the house for capital gains computation purposes, Laurin JCQ referred to the Quebec equivalents of ss. 18(1)(b) and 18(3.1) to (3.3), and found (contrary to the ARQ view of these items as being of a personal nature) that the taxpayers were entitled to add the costs of the following items incurred during the construction period: municipal taxes, school taxes, insurance, electricity, interest on a line of credit and mortgage interest.
He considered the construction period to commence with the receipt of the building permit and to end with the point of substantial completion, being the point at which “there was some minor work to be done that did not prevent the house from being used for the purpose for which it was built.” He further found that “[e]xpenditures after that date were current expenses that should have been deducted from income” (at para. 161, TaxInterpretations translation).
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 18 - Subsection 18(3.1) | all the expenses incurred in relation to a rental home under construction from the building permit to being livable were to be capitalized | 285 |
Lockwood Financial Ltd. v. The Queen, 2020 TCC 128
St-Hilaire J found that the value of shares that a broker (Lockwood) received for its services was to be included in its income when its entitlement to receive those shares was established – which occurred when it reached a settlement agreement in its 2012 taxation year that established the number of shares that it was entitled to receive from a successor (AOI) to the original client. She then found that:
- The amount thus recognized as the consideration for Lockwood’s services “thus becomes the adjusted cost base of the AOI shares received in 2012. That is the amount that the taxpayer gave up to acquire the shares” (para. 66).
- Thus, the excess of the proceeds for the AOI shares received in excess of that ACB was a capital gain.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 12 - Subsection 12(1) - Paragraph 12(1)(b) | shares received on a deferred basis from a successor of a client were fee income in the year of entitlement to receive | 497 |
D’Anjou v. The Queen, 2019 TCC 208
In finding that the adjusted cost base of a vacant property that the taxpayer had sold had not been increased by alleged expenses such as municipal and school taxes and financing expenses incurred during the holding of the property, Favreau J stated (at para. 37, TaxInterpretations translation):
[T]he additional expenses of $224,295 claimed by the appellant did not constitute capital expenditures which could be added to the cost of land given that they were not made or incurred to acquire property or for the purpose of effecting an improvement to land.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 152 - Subsection 152(4) - Paragraph 152(4)(a) - Subparagraph 152(4)(a)(i) | the taxpayer should have been informed by a similar loss in the Court of Quebec | 160 |
Devon Canada Corporation v. The Queen, 2018 TCC 170
Two public-company predecessors by amalgamation of the taxpayer made cash payments for the surrender by employees of their options previously granted to them under employee stock option plans. Such surrenders occurred (and were previously contemplated in agreements with purchaser corporations to occur) in connection with the acquisition of all their shares by unrelated corporate purchasers.
In the course of determining that the surrender payments were “eligible capital expenditures,” and after noting (at para. 103) the statement in Canada Trustco (2005 SCC 54 at para. 74) that the capital cost allowance provisions “use ‘cost in the well-established sense of the amount paid to acquire the assets,” Sommerfeldt J found that the exclusion in para. (f) of the ECP definition for “the cost of … a right to acquire [a share]” did not apply, given that “the word ‘cost’ contemplates an acquisition of an asset or other property” (para. 103), whereas “when a stock option is surrendered to the issuing corporation, the rights represented by that option [instead] are extinguished” (para. 122).
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 14 - Subsection 14(5) - Eligible Capital Expenditure | payments made to target’s employees for surrendering their options on target’s acquisition were mostly deductible by it | 309 |
| Tax Topics - Income Tax Act - Section 20 - Subsection 20(1) - Paragraph 20(1)(e) - Subparagraph 20(1)(e)(i) | quaere whether “sale” includes a sale to a 3rd party | 177 |
| Tax Topics - Income Tax Act - Section 111 - Subsection 111(5.2) | stock option surrender payments of target deductible under s. 111(5.2) | 62 |
| Tax Topics - Income Tax Act - Section 248 - Subsection 248(1) - Disposition | disposition of surrendered stock options occurred under doctrine of merger | 318 |
Plains Midstream Canada ULC v. The Queen, 2017 TCC 207, aff'd 2019 FCA 57
The taxpayer (Amoco) assumed a $225M loan that was due in perhaps 43-years’ time and that was effectively non-interest-bearing (as interest was tied to Beaufort Sea oil production) in consideration inter alia for the payment to it of $17.5 million by the debtor. This assumption occurred as part of intricate arrangements for its acquisition of Dome Petroleum for $5.2B under a Plan of Arrangement.
After finding that no portion of the $207.5M difference between these two amounts was deductible interest to Amoco, Hogan J indicated obiter that the $207.5M difference might instead be an addition to the cost to Amoco of its Dome Petroleum shares, stating (at para. 110):
Because the full amount was due (although not due and payable or immediately exigible) one could assert that the assumed liability forms part of the Appellant’s cost of the shares of Dome Petroleum, for example, in much the same way that legal expenses incurred but not yet paid in connection with the execution of a purchase and sale agreement for shares are included in the cost of those shares. Having concluded that subsection 16(1) of the ITA does not apply, I am unaware of any provision in the ITA that requires a taxpayer to discount its obligation to pay a future principal amount when the liability to pay entails full recourse to the taxpayer.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 16 - Subsection 16(1) | s. 16(1) operates symmetrically (no creditor interest – no debtor interest deduction) | 442 |
The Armour Group Limited v. The Queen, 2017 TCC 65, aff'd 2018 FCA 134
An investment company (“Armour”), which was the lessee under a long-term ground lease from the Province of Nova Scotia, had constructed a building on the property and leased the building back to the Province. The Province then breached terms of the building lease and, in the subsequent settlement agreement, the parties agreed that the Province owed $2.4 million to Armour and that Armour, in consideration for $2.4 million to be paid by way of set-off, would be granted an irrevocable option to acquire the Province’s freehold interest (with the ground lease being terminated).
Armour had calculated that the present value of the remaining ground lease rentals was $2.24 million which, given that the settlement agreement agreed that the value of the whole property was $2.4 million, meant that the reversionary freehold interest of the Province had an FMV of $0.16 million. Armour then assigned the option to a wholly-owned subsidiary (“ADL”) along with the right to $0.16 million of the $2.4 million owing by the Province, with ADL agreeing as a condition of the assignment that it would provide a long-term ground lease of the property to Armour for nominal rents. Thus, at closing, Armour and ADL paid $2.24 million and $0.16 million, respectively, to the Province by way of set-off against the same amounts owing to them by the Province.
Armour took the position that the $2.24 million paid by it was fully deductible as consideration for the ground lease termination. Paris J instead found that what should be considered to have occurred was that Armour used all of the $2.4 million credit owing to it by the Province (which was not allocated under any of the agreements with the Province) to acquire the fee simple interest to the property on behalf of ADL and that, in exchange for that $2.4 million, Armour acquired the new (nominal-rent long-term) leasehold interest in the property from ADL Thus, the $2.4 million was a capital expenditure to acquire a capital asset (being such leasehold interest).
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 18 - Subsection 18(1) - Paragraph 18(1)(b) - Capital Expenditure v. Expense - Contract or Option Cancellation | structuring to deduct most of the cost of land (or a ground leasehold interest therein) was unsuccessful | 565 |
Coast Capital Savings Credit Union v. Canada, 2016 FCA 181
The trustee of RRSPs was duped into purchasing shares of Canadian companies from offshore entities at a price substantially in excess of their value, so that funds of the RRSPs effectively were stripped to offshore accounts.
The trustee sought an amended pleading that the cost to it of the shares was their fair market value, apparently intending to argue that the “purchase price” in excess of the shares’ fair market value should instead be construed as the “conferral of a benefit to the annuitants and the promoters,” rather than as cost of the shares (so that s. 116(5) withholding only applied to the modest FMV). Gleason JA (like V. Miller J below) found that this approach (implicitly of bifurcation) flew in the face of the Stirling doctrine as to the meaning of “cost.”
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - General Concepts - Sham | deceit of taxpayer was irrelevant to assessment – so that “sham” also was irrelevant | 282 |
| Tax Topics - Income Tax Act - Section 116 - Subsection 116(5) | rejection of apparent attempt to argue that an inflated purchase price should be bifurcated between a FMV cost and a benefit conferral | 294 |
Turner v. The Queen, 2016 TCC 77 (Informal Procedure)
After finding that a retired professional engineer could not recognize, as a non-capital loss to be carried forward, his losses, including from interest expense, on plowing most of his money into an investment in a public corporation that then went bankrupt, and after having noted (at para. 14) the Crown’s position that the taxpayer’s carrying charges formed part of the adjusted cost base of his securities, Masse DJ stated (at para. 24):
[T]he Appellant…suffered losses in the form of carrying charges on money borrowed to purchase shares. These carrying charges can be considered as part of the cost of acquiring and disposing of the shares. They form part of the adjusted cost base of the shares and, if the shares are disposed of at a loss, then the carrying charges form part of the capital loss on the disposition of the shares.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 18 - Subsection 18(1) - Paragraph 18(1)(b) - Capital Loss v. Loss | averaging-down investment in one public company not indicative of business | 180 |
Kokai-Kuun Estate v. The Queen, 2015 TCC 217
The taxpayer purchased 40 acres of vacant land in 1992 for $110,000, and allegedly incurred interest carrying charges of $179,000 up until its sale in 2006 for $370,000. Lyons J stated (at para. 45):
In Stirling, the Federal Court of Appeal held that interest on money borrowed to acquire property for the purpose of making a capital gain, rather than an income-earning purpose, is precluded, on disposition, from forming part of the cost of the property and cannot be added to the acb.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 50 - Subsection 50(1) | failure to elect | 151 |
Brosamler Estate v. The Queen, 2012 DTC 1193 [at at 3493], 2012 TCC 204 (Informal Procedure)
The estate of a deceased German resident sold three rental properties in BC. The estate added probate and legal fees that were paid in establishing the title of the estate to the properties to the adjusted cost base of the rental properties. The Minister denied the increase in adjusted cost base, and thereby reduced the estate's capital loss (which was deemed to be a capital loss of the deceased under s. 164(6).)
Webb J. found that as the fees were necessary in order for the estate to acquire a registrable interest in the properties, they were part of its acquisition cost. In the alternative, he noted that the fees could be characterized as outlays or expenses the estate incurred for the purpose of making a disposition of the rental properties, which would reduce the estate's proceeds of disposition under s. 40(1)(a), leading to the same capital loss that the deceased claimed.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 40 - Subsection 40(1) - Paragraph 40(1)(a) - Subparagraph 40(1)(a)(i) | probate fees to establisih title | 138 |
Eskandari v. The Queen, 2007 DTC 1406, 2007 TCC 419 (Informal Procedure)
A fee that the taxpayer paid in connection with acquiring rights of an individual to purchase a condominium, with the taxpayer then acquiring the condominium, were part of the cost of acquiring the condominium.
Teleglobe Canada Inc. v. R., 2002 DTC 7517, 2002 FCA 408
In connection with a privatization transaction and at a time that it was still owned by the federal Crown, the taxpayer purchased assets for a stipulated purchase price that was less than the price at which an arm's length purchaser had committed (pursuant to the same agreement under which the asset sale occurred) to purchase the common shares of the taxpayer. Such purchase price excess was reported for income tax purposes by the taxpayer as the cost of cumulative eligible capital (i.e., goodwill).
Pelletier JA applied Stanton v. Drayton, which he summarized (at para. 22) as finding that “since the transaction was at arm's length and otherwise unimpeachable, the cost of the shares was the consideration agreed between the parties and not the par value, or market value of the shares,” to find that the cost of the assets was the stipulated purchase price. He stated (at para. 32):
The cost to the Appellant of issuing shares as part consideration for the assets ... is the amount agreed between the parties, as evidenced by the stated capital of the common shares in the Appellant.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 14 - Subsection 14(5) - Cumulative Eligible Capital | cost of assets purchased with treasury shares was the agreed purchase price being the shares’ stated capital | 238 |
Toronto Refiners & Smelters Ltd. v. The Queen, 2001 DTC 876 (TCC), aff'd 2003 DTC 5002, 2002 FCA 476
The taxpayer agreed to transfer its Toronto property to the City of Toronto with the compensation to be determined (under section 31 of the Expropriations Act) by the Ontario Municipal Board. It later was agreed that Toronto would pay compensation to the taxpayer of $2.9 million for the land, $0.1 million for the building and $9 million in respect of damages occasioned as a result of the inability of the taxpayer to relocate its business. The taxpayer treated the $9 million as a non-taxable capital receipt.
After noting that the character of the damages payment to the taxpayer turned on the actual circumstances of the payor (the City), Bell T.C.J. indicated that the total of $9 million of damages paid by the City would be added to the cost of the real property to it.
Graphic Packaging Canada Corp. v. The Queen, 2001 DTC 861 (TCC), aff'd 2003 DTC 5007 (FCA)
It was found that the taxpayer had acquired shares of a U.S. corporation ("GGM") on the basis of an undertaking that it would make payments to executives of a subsidiary of GGM when they became entitled to receive such payments under the terms of a profit sharing plan notwithstanding that this undertaking was not documented in the rollover agreement. Archambault T.C.J. found, on this basis, that the payment actually made by the taxpayer to such executives at the time it sold its shares of GGM to an arm's length purchaser were part of its cost of the GGM shares, with the result that it was entitled to deduct, in computing its capital gain on the disposition, the amount of such payments.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 54 - Superficial Loss | 93 |
Bow River Pipelines Ltd. v. Canada, 2000 DTC 6090 (FCA)
The taxpayer received a 99.99% limited partnership interest on a rollover basis and then received the resource properties of the partnership in question when the partnership subsequently dissolved following the acquisition by the taxpayer of the remaining 0.01% general partnership interest. The Court found that the cost to the taxpayer of the resource properties was equal to the fair market value of the limited partnership interest prior to the dissolution of the partnership rather than its nominal cost.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 98 - Subsection 98(1) | partnership deemed to continue until distribution | 186 |
R. v. Inland Revenue Commissioners, Ex Parte Matrix Securities Ltd., [1994] BTC 85 (HL)
The following is a somewhat simplified description of transactions that would have occurred but for the withdrawal by Inland Revenue of an advance clearance:
- Investors purchased a leasehold interest in a property in a designated enterprise zone for 198 years from receiver-managers for the sum of £95 million, of which £64.125 million was borrowed on a 10-year full recourse and interest-bearing basis from a bank ("Hill Samuel"); the receiver-managers used £75.125 million of the amount received to pay a "reverse premium" to a subsidiary ("SQPL") of the promoter of the scheme ("Matrix") as the consideration for the previous agreement of SQPL to sublease the property for 99 years at a rent that, for the first 10 years of the sublease, was at an above-market rate; after payment of fees to Matrix and the funding of future construction costs, the receiver-managers retained £8 million of the £95 million received by them;
- SQPL lent £64.125 million to a subsidiary of Hill Samuel which, in turn, lent that sum to Hill Samuel; the balance of £8 million received by SQPL was used to pay a fee to Hill Samuel in respect of its guarantee of SQPL's obligations under the 99-year sublease, and to make a deposit with the subsidiary of Hill Samuel;
- rent for the initial 10 years under the 99-year sublease by SQPL was used to fund the interest payments owing by the investors on their loan from Hill Samuel; and
- an "exit arrangement" effectively permitted the investors after 10 years to cause the arrangement to be unwound at that time.
In finding that the scheme, if implemented, would not have entitled the investors to claim capital allowances on the full £95 million supposedly paid by them, Lord Templeman stated (p. 94)):
"The sum of £64.125m required to make up the fiscal price will never be paid by Hill Samuel and its subsidiary, by the trustee, the receiver and SQPL in such a manner that each receipt is matched by an equal and pre-ordained immediate payment. The circular payments are self-cancelling."
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Statutory Interpretation - Interpretation Bulletins, etc. | 28 |
Glass v. MNR, 92 DTC 1759 (TCC)
Following the acquisition by the taxpayer of a mortgage owing by a corporation in financial difficulties, the taxpayer resorted to power of sale proceedings against the corporation but the shareholders of the corporation instituted proceedings in an attempt to obtain a permanent injunction prohibiting the sale of the secured property. U.S. $150,000 paid by the taxpayer to the other shareholders to discontinue those proceedings was found to have been paid as "an integral part of acquiring the mortgage and being able to use it to force a sale" (p. 1763) and, accordingly, formed part of the cost to the taxpayer of the mortgage.
Ensign Tankers (Leasing) Ltd. v. Stokes, [1992] BTC 110 (HL)
A limited partnership (the "Victory Partnership") of which the taxpayer was a member acquired from a Californian film company ("LPI") rights to a film which was in production. The Victory Partnership paid $3,250,000 toward the cost of the film and LPI agreed to lend to the Victory Partnership the funds required to complete the film. In finding that this supposed loan (which was repayable by the Victory Partnership only out of a share of receipts from the film) was not in fact a loan (with the result that the cost of the film to the Victory Partnership was found to be only $3,250,000 rather than the total cost of making the film of $14 million), Lord Goff stated (p. 129)):
- LPI continued to make the film as before, with all matters relating to the film (including cost) remaining under its control, and bearing the burden of any financial over-run beyond the approved budget of $13,300,000.
- The bank account into which money was to be paid by LPI was to be opened at a bank nominated by LPI, and no money was to be drawn from the account without the consent of LPI.
- When money was paid into the bank account by LPI, an identical sum was repayable by Victory Partnership to LPI out of the same bank account on the same day, leaving no balance outstanding at the end of the day's trading.
- By a non-recourse agreement, neither Victory Partnership nor any partner in Victory Partnership was personally liable for the repayment of the so-called loan.
- The so-called loan was repayable to LPI by payments out of the net profits of the film under arrangements which were inconsistent with the concept of a commercial loan.
Riendeau v. MNR, 85 DTC 665, [1985] 2 CTC 2382 (TCC)
Costs relating to the entertainment and telephoning of stock brokers were costs of acquiring or disposing of the taxpayer's securities.
Stanton v. Drayton Commercial Investment Co. Ltd., [1982] BTC 269, [1982] 2 All E.R. 943 (HL)
Where a taxpayer company satisfies, in accordance with a share purchase agreement, its obligation to pay for the shares it has acquired of a second company by allotting its shares to that second company, the cost base of the acquired shares is not the value or market value of the allotted shares but, in the case of an honest and straightforward transaction, the price upon which the parties have agreed.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - General Concepts - Fair Market Value - Shares | 62 |
MNR v. Enjay Chemical Co. Ltd., 71 DTC 5293, [1971] CTC 535 (FCTD)
The forgiveness of trade indebtedness owing by the taxpayer reduced the cost of inventory on hand at that time which it had acquired in the previous taxation year.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 246 - Subsection 246(1) | 105 | |
| Tax Topics - Income Tax Act - Section 9 - Forgiveness of Debt | debt forgiveness related to inventory of operations | 186 |
Bentley v. Pike (1981), 53 TC 590 (Ch. D.)
A resident of the United Kingdom (Mrs. Bentley) in 1967 inherited an interest in German property having a value of DM 132,780, and in 1973 sold the property for DM 152,241. In the interim, the pound was devalued. Her capital gain was to be calculated by applying the 1967 exchange rate to the acquisition value and the 1973 exchange rate to the proceeds, rather than by applying the 1973 exchange rate to the amount of the gain in terms of deutsche marks. "The market value of the acquisition thus deemed to have taken place at her father's death ... can only be expressed for the purposes of the computation required to be made under the capital gains legislation in sterling, which is the only permissible unit of account."
Craddock v. Zevo Finance Co. Ltd. (1946), 27 TC 267 (HL)
A private investment dealing company, whose securities had declined substantially in value, transferred the more speculative of those securities to the taxpayer for a purchase price stated to be equal to their original cost and which was satisfied by the assumption of a debenture by the taxpayer and the issuance of shares. In rejecting the contention of Revenue that the cost of the securities to the taxpayer should be based on their fair market value at the time of acquisition rather than on the amount of the debenture and the par value at which the shares were issued, Lord Wright stated (pp. 289-290)):
"... The transaction was one for other than a money consideration, and the parties were free to make their own bargain. No authority were cited for the claim of the Revenue in a case like this to go behind the agreed consideration and substitute a different figure. ... If the Revenue are to have a power to exercise a general supervisory jurisdiction under Schedule D on the reasonableness of contracts or transactions, they must be invested with that power by legislation." [C.R: 9 - Computation of Profit]
Administrative Policy
27 June 2024 External T.I. 2023-1000391E5 - BC Secondary Suite Incentive Program
The BC Secondary Suite Incentive Program assists qualifying homeowners to create a new secondary suite or accessory dwelling unit (a “Secondary Suite”) on the property of their principal residence (“Property”), by providing a forgivable loan in the amount of 50% of the Secondary Suite’s construction costs, subject to a maximum loan amount. It must be rented at no more than a rent affordability limit for at least five years to a tenant who is not an immediate family member, and the loan amount will be forgiven over five years if all of the program requirements are satisfied.
After indicating that such activity likely would be a source of property income, and before finding that the forgivable loan when received would reduce the cost of the property pursuant to s. 13(7.1) or 53(2)(k), CRA stated (without reference to Consumers’ Gas):
When government assistance is received in the course of earning income from a business or property, the application of well-accepted business principles for the purpose of calculating profit (or loss) under section 9 of the Act commonly require that the cost of the asset or the amount of the expense to which the assistance relates be reduced accordingly.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 3 - Paragraph 3(a) | rental program requiring rent at no more than an affordability limit could correspond with a source of income | 185 |
| Tax Topics - Income Tax Act - Section 13 - Subsection 13(7.1) | application of s. 13(7.1) or 53(2)(k), and exclusion of s. 12(1)(x), re BC government forgivable loan for construction of secondary suite | 153 |
| Tax Topics - Income Tax Act - Section 45 - Subsection 45(1) - Paragraph 45(1)(c) - Subparagraph 45(1)(c)(ii) | conversion of part of home to a secondary suite for rental would engage s. 45(1)(c)(ii) | 135 |
| Tax Topics - Income Tax Act - Section 45 - Subsection 45(2) | s. 45(2) would permit claiming principal residence exemption for disposition of secondary suite rather than balance of home | 396 |
| Tax Topics - Income Tax Act - Section 54 - Principal Residence | principal residence could be claimed for secondary rental suite subject to s. 45(2) election, or balance of home, but not both | 353 |
2021 Ruling 2021-0911211R3 - Foreign Takeover
Background
Opco, a taxable Canadian corporation and a subsidiary of another corporation, held all the shares of a non-resident subsidiary (XXXXXXXXXX Holdco), and also had formed Canadian Holdco. Newly-formed Merger Sub1 was non-resident and its shares had a nominal FMV. Merger Sub1 owned all the shares (having a nominal FMV) of Merger Sub2, which also was non-resident.
Completed transactions
- Pursuant to the Merger Agreement between Target (which dealt at arm’s length with the other parties and Opco), Merger Sub1, and Merger Sub2, Merger Sub2 was merged with and into Target (the “First Merger”), with the separate corporate existence of Merger Sub2 ceasing and Target being the surviving entity and a direct wholly-owned subsidiary of Merger Sub1. By virtue of the First Merger, each common and preferred share of Target was converted into the right to receive the applicable “Merger Consideration,” being the “Share Consideration” (being common shares to be issued by XXXXXXXXXX being the direct (apparently Canadian-resident) parent of Opco – referred to herein as Parent) and the “Cash Consideration.” On the First Merger, each common share of Merger Sub2 was converted into a share of the surviving corporation (being Target). Immediately following the First Merger, Parent was the sole shareholder of Merger Sub1, and Merger Sub1 was the sole shareholder of the surviving corporation (Target), and the former shareholders of Target held either cash or a combination of cash and the Share Consideration.
- Upon the First Merger occurring, and pursuant to the “Funding Agreement” between Parent, Opco, Merger Sub1 and Merger Sub2:
- Merger Sub1 issued a number of additional common shares (the “Additional Merger Sub1 Shares”) having an agreed FMV equal to the FMV of the aggregate Share Consideration; and
- Parent added to the stated capital account maintained for its common shares an amount equal to the aggregate FMV of the Share Consideration.
- Immediately following the First Merger, Target merged with and into Merger Sub1, with the separate corporate existence of Target ceasing and Merger Sub1 being the surviving corporation (and a direct wholly-owned subsidiary of Parent). By virtue of the Second Merger, the shares of Merger Sub1 remained outstanding and were held by Parent and each share of Target was cancelled. “No election will be made not to have subsection 87(8) apply in respect of the Second Merger.”
- Immediately following the Second Merger, Parent transferred, as a contribution of capital, all of the shares of Merger Sub1 to Opco (the “Opco Capital Contribution”). Opco agreed to add an amount equal to the FMV of the shares of Merger Sub1 to the stated capital account maintained for its common shares.
- Opco immediately thereafter transferred, as a contribution of capital, all of the shares of Merger Sub1 to XXXXXXXXXX Holdco (the “XXXXXXXXXX Holdco Capital Contribution”).
- XXXXXXXXXX Holdco assumed the indebtedness of Merger Sub1 owing to Opco (being the “Intercompany Debt” borrowed by Merger Sub1 pursuant to the Funding Agreement to pay the aggregate Cash Consideration). This step occurred as a two-step transaction whereunder: (i) XXXXXXXXXX Holdco assumed any indebtedness of Merger Sub1 owing to Opco in consideration of a promissory note issued by Merger Sub1 to XXXXXXXXXX Holdco having a principal amount equal to the indebtedness assumed, and (ii) XXXXXXXXXX Holdco then contributed the promissory note to Merger Sub1 as a contribution of capital.
Rulings
- The cost of the Merger Sub1 shares issued to Parent will equal the FMV of the aggregate Share Consideration, plus the costs incurred by Parent for the purpose of acquiring the Additional Merger Sub1 Shares to the extent such costs are not deductible by it in the year or any subsequent year in computing its income. S. 143.3 will not apply to reduce such ACB.
- On the First Merger, Merger Sub1 disposed of the shares of Merger Sub2 for proceeds of disposition equal to the FMV of the Merger Sub2 shares immediately before the First Merger.
- Parent disposed of the shares of Merger Sub1 to Opco pursuant to the Opco Capital Contribution, for deemed proceeds of disposition equal to their FMV and, for greater certainty, did not thereby realize a gain and was not deemed to have received a dividend as a result of the disposition.
- The Opco Capital Contribution resulted in an increase in the ACB to Parent of its shares in Opco, pursuant to s. 53(1)(c), in an amount equal to the FMV of the aggregate Share Consideration.
- No amount will be included in the income of Opco pursuant to s. 9 or 12(1)(x) in respect of the Opco Capital Contribution.
- Opco did not realize any gain as a result of the transfer by Opco of the Merger Sub1 shares to XXXXXXXXXX Holdco pursuant to the XXXXXXXXXX Holdco Capital Contribution.
- Opco did not realize any gain and was not deemed to have received a dividend, as a result of the transfer by Opco of the XXXXXXXXXX Holdco shares to Canadian Holdco pursuant to the Canadian Holdco Capital Contribution.
- No amount will be included in the income of Canadian Holdco pursuant to s. 9 or 12(1)(x) in respect of the Canadian Holdco Capital Contribution.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 84 - Subsection 84(1) - Paragraph 84(1)(b) | permitted increase in PUC of shares of subsidiary to which a contribution of shares was made, equal to those shares’ FMV | 111 |
| Tax Topics - Income Tax Act - Section 248 - Subsection 248(1) - Disposition - Paragraph (k) - Subparagraph (k)(ii) | deposit of shares to voting trust arrangement was not a disposition | 40 |
| Tax Topics - General Concepts - Payment & Receipt | borrowing and payment of funds pursuant to an internal payment direction agreement | 49 |
| Tax Topics - Income Tax Act - Section 53 - Subsection 53(1) - Paragraph 53(1)(c) | full cost to sub of shares contributed to it | 289 |
7 October 2022 APFF Financial Strategies and Instruments Roundtable Q. 10, 2022-0938301C6 F - Rebate on purchase of GIC
Normally, on the purchase by a client of a GIC of a bank, the bank would receive the face amount of the GIC (say, $21,000) and pay a broker a commission of 0.75% (or $157.50). However, where the broker waived the commission, the client would acquire the GIC for $20.842.50.
One might think that the client thus acquired the GIC at a cost of $20.842.50. and would thereby realize a capital gain of $157.50 on maturity. However, CRA instead characterized the arrangement as one under which the client invested $21,000 in the GIC, of which $20.842.50 came from the client’s own funds and $157.50 came from the commission received by the broker from the bank which it applied to the payment of the balance of the client’s GIC – so that the cost of the GIC to the client was $21,000.
After indicating that the latter amount might otherwise be included in the client’s income under s. 12(1)(x), CRA noted that (assuming the GIC was capital property), the client could make the s. 52(2.1) election to apply the s. 12(1)(x) amount to reduce the ACB of the GIC to $20.842.50.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 12 - Subsection 12(1) - Paragraph 12(1)(x) | broker’s waiver of commission could be an inducement payment | 196 |
21 June 2021 External T.I. 2019-0815871E5 F - 83(2)b) and cost
Regarding the determination of the cost of a promissory note issued in full and absolute payment of a capital dividend, the correspondent expressed a concern that s. 52(1) would not deem the recipient to have a cost equaling the amount of the dividend (as it was not included in the recipient’s income), but suggested that the note would have a cost equaling the dividend amount on general principles. CRA stated:
Our Directorate is generally of the view that the cost of a promissory note, received as full and absolute payment of a dividend for which the election under subsection 83(2) has been made, equals the principal amount of the promissory note, thereby achieving a result more consistent with the role of subsection 83(2) under the integration scheme embodied in the Act.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 52 - Subsection 52(1) | s. 52(1) is unnecessary to establishing full cost for a note transferred in satisfaction of a capital dividend | 108 |
2017 Ruling 2017-0699201R3 - Cross-border Butterfly
CRA ruled on a cross-border butterfly which entailed assets of the “Transferred Business” being transferred indirectly to a wholly-owned non-resident subsidiary (Foreign Spinco) of a non-resident public company (Foreign Parentco) or to a wholly-owned non-resident subsidiary of Foreign Spinco (Foreign Spinco Sub) – with a view to the shares of Foreign Spinco being dividended out to the shareholders of Foreign Parentco at the transactions’ completion. One of the indirect assets of Foreign Parentco was a Canadian corporation (DC) which held the Canadian portions of both the Transferred Business and the “Retained Business.”
Following a s. 86 exchange by Foreign Parentco of its old common shares of DC for new common shares and “DC Special Shares”, and before the butterfly distribution to a Canadian subsidiary of Foreign Spinco Sub (TCo), there is a four-party exchange under which Foreign Parentco transfers its DC Special Shares to a newly-formed Canadian sub of Foreign Spinco Sub (TCo), TCo issues common shares to Foreign Spinco Sub, Foreign Spinco Sub issues shares to Foreign Spinco and Foreign Spinco issues shares to Foreign Parentco. CRA ruled:
[T]he aggregate cost to TCo of the DC Special Shares that TCo acquired from Foreign Parentco on the Four-Party Share Exchange will be equal to the aggregate FMV at that time of those DC Special Shares.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 55 - Subsection 55(1) - Distribution | cross-border butterfly with 4-party exchange and preceding distribution of DC to foreign parent to qualify as permitted exchange/rental property valued at nil/post-butterfly equaling cash payment | 1140 |
| Tax Topics - Income Tax Act - Section 55 - Subsection 55(1) - Permitted Exchange - Paragraph (b) | cross-border butterfly including preliminary transfer of DC to foreing parent to come within “permitted exchange” | 444 |
| Tax Topics - Income Tax Act - Section 143.3 - Subsection 143.3(3) | s. 143.3(3) inapplicable on a 4-party exchange | 234 |
| Tax Topics - Income Tax Act - Section 212.1 - Subsection 212.1(1.1) - Paragraph 212.1(1.1)(b) | application on 4-party exchange | 291 |
14 March 2016 Internal T.I. 2015-0609671I7 - Earnout, Amalgamation, Cost of Shares and ECE
A Canadian Acquisitionco acquired Canadian Targetco for a cash base price plus earnout obligations, and then immediately merged with Targetco under a short-form amalgamation. The Rulings Directorate rejected Amalco’s treatment of its earnout payments as eligible capital expenditures, stating:
[R]egardless of whether the [Targetco] Shares existed at the time that the Earnout Payments became payable or paid, the Earnout Payments nevertheless are part of the cost of the Shares. Mandel…appears to dictate such a result….
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 88 - Subsection 88(1) - Paragraph 88(1)(d) | post-amalgamation earnout payment could be applied to increase an s. 88(1)(d) bump of capital property (but not ECP) of the amalgamated target | 317 |
| Tax Topics - Income Tax Act - Section 14 - Subsection 14(5) - Eligible Capital Expenditure | payments made by Amalco in satisfaction of earnout obligation for acquisition of one precedessor by the other were not ECE | 224 |
| Tax Topics - General Concepts - Purpose/Intention | attribution of predecessor's intention to Amalco | 140 |
| Tax Topics - Income Tax Act - Section 20 - Subsection 20(1) - Paragraph 20(1)(c) - Subparagraph 20(1)(c)(i) | position on interest deductibility following target amalgamation is based on policy and ITA scheme rather than technical | 350 |
22 March 2016 Internal T.I. 2013-0506561I7 - Property acquired on a return of capital
CRA considered that property contributed for no consideration to a corporation by its shareholder, or received by a Canadian corporate shareholder from its wholly-owned foreign affiliate on a return of capital (or other upstream transfer), generally will have a cost to the transferee equal to the property’s fair market value.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 69 - Subsection 69(4) | FMV cost of property acquired on QROC distribution | 121 |
| Tax Topics - Income Tax Act - Section 69 - Subsection 69(1) - Paragraph 69(1)(c) | FMV cost of property acquired on contribution of capital | 121 |
| Tax Topics - Income Tax Act - Section 14 - Subsection 14(5) - Eligible Capital Expenditure | QROC distribution by a foreign affiliate to its Canadian shareholder of ECP results in ECE to the shareholder of the property’s FMV | 220 |
| Tax Topics - Income Tax Act - Section 14 - Subsection 14(5) - Cumulative Eligible Capital - Variable A - Variable A.1 | no gain to FA transferor of ECP | 99 |
Memorandum 8-3 - "Calculating Input Tax Credits"
Soft costs included in ACB (para. 62)
Under section 54 of the Income Tax Act, the capital cost (or adjusted cost base) of capital property is determined for income tax purposes under Subdivision c of Part I of the Income Tax Act. Examples of expenses incurred by a taxpayer that increase the adjusted cost base of capital property that is depreciable property would be the costs for the construction, alteration or modification of the property. Soft costs (e.g., interest, legal and accounting fees, and property taxes) incurred in respect of the construction, renovation or alteration of a building are also added to the adjusted cost base of the property. In most cases, the adjusted cost base of capital property is the purchase price of the property adjusted for amounts incurred to prepare the property for use (e.g., delivery expenses, installation and legal fees). In addition, the cost of repairs made in anticipation of a sale of the property is included in the adjusted cost base of the property.
10 June 2013 STEP Round Table Q. 10, 2013 0480411C6 (Brosamler decision)
CRA considers Brosamler Estate to be confined to "a very specific fact situation," noting that the legal and probate fees in issue would have been deductible in determining capital losses on the disposition of the properties regardless of whether they could be added to the property's ACB.
CRA's decision not to appeal reflects its general policy not to appeal decisions made under the informal procedure, rather than its views on the merits of the decision.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 40 - Subsection 40(1) - Paragraph 40(1)(a) - Subparagraph 40(1)(a)(i) | 85 |
11 October 2013 APFF Roundtable Q. 18, 2013-0495851C6 F - Safe income adjustments
Buyco acquired all the shares of Opco on 15 January 2010 from Sellco. A CRA audit resulted in a 2011 reasessment to increase Opco's income for its 2008 and 2009 years. CRA stated (TaxInterpretations translation):
In the situation where the agreement of purchase and sale contains an adjustment clause to the price for the shares payable by Buyco by reason of a reassessment sustained by Opco, the amount received by Buyco by reason of the price adjustment clause, in general, would reduce the acquisition cost of the shares of Opco.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 55 - Subsection 55(2.1) - Paragraph 55(2.1)(c) | CRA post-closing reassessment of Target's pre-closing income changes its SIOH | 398 |
20 March 2013 External T.I. 2012-0442571E5 F - Coût d'acquisition d'un terrain
A developer acquired Land 1 from a Canadian-controlled private corporation (the “Corporation”) in exchange for cash and for land which the Corporation would use in its mobile home rental operation (Land 2), with the developer being required to first perform work so as to provide Land 2 to the Corporation in a serviced state. CRA stated:
With respect to the costs of water and sewer lines connecting mobile home units, they could constitute properties distinct from Land 2 and thus be included in Class 8… .
…In addition, costs related to parking areas could be included in Class 17(c) of Schedule II of the Regulations.
Consequently, the cost of Land 2 to the Corporation would be the difference between the value of Land 1 less the cash received for it, as well as the cost of other property acquired by the Corporation, including water pipes, sewer lines and parking areas.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Regulations - Schedules - Schedule II - Class 8 | cost of water and sewer lines connecting mobile home units, included in Class 8 | 86 |
15 November 2012 External T.I. 2012-0461291E5 F - Frais judiciaires pour clarifier une servitude
The taxpayer incurred legal expenses in connection with a Superior Court action which defeated a claim of adjoining landowners that they had a larger easement over land of the taxpayer than reflected in the revised title. CRA did not answer the question posed as to whether these legal expenses could be included in the adjusted cost base of the land, and instead indicated that they did not qualify as a disposition expense under s. 40(1)(a)(i).
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 40 - Subsection 40(1) - Paragraph 40(1)(a) - Subparagraph 40(1)(a)(i) | costs of preventing an expanded easement on land were not a disposition expense | 265 |
25 September 2012 Internal T.I. 2011-0409281I7 F - Papier commercial - Obligations XXXXXXXXXX
The corporate taxpayer, which was a portfolio manager, suspended transactions involving asset-backed commercial paper (ABCP) of its clients during the 2008 financial crisis, and subsequently agreed to purchase some of the client ABCP for its pre-crisis value. CRA found that the excess amount paid by the taxpayer for the purchases (which it reflected in its financial statements as an immediate loss) was not deductible under s. 9 and was not an eligible capital expenditure under s. 14(5). Instead (TaxInterpretations translation):
[T]he total of the amounts paid by the taxpayer to its clients for the ABCP was part of the cost of acquisition to the taxpayer of the ABCP. The acquisition cost is the cost established on the last day that, prior to the liquidity crisis, transactions related to ABCP could be made. Consequently, if they qualify as capital property within the meaning of section 54 and paragraph 39(1)(a), they cannot be included in computing the taxpayer's income under section 9.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 18 - Subsection 18(1) - Paragraph 18(1)(b) - Capital Loss v. Loss | compensating clients for half their loss was currently deducible, whereas purchasing securities at original cost was its cost | 158 |
17 October 2012 Ruling 2010-0376681R3 - Internal reorganization - 55(3)(a)
Before issuing favourable rulings, the letter notes that:
The purpose of two separate transfers of the PX 1 shares (one before the amalgamation and one after the amalgamation) is to avoid the averaging of the ACB of the shares held by both Opco and Holdco.
3 May 2010 Internal T.I. 2010-0359631I7 F - Dépenses liées à une résidence non habitée
After finding that property expenses (property taxes, maintenance and insurance) incurred on an inherited property could not be added to its ACB for purposes of computing the capital loss on its subsequent sale, the Directorate stated:
Where property taxes are not deductible in computing a taxpayer's income from land by virtue of either paragraph 18(1)(a) or paragraph 18(1)(h), the amount of such property taxes cannot be included by virtue of paragraph 53(1)(h) in computing the adjusted cost base of the land.
On the other hand, the cost of a property may include legal fees, commissions, brokerage fees, and any other expenses that were incurred directly in connection with the acquisition of the property or that were incurred for the purpose of disposing of the property.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 53 - Subsection 53(1) - Paragraph 53(1)(h) | ACB addition for property taxes inapplicable where a building on the property | 185 |
20 November 2009 External T.I. 2009-0332351E5 F - Crédit d'impôt pour la rénovation domiciliaire
CRA indicated that “the amount of qualifying expenditures eligible for the HRTC includes GST and QST.”
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 118.04 - Subsection 118.04(1) - Qualifying Expenditure | expenditure can come out of money that had already been set aside | 63 |
6 January 2009 Internal T.I. 2008-0301721I7 F - Frais judiciaires et droit de propriété
Survey costs incurred to remedy problems in the acquisition of land that was to be used in a business whose operations were to recommence were additions to the lands’ ACB.
6 October 2006 Roundtable, 2006-0197031C6 F - Obligation achetée à prime
An individual acquired a bond, bearing interest at 7% and with a face value of $100, for investment purposes in the secondary market for $124. What is the treatment of the $24 premium? CRA stated:
[W]here an individual acquires an interest-bearing bond in the secondary market as an investment at a premium, it is the CRA's view that the premium paid is an amount that forms part of the cost of the debt obligation for the purpose of determining the adjusted cost base of the debt obligation. Accordingly, the loss realized on the disposition of the debt obligation resulting from the premium on the disposition of the obligation (at maturity or on assignment) will be considered a capital loss. Furthermore, the length of the holding period of the bond does not change the nature of the premium.
However, where an individual holds a bond as a trader or dealer, it is CRA's view that any loss realized on the disposition of the bond that is attributable to the payment of a premium will be on income account.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 12 - Subsection 12(9.1) | purchase of bond at a premium does not engage s. 12(9.1) | 152 |
| Tax Topics - Income Tax Regulations - Regulation 7000 - Subsection 7000(1) - Paragraph 7000(1)(b) | bond that was purchased at a premium is not a Reg. 7000(1)(b) obligation | 57 |
31 May 2004 External T.I. 2004-0069681E5 F - Adjusted Cost Base of Real Property
Although Mr. B made a legacy of his residence to Mr. A, his surviving widow (Ms. B) remained in the residence and Mr. B's children contested the transfer of the residence to Mr. A, so that Mr. A incurred resulting legal fees. In an out-of-court settlement, Mr. A agreed to pay a lump sum to Ms. B, (payable in monthly instalments) and a "transfer agreement" was entered into between the parties to the settlement. Until Ms. B's death, she stayed in the residence and, thereafter, Mr. A sold the residence.
After noting that Ms. B’s continued occupancy could reflect a usufruct, so that the deemed trust rules in s. 248(3) might apply, CRA went on to discuss whether the legal fees constituted an addition to the cost of the residence to Mr. A acquired by him either on the death of Mr. B or on the death of Ms. B as the capital beneficiary of a deemed trust, and in commenting on the latter scenario, stated:
[S]ubsections 70(5) and 107(2) would have applied to cause Mr. A's cost of the Residence to equal the FMV of that property on Mr. B's death … . The cost to Mr. A of the Residence could … include the portion, if any, of the legal fees and payment to Ms. B that was incurred in connection with the acquisition of the Residence. … It is … possible that, through [the] transfer contract, Mr. B's children and/or Ms. B assigned to Mr. A any rights or claims they might have had with respect to the Residence. Such a legal transaction could therefore involve the acquisition of certain rights in the Residence, with a view to "perfecting" the title to the Residence for Mr. A. If this were the case, the portion, if any, of the legal fees and payment to Ms. B that would have been incurred in direct connection with the acquisition of the Residence would be added to Mr. A's cost of the Residence determined under subsections 70(5) and 107(2).
Furthermore, it is possible that some of the legal fees incurred by Mr. A could simply be part of the administration and winding up of Mr. B's estate. This portion of the costs … could [not] be added to or capitalized to the cost of the Residence.
24 February 2004 External T.I. 2003-0044931E5 - Assumption of "high rate" debt
Where a purchaser of land assumed an existing debt with a penalty payable in the event of early termination, the adjusted cost base to it of the land would not include the amount of the penalty (being a contingent liability).
14 January 2004 External T.I. 2003-0026011E5 F - Contrat à terme sur indice boursier
Regarding whether unrealized gains or losses on stock index futures contracts should be taken into account in determining the "cost amount" of a property for purposes of former Part XI, CCRA stated:
The Act … states that the cost amount of a property that is capital property is the adjusted cost base of the property, which generally reflects the costs or expenses incurred to acquire the property. In our view, unrealized gains or losses on a stock index futures contract that is a capital property are not included in the cost amount of such contract.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 233.3 - Subsection 233.3(1) - Specified Foreign Property - Paragraph (a) | foreign currency "variable margin" accounts held by registered plans with dealers are foreign property | 104 |
9 January 2004 External T.I. 2003-0047341E5 F - Coût indiqué - Biens étrangers
A registered pension plan receives an in-kind distribution of shares from one of the mutual funds it holds, and contributes such shares to two other mutual funds in exchange for units of such other funds. In indicating that this transaction would increase the cost amount of the plan’s holdings for purposes of the tax on foreign property under former s. 206(2), if the underlying properties had appreciated in value, CCRA stated:
[W]here a taxpayer disposes of a property in exchange for another type of property with a fair market value equivalent to that of the property disposed of and there is a sale under the applicable law, we are of the view that the cost of the property received by the trust that will be included in its cost amount for the purposes of subsection 206(2) will be its fair market value.
2 December 2003 External T.I. 2003-0048585 - Cost of Property Acquired for Shares
"Where an asset is acquired by a corporation in exchange for shares of the corporation issued from treasury as a result of a transaction between the corporation and parties acting at arm's length with the corporation and the price of the asset is stated in the agreement governing the conveyance of the asset, it is our view that the cost of the asset will, subject to section 85, generally be equal to the price agreed to by the parties".
13 November 2003 Internal T.I. 2003-0039637 F - perte sur creance et frais
The taxpayer disposed of shares to an arm’s length purchaser for proceeds payable in instalments, which the purchaser defaulted in paying. The vendor incurred legal costs in confirming its right to receive the deferred proceeds. In finding that such fees could not reduce the capital gain arising from the disposition, the Directorate stated:
[L]egal fees incurred to have a claim from the disposition of a share recognized are not part of the ACB of that share. Indeed, those legal fees were incurred at a time when the vendor no longer owned the share. The Act does not allow for a retroactive adjustment to the ACB of the share. In the case presented, those legal fees cannot be capitalized to the cost of the share and will not be deductible in computing the vendor's income since they are a capital expenditure.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 50 - Subsection 50(1) - Paragraph 50(1)(a) | capital loss under s. 50(1)(a) if deferred proceeds became uncollectible | 81 |
5 March 2003 External T.I. 2002-015145
Costs incurred by a purchaser in the course of a successful take-over of another corporation will be capital expenditures that should be added to the cost of the shares acquired irrespective of whether the purchaser intended to wind-up or amalgamate with the target corporation after the acquisition of the shares.
11 June 2002 External T.I. 2001-0104075 F - DEDOMMAGEMENT
In order to build a manufacturing plant on a site, a corporation had ground preparation work carried out on the site by a third party but then was ordered in a Superior Court action to pay damages, interest, and legal and experts’ fees as a result of additional work performed by the third party. CCRA indicated that (assuming that these amounts were incurred in connection with the acquisition of the plant) these components would all receive the same treatment as an addition to the cost of that asset.
However, regarding whether such amounts were contingent and, thus, not to be added to the cost in light of such judgment being under appeal, CCRA indicated that an amount should not be recognized if its payment was subject to awaiting the decision of a higher court.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 18 - Subsection 18(1) - Paragraph 18(1)(e) | damages award not recognized until appeal thereof heard | 63 |
26 April 2002 Internal T.I. 2002-0129707 F - FRAIS D'OUVERTURE DE COMPTE
An administrative fee paid by a shareholder on becoming an accountholder would be a capital expense that was an addition to the ACB of the holder’s shares rather than a deductible expense given that the shares were not a source of property income and could only generate capital gains.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 18 - Subsection 18(1) - Paragraph 18(1)(b) - Capital Expenditure v. Expense - Oversight or Investment Management | admin fee on becoming a holder of shares that were not a source of property income was a non-deductible capital expenditure and ACB addition | 56 |
| Tax Topics - Income Tax Act - Section 20 - Subsection 20(1) - Paragraph 20(1)(bb) | admin fee for shares that generate only capital gains cannot be deducted under s. 20(1)(bb) | 55 |
12 April 2002 External T.I. 2002-0122495 F - PRIME PAYEE SUR OBLIGATION
Regarding bonds acquired at a premium, CCRA stated:
If a taxpayer acquires an interest-bearing obligation at a premium and the taxpayer's activities are those of an investor, we are of the view that the premium paid on the issue or acquisition of the debt obligation is an amount that must be added to the cost of the debt obligation for the purposes of determining the adjusted cost base of the debt obligation. Consequently, the loss realized on the disposition of the debt obligation and resulting from the premium, either at maturity or at an earlier date, will be considered a capital loss. In addition, the fact that the obligation is held for the short, medium or long term does not change the nature of the premium … .
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 9 - Capital Gain vs. Profit - Debt/ receivables | short holding time to maturity does not preclude a bond from being capital property | 103 |
| Tax Topics - Income Tax Regulations - Regulation 7000 - Subsection 7000(1) - Paragraph 7000(1)(b) | determination of Reg. 7000(1)(b) proportions made on a taxpayer-specific basis | 110 |
5 March 2002 Internal T.I. 2001-0102757 F - PERTE FINALE
In order to enlarge the parking lot on its existing rental property and improve the visibility of the existing buildings, the taxpayer acquired an adjoining lot with building, incurred costs in relocating that building, capitalized those relocation costs to that building and then sold the building to a third party and claimed a terminal loss most of which represented such capitalized costs.
Before concluding that such terminal loss should be denied because the building did not qualify as depreciable property (it was not acquired for rental-income purposes notwithstanding its temporary generation of rents), the Directorate stated:
[M]ost of the moving costs … should be added to the cost of the cleared land since the purpose of the move was to clear the land rather than to advantageously locate the building.
It went on to indicate that a portion might qualify under Class 17 as relating to the construction of the parking lot.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Regulations - Regulation 1102 - Subsection 1102(1) - Paragraph 1102(1)(c) | a rental building that was acquired with a view to then moving it off the subjacent land and then selling it, was not a depreciable property | 145 |
14 June 2001 External T.I. 2000-0044935 F - Coût des actions
The requisite number of shareholders of Opco (a private corporation) agreed, at a time that the Pubco shares were trading for $2 per share, to accept an offer of Pubco to acquire each of their shares in consideration for three Pubco shares plus $4 of cash (or at their option, solely for $10 of cash). At the time of closing, the market price of Pubco shares was $1.80 per share. On the closing, Pubco added $2 to the stated capital account for the Pubco shares issued by it. CCRA stated:
[T]he cost to the acquiring corporation of each share acquired would generally correspond to the total of the amount paid in cash and the amount added by the acquiring corporation to its stated capital account … . Consequently … the cost would be $10 per share acquired by Pubco.
16 May 2001 External T.I. 2000-0053145 F - BIEN ETRANGER MEME JOUR VENTE/ACHAT
Would the cost amount of an investment in an RRSP increase if the RRSP sells and buys the same security on the same day? CCRA noted that “[t]he Act does not provide any specific rule as to the period of time that must elapse between the sale and the purchase of the same security for the purposes of subsection 206(2),” but that “[t]his could be an avoidance transaction with no purpose other than to obtain a tax benefit.”
26 April 2001 Internal T.I. 2000-0046367 F - DEBENTURES CONVERTIBLES
The corporation issued exchangeable debentures whose principal was exchangeable into a specified number of Class A shares whose price for such exchange purposes was equal to the principal of the exchanged debenture divided by the number of such shares. On the conversion, such stipulated exchange price (which was lower than each issued share’s FMV) was added by the directors to the shares’ stated capital. Before finding that the debentures were repaid on conversion for the issued shares’ stated capital, so that no premium could be deducted under s. 20(1)(f)(ii), the Directorate stated:
[T]he jurisprudence has established that the treatment of the issuer and the holder of the shares may be different, that is, it is the stated capital of the shares issued that generally constitutes the cost of the property received in consideration for their issue and it is the FMV of such shares that is used to determine the tax consequences to the holder of the shares when the holder has transferred property in consideration for the acquisition of such shares.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 20 - Subsection 20(1) - Paragraph 20(1)(f) | shares issued on conversion of debenture for their stated capital (equal to debenture face amount) rather than higher FMV, so that they were not repaid at a premium | 160 |
| Tax Topics - Income Tax Act - Section 89 - Subsection 89(1) - Paid-Up Capital | stated capital of shares issued determined in board’s discretion and may be less than their FMV | 230 |
28 March 2001 External T.I. 2001-0070415 F - Interaction entre les articles 51 et 116
CCRA indicated that on a s. 51 exchange by a non-resident of its shares of Canco, Canco is considered to have acquired the exchanged shares at a cost equal to the PUC of the shares issued by it.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 51 - Subsection 51(1) | on a s. 51 exchange, the corporation is considered to have acquired the exchanged shares at a cost equal to the PUC of the shares issued by it | 188 |
| Tax Topics - Income Tax Act - Section 116 - Subsection 116(5) | acquisition of the exchanged shares by the corporation on a s. 51 exchange at a cost equal to PUC of issued shares | 64 |
| Tax Topics - Income Tax Act - Section 116 - Subsection 116(6) - Paragraph 116(6)(a) | s. 116(6)(a) does not apply to shares acquired by Canco on a s. 51 exchange of Canco shares | 45 |
11 January 2001 Internal T.I. 2000-0037167 F - CLAUSE D'AJUSTEMENT DE PRIX
The vendor agreed in the share sale agreement to indemnify the purchaser for any loss suffered after the purchase of the shares in respect of a specified matter arising before the sale. In applying IT-365R2, para. 9 to reduce the ACB to the purchaser of its shares by the amount of the damages received pursuant to this clause, CCRA indicated that this payment was a capital payment linked to the acquisition of the shares of the corporations concerned and was primarily intended to protect the purchaser against any loss of value. It was essentially a mechanism for adjusting the price paid for such shares and should therefore reduce the cost of those shares to the purchaser.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 40 - Subsection 40(1) - Paragraph 40(1)(a) - Subparagraph 40(1)(a)(i) | damages received by share purchaser reduced the ACB of its shares and were not a taxable capital gain | 47 |
12 February 1997 External T.I. 9631575 - INTERACTION OF SECTIONS 51 AND 116
After finding that an exchange by non-resident pursuant to s. 51(1) of his common shares (which were taxable Canadian property) of a Canadian private corporation for preferred shares of the corporation entailed an acquisition of those common shares for s. 116(5) purposes, CRA stated:
The cost to the corporation of its common shares acquired for cancellation for purpose of paragraph 116(5)(c) of the Act would be that cost under common law principles. In this regard, the cost of a property acquired by a corporation issuing shares as consideration for the acquisition of the property is equal to the amount credited to the stated capital of such shares. This would appear to be consistent with the principle accepted by the courts in the decision of Tuxedo Holding Co. Ltd. v. M.N.R. 59 DTC 1102 (Ex. Ct.).
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 51 - Subsection 51(1) | s. 51(1) does not deem the issuer not to have acquired the exchanged share | 97 |
| Tax Topics - Income Tax Act - Section 116 - Subsection 116(5) | s. 116(5) is applicable to issuer if s. 51(1) exchange of TCP | 201 |
21 November 1997 External T.I. 9727985 - COST BASIS - FOREIGN TRIANGULAR AMALGAMATION
Redetermination of the cost of the shares of a foreign corporation held by a Canadian parent as a result of a triangular amalgamation of non-resident corporations, where merger shares of the Canadian parent have been contributed to a predecessor corporation as part of the amalgamation.
3 October 1994 External T.I. 9424115 - EPSP FORFEITURES
A contingent right to have shares vested in a beneficiary of an employee profit sharing plan would not generally have any cost since that right is generally bestowed on the beneficiary gratuitously.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 248 - Subsection 248(1) - Property | 33 |
93 C.P.T.J. - Q.29
Although the definition of ACB does not preclude property other than capital property from having an ACB, transactions involving inventory or Canadian resource property are subject to specific provisions of the Act which are not governed by the concept of ACB.
15 October 1991 T.I. (Tax Window, No. 11, p. 8, ¶1525)
Capital sums received by a corporation in respect of damage to its land by drilling or exploring for oil and natural gas pursuant to a lease were to be ignored in computing the actual cost of the land to it for purposes of s. 88(2.1).
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 88 - Subsection 88(2.1) | 33 |
22 August 1991 T.I. (Tax Window, No. 8, p. 11, ¶1407)
The fees of a committee for an incompetent may be included in the ACB or the cost of disposition of the investments to the extent reasonably allocable to the purchase or disposition.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 12 - Subsection 12(1) - Paragraph 12(1)(b) | 39 |
6 June 1991 Memorandum (Tax Window, No. 4, p. 22, ¶1283)
An account rendered to an owner of property for work completed by a contractor represents an amount which has been incurred by the owner and therefore may be included in the owner's cost notwithstanding that the owner is required to withhold part of the payment in order to comply with construction lien legislation.
13 May 1991 T.I. (Tax Window, No. 3, p. 25, ¶1230)
The fact that the individual vendor of the share receives a deemed dividend under s. 84.1(1) does not reduce the cost of the shares to the transferee.
5 March 1990 T.I. (August 1990 Access Letter, ¶1383)
Where an NRO ceases to be such by virtue of one of its shareholders becoming resident in Canada, the capital gain to the former NRO from the disposition of assets which are not taxable Canadian property will be based on the original cost of those assets to the corporation and not on the value of those assets at the time the shareholder became resident in Canada.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 133 - Subsection 133(1) | 13 | |
| Tax Topics - Income Tax Act - Section 48 - Subsection 48(3) | 51 |
29 Aug. 89 Inter-Office Memo (Jan. 90 Access Letter, ¶1089)
Holdco owns two operating companies, Opco 1 and Opco 2, sells Opco 1 to a third party and at the same time Holdco and Opco 2 give the third party an option on Opco 2's business. Later, Opco 2 repurchases the option from the third party for $1 million. The adjusted cost base of the assets covered by the option thereby is increased by $1 million, i.e., the principle in IT-403, para. 3 is applicable.
89 C.P.T.J. - Q11
The cost to a purchaser of a gas property in carrying out the assumed take-or-pay obligation in respect of the property will represent part of its cost of acquiring the property.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 20 - Subsection 20(1) - Paragraph 20(1)(m) | 53 |
87 C.R. - Q.42
Where a taxpayer has acquired an asset and the allowance given for a trade-in of the used asset exceeds its fair market value at the time of the trade-in, the capital cost of the new asset must be based on the fair market value of the asset traded in plus the amount of any cash or other consideration.
84 C.R. - Q.63
RC does not regard a "hedge cost" or "hedge premium" as a separate item, but instead takes it into account at the time of contract fulfillment.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 9 - Capital Gain vs. Profit - Foreign Exchange | 36 |
IT-153R3 "Land Developers - Subdivision and Development Costs and Carrying Charges on Land"
Costs directly attributable to the development of land inventory, for example, legal, consulting, mortgage and survey fees, are added to the cost of the land in the taxation year incurred.
| Locations of other summaries | Wordcount | |
|---|---|---|
| Tax Topics - Income Tax Act - Section 10 - Subsection 10(1) | 119 | |
| Tax Topics - Income Tax Act - Section 18 - Subsection 18(2) | 0 | |
| Tax Topics - Income Tax Act - Section 18 - Subsection 18(3) - Land | 0 |