Corporate Restructuring – Fundamentals

Overview:

Your client’s business and personal situation is constantly changing. The existing business structure may no longer be suitable or ideal, and you are seeking tax-efficient alternatives. This course highlights fundamental income tax considerations that arise in corporate reorganizations, including a discussion of related provisions and key pitfalls to avoid.

Under the Income Tax Act (ITA), several corporate reorganization alternatives contain complex provisions that often interact with related or anti-avoidance provisions. There are a number of corporate reorganization alternatives that can be implemented under the ITA. Some of the provisions are complex and often interact with related provisions or anti-avoidance provisions. It is common for the shares and debt of corporates to be transferred between taxpayers and entities for both tax and non-tax reasons. 

This course provides you with a summary of the tools available to effect these transfers or mergers in a tax-efficient manner. This course also considers the traps and anti-avoidance rules to consider when entering such transactions. Extensive examples are used to highlight strategies and issues associated with the process of initiating a corporate reorganization.

Course Content:

In this course, you will gain knowledge about the following topics:

• Tax-deferred rollovers (other than Section 85)
• Wind-ups
• Amalgamations
• Share exchanges and reorganizations
• Anti-avoidance provisions
• Divisive reorganizations

Learning Objectives:

Upon completing this course, you should be able to:

• Identify the differences between the various share-for-share and debt-for-share reorganization provisions, and the tax consequences of each
• Describe and apply the Canadian consequences of, and the differences between, a wind-up and an amalgamation
• Identify the anti-avoidance rules to consider when effecting a corporate reorganization
• Describe the mechanics, and the tax consequences, of a tax deferred divisive reorganization

Who Will Benefit: 

Practitioners or financial executives with limited experience in share/debt reorganizations, consolidations, wind-ups, amalgamations and the GAAR. CPAs who are involved in corporation reorganizations, or are seeking an increased understanding of relevant Canadian income tax provisions.