Dates and location
Pricing
Hours
Dates and location
Pricing
Hours
Description
Participants will gain a practical understanding of core corporate reorganization tools under the Income Tax Act, including share‑for‑share and debt‑for‑share provisions, wind‑ups, amalgamations, divisive reorganizations, and related anti‑avoidance considerations. The course emphasizes how these rules interact, common traps to avoid, and the steps to plan and execute restructurings efficiently.
Topics include:
- Share/debt reorganizations: sections 51, 51.1, 85.1, 86 (purpose, requirements, ordering, PUC, history preservation, comparisons).
- Consolidations: amalgamations (incl. bumps and special cases) and wind‑ups (requirements, results, planning considerations).
- Anti‑avoidance and related rules: sections 55 and 84.1, benefit provisions, attribution rules, special taxes, GAAR, and mandatory disclosure considerations.
- Divisive reorganizations: paragraph 55(3)(a) related‑party reorganizations and paragraph 55(3)(b) butterfly transactions (overview, property types, denial rules, and illustrative steps).
NOTE: This course description has been revised and reflects updates for 2026. If you have any questions, please contact pdevents@cpaontario.ca.
Schedule
- November 19, 2026, 8:30 a.m. - 12:30 p.m.
- November 20, 2026, 8:30 a.m. - 12:30 p.m.
Key Takeaways
By the end of this course, participants should be able to:
- Differentiate between key share and debt reorganization provisions and explain the tax consequences of each.
- Describe and apply the Canadian tax consequences of wind‑ups and amalgamations, including when each approach is appropriate.
- Identify and assess relevant anti‑avoidance provisions (e.g., sections 55, 84.1, GAAR) and related benefit/attribution rules in the context of reorganizations.
- Explain the mechanics and tax implications of tax‑deferred divisive reorganizations and recognize common pitfalls.
Who Will Benefit
- Practitioners or financial executives with limited experience in share/debt reorganizations, consolidations, wind‑ups, amalgamations, and GAAR who want a structured fundamentals overview.
- Professionals involved in corporate reorganizations who seek a clearer understanding of relevant Canadian income tax provisions and common pitfalls.
Prerequisite(s)
- Participants should be familiar with the existing tax rules in the Income Tax Act.
- A reasonable understanding of the requirements and tax consequences of section 85 is recommended, as it is foundational for several modules.
How to Access the Course
This course is delivered as a live webinar. To receive verifiable CPD hours, you must attend the session live. We recommend joining at least 5 minutes before the scheduled start time. For the best interactive experience, please use a computer equipped with a camera and microphone.
A reminder email with the Zoom link and course details will be sent two business days before the session. If you do not receive it, please check your spam or junk folder.
The same information, including any available materials, will also be posted in advance on our Blackboard LMS.
Registration, cancellation, withdrawal and all other CPA Ontario PD policies can be found here.
Speaker(s)
Tom Pister, B. Comm., CPA, CA, LL.B. is a CPA and tax lawyer specializing in all facets of income taxation and estate planning in the private corporation and owner/manager contexts with particular expertise in the area of corporate reorganizations. He also represents clients on a variety of tax issues involving the CRA (including voluntary disclosures, tax audits, objections etc.). He has taught tax courses through CPA Ontario and the Ontario Bar Admission Course.