Following the Poulin decision, does CRA intend to modify its position respecting the potential application of s. 84.1 where a departing employee sells shares of the employer to a Buyco? CRA responded:
[T]he CRA generally agrees with the Court when it recognized that "[t]he fact that Mr. Poulin and Mr. Turgeon had structured the transaction such that Mr. Poulin could benefit from his capital gains deduction does not mean that the parties acted in concert without separate interests.” …
[I]t could nevertheless be established that…as with Hélie Holdco, BuyCo incurred no economic risk in participating in the transaction, did not derive any benefit from the purchase of shares, had no interest other than to allow the employee/shareholder to realize a capital gain and benefit from the deduction, and had no function independent of the employee /shareholder or the operating corporation - and, in short, it only participated in the transaction as an accommodation for the benefit of the employee/shareholder.