Before concluding that the portion of the sale price allocated on the sale of a business division to the actuarial surplus in the pension plan was to be included in the vendor’s income under s. 56(1)(a)(i), the Directorate quoted from Transocean regarding the meaning of “in lieu of payment of”, indicated that this established a test of whether the amount was a "reasonable substitute for a superannuation or pension benefit," and concluded:
Instead of obtaining a refund under the terms of the Plan, the Vendor elected to assign its rights to the Purchaser in consideration for a payment of $XXXXXXXXXX. We are of the view that such payment is a reasonable substitute for the superannuation or pension benefit that it could have received directly from the Plan. Consequently, by virtue of subparagraph 56(1)(a)(i), that amount must be included in the Vendor's income for the taxation year in which it is paid to it.