2008 Ruling 2008-0272141R3 - Conversion of Delaware corporation into LLC -- summary under Article 13

The shares of a U.S. corporation (D Co) holding two Canadian subsidiaries (G Co and H Co) whose shares are taxable Canadian property are contributed by its U.S.-resident parent (B Co) to a U.S. affiliate. Ruling that "although there will be a disposition of the D Co shares when B Co contributes them to C Co, any gain on this disposition will be exempt from tax in Canada under Article XIII(4) of the Treaty."