CTF - 1990 Conference Report
QUESTION I 57
Amalgamation - Year End
Corporations A and B are amalgamated on the same day on which control of corporation B was acquired by corporation A. If no election pursuant to subsection 256(9) is filed, then control of corporation a will be considered to have been acquired at the commencement of that day and the taxation year of B will be deemed to have ended immediately before that time pursuant to paragraph 249(4)(a). On the amalgamation, corporation a would have a deemed year end immediately before the amalgamation pursuant to paragraph 87(2)(a). In the situation described, will corporation B have one or two deemed year ends as a result of the change of control and the amalgamation?
DEPARTMENT'S POSITION
As explained in paragraph 9 of IT-474R, if corporation A and corporation B do not set forth a specific time but only the date of amalgamation in their certificate of amalgamation, the time of amalgamation is the earliest moment on that date. As this is the same as the time that corporation A acquired corporation B, provided that no election pursuant to 256(9) was filed, corporation a has only one deemed year end as a result of the acquisition of control and the amalgamation.
Prepared by: D. Watson