Regarding a query as to whether CRA will continue to have “too much focus on the location of board meetings” in determining corporate residency, CRA noted that De Beers indicated that a corporation’s central management and control “must … be determined after a scrutiny of the whole ‘course of business and trading’ of the corporation,” and then stated:
Usually, central management and control is considered to abide where the members of the board of directors meet to make important and strategic decisions regarding the affairs of the corporation, unless central management of control is actually exercised elsewhere. However, the presence of board meetings in the country in which the corporation is asserting residence would not, in and of itself, be sufficient to conclude that the corporation is resident in that country. It is well-established under common law that it is the actual place of management, not the place in which it ought to be managed, which fixes the residence of a corporation. The courts have repeatedly considered evidence beyond the location of board meetings in order to look at the whole “course of business and trading” of a corporation.