Background
Trust, whose central management and control will be in Canada, whose units will be issued on a private placement basis to Canadian investors and which will qualify as a mutual fund trust, will serve as a Canadian feeder fund that subscribes for shares of USco. In order that repurchases by USco of its shares will not be subject to US withholding tax, it will be necessary, when a Trust unitholder wishes to redeem its Trust units, for such units to be redeemed in kind for shares of USco, before such shares are repurchased for cash in its hands. However, in the case of a registered plan, USco shares distributed to it directly would not be a qualified investments.
Proposed transactions
Accordingly, a Buyco will be created. On the day for settlement of a redemption/repurchase transaction, there will be, in quick succession, a transfer by the registered plan of its Trust units to Buyco, a redemption of such units in the hands of Buyco for USco shares, and the repurchase of such shares by USco for consideration consisting of it directing that funds in a Canadian bank deposit previously held for it will thereupon be held for the benefit of the plan, thereby satisfying its obligation to pay the share repurchase price to Buyco, and Buyco’s obligation to pay the purchase price for the Trust units.
Ruling
The registered plan will not thereby be considered to have acquired a non-qualified investment.