Before Opco (whose shares were held by three unrelated individuals, Messrs. A, B and C) was to effect a real-estate spin-off to a new sister corporation, entailing inter alia a transfer of Opco to a new holding company (as to which CRA provided an s. 55(3)(a) ruling), estate freezing transactions were to be implemented, resulting in two family trusts and two Newcos acquiring shares of Opco.
The ruling letter had a representation that the estate freeze transactions “will not be carried out with a view to completing the series of transactions that includes the Proposed Transactions and would be completed notwithstanding the implementation of the Proposed Transactions, and vice versa.” See also Deans Knight at para. 55 regarding the proposition that transactions are not undertaken in contemplation of a subsequent series unless they are undertaken “in relation to” or “because of” that series.