5 October 2012 Roundtable, 2012-0451291C6 F - Subsection 85(1) and UMIR Marketplace Rules -- summary under Subsection 85(1)

The questioner referred to securities’ law requirements that certain transactions occur on the exchange rather than on an off-market basis. CRA indicated that if a shareholder sold the shareholder’s shares of public companies for their market price on the exchange and the shareholder’s personal holding company purchases the same number of shares on the exchange for their market price, the s. 85(1) rollover would not be available because inter alia there would be no transfer of the shares “to” the holding company.