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Darlene Saunders Has Operated an Unincorporated Business for Over 10

Question 78

Essay

Darlene Saunders has operated an unincorporated business for over 10 years. The business has been very successful and has now reached a point where it is producing more income than she requires for her personal needs. Given this, she would like to transfer the business to a new corporation, using the provisions of ITA 85(1).
On January 5, 2020, the transfer date, the tangible assets of the business have tax values of $375,000. Their fair market value is $1,190,000. In addition, because of the success of the business, it is estimated that the business has goodwill of $320,000. At the transaction date, liabilities total $115,000.
The elected value for the transfer will be equal to the tax values of $375,000. The corporation will assume the $115,000 in liabilities that are on the books of the business. In addition, Darlene will receive:
• New debt of $85,000.
• Preferred shares with a fair market value of $100,000.
• Common shares with a fair market value of $1,210,000.
Any dividends paid by the corporation will be non-eligible.
Required: Determine the following:
1. The adjusted cost base of each type of consideration received by Darlene.
2. The paid up capital of each type of share issued by the new corporation.
3. The tax consequences to Darlene of the new preferred shares being redeemed at their fair market value immediately.

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