CPA Magazine Article - August 2016
- 1. Flow-Through Shares Our structured 鍖 ow-through share strategy is useful to high-income accredited investors and corporations seeking to reduce their income taxes, to achieve exceptional guaranteed returns, or to soak up and monetize capital losses. To learn more about the Share Initiative and to discuss the impact of the Share Initiative based on your own personal circumstances (including province of residence, income and tax characteristics) please contact: Michael Onstad michael.onstad@loc-consultants.com or (604)-240-2394 expectation to continue to earn the same amount for this year. Alternatively, the investor will be required to have 鍖nancial assets exceeding $1 million (excluding primary residence) or have net assets of at least $5 million (including net value of primary residence). Flow-Through Shares and Tax Reduction Our strategy is crafted for high-income individuals and corporations seeking a direct reduction in income taxes. Utilizing a structured 鍖 ow- through share transaction, the strategy provides the tax bene鍖 ts of 鍖 ow- through shares without subjecting you to price risk on the underlying shares. Our strategy provides the tax bene鍖ts of 鍖ow-through shares without the long-term holding period, share price volatility and material risk of loss associated with the purchase of 鍖ow-through LP units or direct investments in 鍖ow-through shares. We applied for and received the 鍖rst Canadian advance income tax ruling approving our structure on November 13, 2007. Since then there have been 6 favourable rulings issued. We have provided advice to our clients regarding the purchase and sale of more than $500 million of 鍖ow-through shares since 2006. Due Diligence Before we advise a client regarding a transaction with a speci鍖c issuer of 鍖ow-through shares, we examine (i) the issuers 鍖nancial position to assess its 鍖scal soundness and (ii) the transaction documents to ensure that the issuers legal obligations and our clients legal rights are accurately speci鍖ed. Our strategy removes market risk (i.e., the risk that the client will be harmed by a falling share price). The major remaining risk is that the issuer fails to spend the funds raised in the offering on expenditures that are eligible for the 鍖ow-through tax bene鍖ts within the mandated time period. (Funds generally must be spent on eligible expenditures by December 31st of the calendar year following the year of the offering). In the event that the issuer fails to comply with its commitment to properly spend the funds, the related income tax bene鍖ts will be disallowed in whole or in part. Accordingly, our due diligence focuses on the issuers 鍖nancial soundness to ensure the issuer can successfully complete its committed exploration program without hardship. We also ensure that the transaction documents include an indemnity agreement whereby the issuer agrees to indemnify subscribers of the 鍖ow-through shares where the issuers actions result in a full or partial disallowance of the anticipated income tax bene鍖ts. Tax Bene鍖ts Holding Period Volatility Risk of After-tax Loss Individually- tailored Transactions Our Strategy Yes None Immediate Liquidity None No risk of share-price decline Yes Flow- Through LP Yes 18-24 months High Losses in 2 of the past 5 years No Individual Direct FT Investment Yes 120 days High Material risk of loss Yes, but dif鍖cult for individual investor to access What is a Flow-Through Share (FTS)? A 鍖ow-through share is a tax-advantaged investment in the common shares of a Canadian company in the natural resource or renewable energy sector. A company that issues 鍖ow-through shares renounces or 鍖ows through to the purchaser tax expenses associated with certain exploration, development and project start up activities that it would otherwise be permitted to deduct on its own tax return. The purchaser can deduct these Canadian Exploration Expenses (CEE) in an amount up to the purchase price of the 鍖ow-through shares in calculating his or her own taxable income. Who can take advantage of our strategy? Any Canadian taxpayer who quali鍖es as an Accredited Investor or a Canadian Corporation may take advantage. An accredited investor is an individual who has made at least $200,000 each year for the last two years or $300,000 with his or her spouse if married. He/she will also need to have the Comparing Our Strategy to Alternative FT Options Loc PRINT_AUG_62816.indd 46 6/28/2016 9:24:33 AM