Solution containing lithium salt-solvent clusters makes lithium-metal batteries safer and long lasting

ACS past president is honored for his work in promoting the public image of chemistry

Chemist honored for her tireless efforts on behalf of diversity, inclusion, and volunteerism in the society

Chair departs, investigators leave, staff fears changing mission

Laureates honored in chemistry, life sciences, and physical sciences and engineering.

Chemist Amy Prieto of Colorado State University discusses her work to commercialize a safer, more customizable battery

Chair departs, investigators leave, staff fears changing mission

Using GoPros and other inexpensive cameras, researchers are documenting their experimental procedures

Using GoPros and other inexpensive cameras, researchers are documenting their experimental procedures

Chemists at ShanghaiTech University are championing academic collaboration and eschewing traditional subject-matter divisions

Sitharaman is presenting the full Budget for 2019-20. She is carrying the Budget documents in a red silk bag with national emblem.

There's hardly anything that can go wrong with this vehicle since it offers everything that a buyer in this segment would ever want.

This edition of Wainberg's Society Meetings Including Rules of Order is an updated version of the very popular first edition that was published in 1992. Easy reading and authoritative discussion of many of the issues that would arise at, before, or during, the holding of meetings of directors or members of societies make this book an indispensable reference guide for members of various charities and other non-share capital corporations.

Editors

Hartley R. Nathan, Q.C.
J. Glyde Hone, LL.B., LL.M.

Publication Year: 2001

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Butterfly reorganizations are among the most complex subjects in Canadian tax. Be fully versed with the most comprehensive resource available. Now available online, use your subscription to:

• Search research content instantly
• Access your applicable CCH subscriptions; all integrated
• Save research to your electronic client files
• Enjoy access virtually anywhere

This third edition of Understanding Section 55 and Butterfly Reorganizations is an essential reference for tax and legal professionals specializing in mergers and acquisitions. This extensively revised edition is the definitive source for in-depth analysis and authoritative information, including:

• Various technical amendments released over the years that have altered the tax rules governing butterfly reorganizations.  
• Department of Finance comfort letters indicating Finance’s intention to propose additional changes to various aspects of section 55.
• Tax court decisions that have prompted the Canada Revenue Agency to change its interpretation of how section 55 applies in certain circumstances (e.g., in the calculation of safe income) and the meaning of certain terms in the tax law (e.g., "series of transactions", "in contemplation of").
• Current reorganization techniques, practical examples and case studies of butterfly reorganizations within Canada.

Understanding Section 55 and Butterfly Reorganizations, 3rd Edition provides a comprehensive analysis of section 55 in its entirety, including the calculation of safe income. Topics covered include:

• Subsection 55(2): The Basics
• Paragraph 55(3)(A) Exemption
• What Is a Butterfly?
• The Pro Rata Distribution Requirement
• The Butterfly Exemption Denial Rules
• Exceptions to the Butterfly Exemption Denial Rules and Various Interpretive Rules
• Related Issues

Rick McLean, CA, is a partner in the Mergers & Acquisitions Tax Services Group at KPMG LLP and leader of KPMG’s Corporate Reorganizations Tax practice in Toronto.  Rick specializes in and has extensive experience in structuring Canadian and international mergers, acquisitions, divestitures and corporate reorganizations, including public company spin-off transactions. Rick advises both public and private companies on M&A and corporate reorganization tax issues. The book includes contributions from KPMG Tax professionals across Canada who specialize in providing tax advice on complex corporate reorganization and M&A transactions.

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An accurate and well written guide to estate planning, estate freeze, income splitting and post mortem tax planning.

The successful transfer of a family business from one generation to the next is notoriously difficult. In Tax and Family Business Succession Planning, authors David Louis, Samantha Prasad and new co-author Michael Goldberg, of Minden Gross LLP, provide an in-depth discussion of the myriad aspects of planning a successful transfer of a family business from one generation to the next.

Expert guidance on such complex income tax matters as:

• Implementing, adjusting and – if necessary – undoing an estate freeze
• Reversionary trust rules
• Crystallization of capital gains
• Life insurance
• Stop-loss rules
• Small business deduction
• Attribution rules
• Spin-outs
• Post-mortem issues

Non-tax matters integral to the succession planning process also considered include:

• Trustees’ powers and duties
• Shareholders’ agreements
• Buy-sell agreements
• Family law
• Creditor proofing
• RRSP, RRIF and life insurance designations

Updated and expanded:

The third edition of Tax and Family Business Succession Planning has been updated and expanded to reflect budgetary pronouncements, legislative changes and new case law, including:

• Control premium issues
• Valuation of discretionary trust
• Planning for 21st anniversary of a trust 
• Shareholder agreements relating to buy outs on death
• Association rules and trusts/choice of executor
• New developments in distributions to non-residents
• Estates and acquisition of control rules
• Structures to multiply the capital gains exemption
• Discussion of recent technical interpretations (including APFF and STEP Round Tables) and case law developments

Abbreviated Table of Contents

• Chapter 1 – Introduction to Tax and Family Business Succession
• Chapter 2 – Estate Freezes
• Chapter 3 – Trusts
• Chapter 4 – Capital Gains Exemption & Crystallizat

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  Full Article
  
  

 The best-selling Shareholders' Agreements: a Tax and Legal Guide is a practical, easy to read reference guide to the major business, financial, and tax considerations involved when structuring shareholders' agreements. The book has been revised since the last edition to take into account changing tax legislation and updates to common legal precedents such as:

• Enhanced GAAR discussion with comments on recent Superior Court of Canada decision
• Changes relating to non-competition agreements
• New dividend taxation rules
• New issues on share purchase on death
• Increased lifetime SBC capital gains deduction
• Changes relating to non-resident vendors/purchasers

The above changes will impact the typical shareholders' agreement as it would relate to payment of dividends vs. retention of income at the corporate level, structuring buyouts in the most tax effective way and the role of holding companies.

Consequently, the content of the book has been updated in order to meet the needs of professionals such as lawyers, accountants, insurance agents, and financial advisors who are frequently asked to comment on these types of agreements. This is especially important since shareholders' agreements form an integral part of business succession and estate planning, which is an area of projected growth given an aging population.

Additional Content:

Shareholders' Agreements: a Tax and Legal Guide also includes boilerplate samples on the accompanying DVD. Working sample agreements and variable clauses will be included on the DVD for convenient agreement creation.

About the Authors:

Jack Bernstein is a Senior Tax Partner with the law firm of Aird & Berlis LLP and a CCH author. Jack is a leading practitioner in the areas of corporate tax and estate planning. He is a well-known lecturer with several professional associations and has written for a number of trade publications. Jack is the original author of the 1988 work.

Stuart Bollefer is also a Senior Tax Partner and a member of the firm's Tax Group, as well as Chair of the Wealth Management and Succession Planning Team. Stuart has more than 25 years of extensive experience providing domestic and international tax advice with respect to mergers and acquisitions, inbound and outbound investment and business expansion, and estate and wealth preservation planning. Stuart acted as editor in chief and contributor in this edition.

Steven Kelman and Dennis Miller are Partners with Aird & Berlis LLP's Corporate Finance group, practising in the areas of corporate finance, mergers & acquisitions, debt and equity financings, and shareholders' agreements. Steven and Dennis have presented at a numbe

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Do you need timely, accurate answers to today's tough regulatory questions? You'll find the answers in this completely revised and updated edition of Regulation of Securities: SEC Answer Book. Featuring a practical question and answer format similar to that embraced by the SEC, it answers virtually any question that could arise in day-to-day corporate compliance, and provides convenient access to relevant rules, procedures, case law, and forms. It gives you straightforward answers to relevant, real-world securities law questions.

An extensive array of time-saving tables simplifies your work. Other research tools for streamlining your research include Securities Act registration forms, Exchange Act forms and schedules, and key SEC releases by topic.

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Published December 2011

Implementing Estate Freezes provides expert, yet highly practical guidance on implementing estate freezes. The author, David Louis, C.A., LL.B. of Minden Gross LLP., is one of Canada's most respected tax commentators. It's an essential addition to the library of all estate planners!

Topics covered:

• Transferring Assets
• Internal and Holding Company Freezes
• Corporate Estate Freezes – Technical Issues
• Alternative Methods and Variations
• Capitalization Considerations and Shareholders Provisions for Estate Freezes
• Estate Freeze Work Sheets
• Section 85 Basics
• Valuation Issues
• Use of a Trust to Hold Common Shares
• Checklist for Section 85 Rollovers
• Control of the Corporation
• Paid-up Capital
• Section 86 Freezes
• Section 51 Freezes
• Stock Dividend Freezes
• Personal, Trust, and Corporate Attribution Rules
• Distributions from a Family Trust
• GAAR
• 'Melts', 'Thaws', 'Gels', and 'Refreezes'
• Shareholders' Agreements
• Redemption Rights
• Retraction Rights
• Family Law Issues
• Accounting Considerations

Features include:

• An appendix containing an extensive case study, "Inter Vivos Trusts - Current Tax Issues", that highlights potential complications, not only with regard to income tax, but also with regard to family law, trust law, corporate law, and cross border taxation issues
• Diagrams, charts, checklists, and precedents that will be valued by both novice and seasoned practitioners alike

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Published: April 2012

This practical desk reference has proven to be one of the most comprehensive and reliable legal reading, reasoning, and writing guides available today.

Synthesis: Legal Reading, Reasoning and Writing in Canada, 3rd Edition will help students and legal practitioners to:

• Write more effective legal memos, opinion letters, briefs, arguments, status reports, pleadings, and draft opinions;
• Learn how to use primary and secondary legal resources in making legal arguments; and
• Develop skills in legal reading, reasoning, and research using examples, exercises, charts, and diagrams

What's new:

• Expanded introductory chapter with new information on lawyering in the digital age, requirements for becoming a lawyer and professional discipline
• New material on the contribution of aboriginal and European legal  traditions to the development of Canadian law 
• New material on equitable jurisdiction and the use of equitable maxims in framing arguments
• New material on aboriginal courts  
• Expanded and updated discussion of research approaches and the use of electronic legal materials
• Updated appendices of reference works, websites and legal blogs

About the Author
Tested in the classroom over several years by the American authors, Synthesis has been rewritten for Canadian readers by an experienced law teacher, Margaret E. McCallum, LLB, PhD. Since 1990, Margaret McCallum has taught in the Faculty of Law at the University of New Brunswick.

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This webcast was recoreded on March 26, 2008

Cross-Border Tax Update will discuss a number of changes affecting Canadian tax laws that have recently been enacted or that are expected to come into force in 2008 and will have a significant impact on cross-border taxation.

This webinar is intended to provide valuable updates to those with at least an intermediate understanding of cross-border tax issues including those working in private practice and those working in-house.

Agenda

• Updates regarding the protocol to the Canada-U.S. Income Tax Convention
• The elimination of withholding tax on interest paid to non-residents
• Changes to the Canada Revenue Agency policy regarding amalgamations and non-residents
• The status of the foreign investment entity/non-resident trust rules
• Developments in the area of transfer pricing

The Speakers
Jules Lewy, LLB, is a Fraser Milner Casgrain LLP partner who focuses on all aspects of taxation, including corporate, international, and personal tax law, and frequently provides business and tax advice to owner-managed businesses, including advice on corporate reorganizations, acquisitions and divestitures.

Duane Milot, LLB, is a Fraser Milner Casgrain LLP lawyer whose practice focuses on general corporate income tax law for both domestic and international tax issues, and represents taxpayers in disputes with the Canada Revenue Agency and provincial tax authorities.

Christopher Steeves, LLB, is a Fraser Milner Casgrain LLP partner who practices tax law with particular expertise in the area of corporate restructurings and acquisitions involving Canadian businesses.

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International Financial Reporting Standards IFRS 2011 is the only official printed edition of the consolidated text of the IASB's authoritative pronouncements as issued on January 1st  2011.

This edition includes the latest version of International Financial Reporting Standards (IFRSs), International Accounting Standards (IASs), IFRIC and SIC Interpretations and the supporting documents—illustrative examples, implementation guidance, bases for conclusions and dissenting opinions - as issued by the IASB on  January 1st  2011.

For convenience, this RED book edition is presented in two parts:

• Part A (the Conceptual Framework and requirements) contains the latest version of International Financial Reporting Standards (IFRSs), International Accounting Standards (IASs), and IFRIC and SIC Interpretations.
• Part B contains the accompanying documents, such as illustrative examples, implementation guidance, bases for conclusions and dissenting opinions.

This edition also includes the IFRS Foundation Constitution, the IASB Conceptual Framework for Financial Reporting, the Preface to International Financial Reporting Standards, the Due Process Handbooks for the IASB and IFRIC, an updated Glossary of Terms, and a comprehensive Index.

This edition does not contain documents that are being replaced or superseded but remain applicable if the reporting entity chooses not to adopt the newer versions early.

Part A is 1344 pages (one book) containing the standards/interpretations
Part B is 1984 pages (one book) containing the accompanying documents, bases for conclusions etc.

Published:  March 2011

Related Titles

• Accounting Research Manager
• CCH's IFRS for Canada
• International Accounting/Financial Reporting Standards Guide (2012)
• iGAAP: IFRS for Canada Online

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Non-Residents, Cross-Border Transactions, and the GST is an invaluable resource for anyone involved with GST/HST issues concerning non-residents. This book provides practical guidance for non-residents of Canada that deal with Canadian customers or products, or carry on business in Canada, and need to know how the GST/HST applies to them. Non-Residents, Cross-Border Transactions, and the GST is a useful addition to the library of anyone who deals with non-residents including commodity tax practitioners, controllers, and business owners.

Key topics discussed in the book include:

• Drop-shipments
• Non-resident override rule
• Place of supply rules
• Cross-border transactions
• Imports and exports
• De facto importer rules
• Permanent establishments and carrying on business in Canada
• Recovery of tax by non-residents

The book contains clear explanations of fundamental topics, with numerous examples, especially on the application of the tricky drop-shipment rules. Also contains a detailed topical index.

Steven K. D'Arcy is a lawyer and a partner in Bennett Jones LLP, one of Canada's leading business law firms. His practice involves all areas of commodity tax with particular emphasis on the goods and services tax, Canadian customs laws, provincial retail sales tax, and anti-dumping duties.

In his GST practice, Steven advises on all facets of the GST legislation with emphasis on corporate transactions, particularly cross-border transactions. He has represented clients on numerous occasions with respect to GST assessments and proposed assessments. Steven served as counsel to the House of Commons Standing Committee on Finance with respect to its review of alternatives to the GST and has frequently provided advice to the Department of Finance with respect to proposed GST amendments.

Steven was recently recognized as a leading Canadian tax practitioner in indirect taxes in the International Tax Review's World Tax 2005. He is annually recognized in LEXPERT®/American Lawyer's Guide to the Leading 500 Lawyers in Canada, is also recognized in LEXPERT's Canadian Legal Directory as one of Canada's most frequently recommended commodity tax/customs practitioners, and is consistently recommended as an international trade regulation practitioner. Steven co-developed the Canadian Institute of Chartered Accountants annual "In-Residence GST Course", and currently teaches Part II of the course. He is an editor of the CCH GOODS AND SERVICES TAX REPORTER and the monthly GST Monitor.

He lives in Oakville, Ontario with his wife Susanna and their three children, Charlotte, Polly, and Duncan.

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Available: August 2010

Authors: Marc M. Levey J.D., Steven C. Wrappe J.D., CPA

Transfer Pricing: Rules, Compliance and Controversy offers extensive yet clear guidance through the complex maze of U.S. transfer pricing rules. The book is authored by leading experts in the transfer pricing scene. Throughout the book, the authors cover all aspects of transfer pricing relevant to the practitioner, starting with general legal principles and apportionment methods, then moving on to more specific subjects such as transfers of tangible vs. intangible goods and the impact of e-commerce and U.S. customs on transfer pricing, and finally exploring highly practical matters like procedural strategies and post-examination procedures.  

The book's practical coverage and approach include:

• Comprehensive analysis of the U.S. rules, case law and guidance on  transfer pricing for tangible   goods, intangibles, and services
• Complex cost-sharing planning principles, including buy-in
• Cutting edge e-commerce transfer pricing issues
• U.S. penalty and documentation rules
• Documentation with checklists, questionnaires and model report
• U.S. penalty rules compared to those of other important countries
• Overlap between transfer pricing and Customs valuation issues
• Customs ruling based on an APA
• In-depth, step-by-step analysis of the favored approach to transfer pricing controversy, including:
  • Developing a substantive/procedural strategy (with detailed flow-chart)
  • Preparing for examination
  • Identifying post-examination opportunities to resolve the dispute

Special appendices provide a variety of "practice tools" designed to facilitate the understanding of the IRS' provisions and their translation into action, e.g., IRS forms, tables and charts of relevant cases, and comparisons of international transfer pricing rules within particular contexts.  

Table of Contents 

Chapter 1 - Introduction
Chapter 2 - General Principles of Code Sec. 482

• Arm's length standard
• Best method rule
• Comparability
• Arm's length range
• Determination of true taxable income
• Collateral Adjustments
• Transfer pricing and non-recognition provisions
• Blocked income

• Comparable uncontrolled price method (with cases applying this method)
• Resale price method
• Cost plus method
• Cost-plus method
• Comparable profit method
• Profit split method
• Unspecified methods

Chapter 4 - Methods

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Available: November 2011

This book organizes accounting pronouncements into two parts: general standards and industry-specific standards. The Practice Pointers featured throughout this edition point out, in plain English, how to apply the standards just discussed.

The 2012 International Accounting/Financial Reporting Standards Guide includes the following topics:

Part I: Overview (a recap of the International Accounting Standards Board and the formation of IFRAC)

Part II: General Standards

• Accounting Policies, Changes in Accounting Estimates, and Errors
• Borrowing Costs
• Business Combinations
• Cash Flow Statement
• Changing Prices and Hyperinflationary Economies
• Consolidated Financial Statements
• Construction Contracts
• Earnings Per Share
• Employee Benefits
• The Equity Method
• Events After the Balance Sheet Date
• Financial Instruments
• Foreign Currency Translation
• Government Grants and Government Assistance
• Impairment of Assets
• Income Taxes
• Intangible Assets
• Interim Financial Reporting
• Inventories
• Investment Property
• Leases
• Non-Current Assets Held for Sale and Discontinued Operations
• Property, Plant, and Equipment
• Provisions, Contingent Liabilities, and Contingent Assets
• Related-Party Disclosures
• Revenue
• Segment Reporting
• Share-Based Payment

Part III: Industry-Specific Standards

• Agriculture
• Insurance Contracts
• Mineral Resources: Exploration and Evaluation  

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Written from a Canadian perspective for Canadian IFRS practitioners

The comprehensive commentary of iGAAP: IFRS for Canada is unique in that it is Canadian. It is authored from a Canadian perspective for Canadian practitioners and it draws on Deloitte's global IFRS experience. Commentary is provided on each significant Standard, organized topically into chapters, and contains explanatory information, analytical discussions, and illustrative examples of the application of IFRSs.

New and updated commentary includes:

• Financial Instruments, reflecting new standard IFRS 9 and other recent amendments
• IFRS 1, First-Time Adoption of IFRSs
• Related Party Disclosures, Interim Reporting, and Presentation of Financial Statements and Share-based Payments
• 2010 Annual Improvements changes and other recent amendments to IFRSs
• Significant recent Exposure Drafts and anticipated developments, including commentary on Leases, Revenue Recognition, Deferred Taxes, Contingencies, Employee Benefits, Extractive Activities
• Practical implications of applying IFRS in a Canadian environment.

• First-time Canadian Readers Guide provides an overview of individual Standards from a Canadian perspective
• Summary of Major Differences between Canadian GAAP and IFRS highlights key areas of change for Canadian practitioners
• Implications for Canadian Preparers summarizes significant practical implications for Canadian practitioners upon transition

In addition, comments specific to Canada are separately highlighted throughout the content, as are interpretive commentary and examples.

About the Authors of iGAAP: IFRS for Canada

Dr. Peter Chant, FCA, is a partner in the National Assurance and Advisory group at Deloitte & Touche LLP. He is a former member and Chair of the Canadian Accounting Standards Board and was co-Chair of the CICA/FASB Task Force that developed the current Canadian and FASB standard on segmented information. He was also a member of the FASB's Task Force on Business Combinations that developed the FASB's current standard on that topic, and a member of the G4+1 Group of standard setters, which included the Chairs of the IASB, FASB and the Canadian Accounting Standards Board. He has published a textbook on advanced accounting in Canada, and was co-author of a research paper on account

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Securities Regulation in Cyberspace offers lawyers, business executives, and financial professionals the first comprehensive, up-to-date, and integrated guide to the legal and business challenges involved in raising capital, maintaining investor relations, and trading securities online. In one convenient volume, world-renowned securities law expert Howard M. Friedman provides a thorough and incisive analysis of the interweaving of technology and securities laws.

To be sure your knowledge stays on the cutting edge, it will be updated annually with analysis of critical regulatory and legal developments impacting securities considerations in cyberspace.

Topics covered:

• Securities Act compliance in online offerings
• Electronic delivery of SEC documents
• Private placement and direct public offerings through the Internet
• Blue-sky laws in cyberspace
• Investor relations on the World Wide Web
• Internet marketing of mutual funds
• Proxy statements and annual meetings in an electronic era
• Tender offers and takeovers using Internet technology
• Securities fraud in cyberspace
• Brokerage firms' use of Internet technology
• Investment advisors online

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Published: October 2013

Since the entry into force of the North American Free Trade Agreement (NAFTA) in 1994, several arbitral tribunals have rendered awards dealing with claims of breach of Article 1105. Some of these awards have been very controversial and have had a tremendous impact on the development of the concept of fair and equitable treatment (FET) and the evolution of international investment law. Yet, in spite of the fundamental importance of these awards, no comprehensive study had been undertaken to determine the meaning and the content of the FET standard under NAFTA Article 1105.

This book’s systematic analysis of the provision and its case law fills this analytical gap. Because Article 1105 is in many ways different from typical FET clauses contained within most investment treaties, the author examines the particular parameters under which it must be interpreted. He also analyzes how these specific features have influenced NAFTA tribunals’ interpretation of the provision, and how their assessments differ from awards rendered by other tribunals outside NAFTA.

Among the issues treated in the course of the analysis are the following:

• The origin, development, nature and content of the concept of the ‘minimum standard of treatment’ and its interaction with the FET standard
• The specific parameters under which Article 1105 must be interpreted, including contextual elements such as subsequent agreement and practice between the NAFTA Parties on matters of interpretation
• The context in which the Free Trade Commission issued its Note of Interpretation in 2001 and how NAFTA tribunals have applied it
• Whether or not the concepts of legitimate expectations, transparency, arbitrary conduct, discriminatory conduct, good faith, denial of justice, and due process have been considered by NAFTA tribunals as specific elements of protection to be accorded to investors under Article 1105
• The many facets of these elements and the threshold of severity that NAFTA tribunals have required for finding a breach of Article 1105
• The interaction between Article 1105 and other NAFTA provisions on national treatment, Most-Favored-Nation treatment, and expropriation
• How NAFTA tribunals have assessed damages for breach of Article 1105

This comprehensive guide to NAFTA case law on Article 1105 is an important contribution to the on-going controversial debate about the scope and content of the FET standard under international law. It will be of great interest to counsel for investors and States as well as to arbitrators, academics and anyone interested in investor-State arbitration.

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If you would like more details about this product, or would like to order a copy online, please click here.