Supreme Court Dismisses Envision's Appeal In Amalgamation Case

On September 26, 2013, the Supreme Court of Canada (SCC) dismissed the taxpayer's appeal in Envision Credit Union v. Canada (2013 SCC 48).¹ The case involved the amalgamation of two credit union corporations (the predecessors) to form a single entity (the taxpayer, Envision) under the corporate laws of the province of British Columbia. Envision took the position that the amalgamation was a taxable transaction that did not constitute a "qualifying amalgamation" (a tax-deferred merger of the two participating entities within the rules in the Income Tax Act (Canada)). To constitute a qualifying amalgamation, Envision would have had to have acquired all of the property and assumed all of the liabilities of the predecessor corporations on the amalgamation. Envision sought to prevent this by providing in the amalgamation agreement between the two predecessors that certain surplus properties belonging to them were, simultaneously with the amalgamation, transferred to