Tax and Estate Planning for the Family Business: The Advanced Issues. Chaired by Chris F. Ireland PPI Advisory

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1 fe y g in t b e d in u e n ov nt m C pr Co lop f B Ap of eve ty o e r D ie id al oc S ov n P r ssio a w L e o Pr th Tax and Estate Planning for the Family Business: The Advanced Issues Chaired by February 7th & 8th, 2012 P A C I F I C UBC Robson Square B U S I N E S S & L A W Vancouver, BC I N S T I T U T E

2 Chair, CA, TEP, Senior Vice-President, Planning Services,, Vancouver, BC. Mr. Ireland has over 20 years of tax experience including several years as a Tax Partner in the Vancouver office of KPMG where he was in charge of the firm s national estates and trusts practice and the Vancouver office s personal tax services group. Mr. Ireland has been the coordinator and lecturer for the CICA advanced tax course, Advanced Tax Issues for the Owner-Managed Business. Mr. Ireland is currently on the executive for the Vancouver branch of STEP and is a past President of the Vancouver Estate Planning Council. Mr. Ireland is a frequent lecturer and author in the area of tax planning and wealth preservation. Tax and Estate Planning for the Family Business: The Advanced Issues Tax and estate planning for the family-owned business involves many unique challenges that are compounded by the current legal and financial landscape. This in-depth course will alert you to many of the advanced issues and pitfalls in tax and estate planning for the family-owned business. Unique challenges require tailor-made solutions. You will come away from the course equipped with an understanding of what the advanced issues are, the pitfalls to watch out for, and the techniques and structures currently available to deal with these difficult areas and best preserve wealth and protect family interests. Key Issues to be Addressed: The impact of recent legal decisions and CRA pronouncements on your tax and estate planning Changes to the Family Relations Act including new provisions for the division of property and support obligations as it relates to the payor s estate The Abakhan decision and the application of the Fraudulent Conveyances Act to attack corporate/ tax transactions Key practice tips to prepare for the new Wills, Estates & Succession Act Key challenges arising from the new Power of Attorney Act as they relate to the family business and how to address these challenges Tax-effective life insurance strategies advantages and pitfalls to watch out for How to best address the tricky areas in estate planning, trust structures and related tax planning for the family business Handling the technical issues in Family Shareholders Agreements preserving flexibility and simplicity, (in)voluntary liquidity, dividends versus capital gains and next-generation shareholders agreements How to best deal with US Estate and Trust Planning including US persons in a freeze, US beneficiaries of trusts, ownership of Controlled Foreign Corporations and ownership of Passive Foreign Investment Companies Dealing with the tricky areas of various exit strategies including advanced tax planning and funding issues for intra-family transfers and primary tax considerations for selling the business outside the family Who Should Attend: Lawyers who practise in the areas of estate planning or taxation Accountants practising in areas of personal and/ or corporate taxation, estate planning or advisory services for small businesses Owners and managers of family owned businesses Banking and trust company executives and managers Financial planners and business consultants

3 Faculty John-Paul E. Boyd, Associate, Aaron Gordon Daykin Nordlinger, Vancouver, BC. Mr. Boyd is a litigator, mediator and parenting coordinator in private practice in Vancouver. He serves on the editorial board of the Continuing Legal Education Society s Family Practice Manual, the Provincial Court s Family Law Rules Committee and the Attorney General s Family Law Act Advisory Group, and is a fellow of the International Academy of Matrimonial Lawyers. He is the author of the public legal education website and its syndicated companion blog. Mr. Boyd is a prolific writer and frequent speaker on family law topics. He is listed by the peer-reviewed Best Lawyers and is a recipient of the CBA s National Pro Bono Service Award, the UBC Law Alumni Association s Outstanding Young Alumnus Award and the CBABC s Harry Rankin, QC Pro Bono Award. Mark Chartrand, Partner, Borden Ladner Gervais LLP, Vancouver, BC. Mr. Chartrand practises primarily as a tax and estate planning advisor to owners of private companies and their shareholders and directors, and to professionals. He brings over 20 years of experience in advising on tax-driven corporate reorganizations, family and other trusts, shareholders agreements and partnerships. He also has considerable experience in advising individuals and corporations in the United States on Canadian tax considerations of becoming resident or carrying on business in Canada. Noel Z. Golden, Retired Partner of the wealth management practice of Borden Ladner Gervais LLP, Vancouver, BC. Mr. Golden is currently a consultant to family enterprises on all aspects of succession and transition planning and oversees his own family business. Mr. Golden is a graduate of the Family Enterprise Advisor program and is a member of the Professional Advisory Committee of the Business Families Centre at UBC Sauder School of Business. He previously received Business in Vancouver s Top 40 under 40 award for outstanding business leaders in British Columbia. Kay E. Gray, Tax Partner, Grant Thornton LLP, Vancouver, BC. Ms. Gray s practice is focused on tax planning, succession and estate planning solutions for privately-held businesses and their shareholders. Ms. Gray leads Grant Thornton s tax practice in Vancouver and participates in the National Succession and Estate Planning team which brings together the expertise of tax professionals across Canada to ensure clients receive practical and effective solutions. Ms. Gray has authored several papers, presented at various conferences, and facilitated a webinar on succession planning strategies. Benita Loughlin, CA, Partner, KPMG LLP, Vancouver, BC. Ms. Loughlin is the leader of the International Executive Services tax group in the Vancouver office. She practises in the area of tax planning and compliance for individuals, estates and trusts in a US and cross-border context. She advises individuals on tax matters related to their compensation, investments, retirement plans, estates, trusts, gifts and expatriation. Ms. Loughlin is a frequent speaker on cross-border tax planning topics and has authored and coauthored numerous articles for various publications. E. Jane Milton, Q.C., Bull, Housser& Tupper LLP, Vancouver, BC. Ms. Milton acts as counsel in the area of civil litigation with a focus on insolvency law and estate and trust law. In her insolvency and restructuring practice, she has acted for lenders and lending institutions in respect of both corporate and personal claims and has appeared as defence counsel in actions involving lender liability, breach of trust and bankruptcy proceedings. She has also acted as counsel for receivers, monitors and trustees in bankruptcy, and for directors and officers in insolvency proceedings. In addition to her insolvency litigation practice, Ms. Milton has developed an extensive practice in the area of trust and estate litigation. Ms. Milton has appeared before all levels of the court system in British Columbia, and has also acted as counsel in numerous mediations and arbitrations. She has been recognized by her peers as a leading lawyer in the areas of Insolvency and Restructuring, and Trusts and Estates by Best Lawyers in Canada for a number of years, including 2011, and has attained a BV practitioner ranking through Martindale-Hubbell, also peer determined. She has lectured and published extensively. Claude R. Rinfret, B.Com., CA, TEP, Senior Tax Partner, Deloitte LLP, Vancouver, BC. Mr. Rinfret is a senior tax partner and is the managing partner of the Deloitte Vancouver Private Client Tax Services Group. He was also responsible for monitoring Risk and Reputation matters for the Deloitte Tax practice in Canada. He was the Partner in charge of International Tax, Paris (France) from 1987 to 1989, the Managing Partner of the Vancouver office from 1999 to 2002, and a past Member of the Board of Directors of Deloitte & Touche LLP Canada. Mr. Rinfret has over 32 years of experience in advising clients on domestic and international tax planning. His extensive experience includes advice to Canadian private companies and their shareholders and advising on corporate reorganizations, international business transactions, estate and succession planning matters, the use of domestic and international trusts, including the use of domestic and international corporate structures. Nicholas P. Smith, Principal, Legacy Tax + Trust Lawyers, Vancouver, BC. For over 20 years, Mr. Smith s practice has focused on federal, provincial and international tax and estate planning, with an emphasis on owner manager corporate reorganizations, tax structuring of purchases and sales of businesses, business succession and working with trusts, estates and tax-planned wills. He also has particular expertise dealing with the 21 year deemed disposition rule applicable to most trusts. He was called to the British Columbia Bar in 1989 and is a frequent author and lecturer for a variety of professional organizations. Mr. Smith has been qualified by the British Columbia Supreme Court as an expert in Canadian taxation and has been selected by peers for inclusion in the 2012 edition of Best Lawyers in Canada (Tax Law). Carmen S. Thériault, Q.C., Partner, Bull, Housser & Tupper LLP, Vancouver, BC. Ms. Thériault leads the firm s Trusts & Estates Group and specializes in estate planning and administration, with a particular emphasis on business succession issues. She also advises individuals and financial institutions on a variety of domestic and offshore trust structures. Ms. Thériault is the past President of the Estate Planning Council of Vancouver, the past Chair of the Board of Directors of the Lions Gate Hospital Foundation and the editor and co-author of the 6th edition of Widdifield on Executors and Trustees (Carswell). Michael Welters, B.A. (Honours), LL.B, Bull, Housser & Tupper LLP, Vancouver, BC. Mr. Welters provides tax planning advice to both private and public companies on both income tax and commodity tax matters. He also represents clients in tax disputes at all stages, including at the audit, administrative appeal, and court levels, both in the federal court system (Tax Court and Federal Court) and the provincial court system (the BC Supreme Court). One of his cases established that LLCs are corporations under Canadian law. Mr.Welters co-authored a paper on joint accounts and the Supreme Court of Canada s Pecore decision, which was recently awarded the Widdifield Prize in Legal Writing. Ian Worland, Principal, Legacy Tax + Trust Lawyers, Vancouver, BC. Mr. Worland has practised tax and estates law since his call to the Bar in He regularly advises clients in personal and corporate tax planning, corporate reorganizations, estate planning, charitable gift planning and international tax and trust planning. Mr. Worland also represents clients in disputes with the Canada Revenue Agency and the Ministry of Provincial Revenue (BC) and has appeared on behalf of clients in courts of all levels, including the Supreme Court of Canada. He is a frequent author and lecturer on legal matters involving tax and trusts. He is Deputy Chair of the Society of Trust and Estate Planners (Canada) and is Chair of the Board of Governors of Quest University Canada.

4 The Agenda February 7 th, :00 Welcome and Introduction to Day One 9:10 Common Challenges When Advising the Family Enterprise Noel Z. Golden Family Enterprise Consultant What are Family Enterprises and why are they unique? What to look for in a Family Enterprise to better understand the boundaries of normal Strategies to improve the odds of successfully intervening in family business systems Recognizing the need to work cohesively within a multidisciplinary group of advisors 12:00 Luncheon Adjournment 1:30 Legal Developments on Creditor Issues/ Fraudulent Conveyances Walking a Fine Line E. Jane Milton, Q.C. Michael Welters Bull, Housser & Tupper LLP Bull, Housser & Tupper LLP Implications of the BC Court of Appeal in Abakhan Application of the Fraudulent Conveyances Act to attack corporate/tax transactions 2:30 Questions and Discussion 2:40 Refreshment Adjournment 9:40 Questions and Discussion 9:50 Issues Arising from Changes to the Family Relations Act John-Paul E. Boyd Aaron Gordon Daykin Nordlinger The new provisions allowing support obligations to be binding on the payor s estate Standing of the payor s estate to apply to vary a support obligation The new provisions for the division of property and debt between married and unmarried spouses 10:35 Questions and Discussion 10:45 Refreshment Adjournment 11:05 Tax Update: Recent Jurisprudence and CRA Pronouncements Kay E. Gray Grant Thornton LLP Update on tax changes relevant for the family business Recent comments and activities from CRA 11:50 Questions and Discussion 2:55 Update on the new Wills, Estates & Succession Act and the new Power of Attorney Act Carmen S. Thériault, Q.C. Bull, Housser & Tupper LLP Outline of proposed changes to estate planning laws Highlights of new estate administration rules Overview of September 1, 2011 changes to the Power of Attorney Act Practice tips for lawyers and other professional advisors 3:40 Questions and Discussion 3:50 Life Insurance: Advantages, Pitfalls and Issues to be Addressed Applications and uses for the family business Tax attributes potential advantages and planning tools Tax issues and other planning opportunities Specific strategies 4:35 Questions and Discussion 4:45 Chair s Closing Comments and Day One Concludes REGISTER TODAY!

5 The Agenda February 8 th, :00 Welcome and Introduction to Day Two 9:10 Estate Plans, Trust Structures and Related Tax Planning: The Tricky Areas Ian Worland Legacy Tax + Trust Lawyers Estate freezes: important issues to consider Using trusts for greater flexibility Planning strategies for the 21 year rule for trusts Tax tips and traps 9:55 Questions and Discussion 10:05 Family Shareholders Agreements: Advanced Issues and Pitfalls Mark Chartrand Borden Ladner Gervais LLP Main uses and features Preserving flexibility - and simplicity Dealing with death Voluntary and involuntary liquidity for shareholders Holding companies: when and why Dividends versus capital gains: income tax issues Maintaining or establishing desired tax status of the subject company Next-generation shareholders agreements : technical issues and solutions Corporate management issues Deductibility for income tax purposes of legal costs to prepare or re-do a shareholders agreement 10:50 Questions and Discussion 11:00 Refreshment Adjournment 11:15 US Estate and Trust Planning for Canadians Benita Loughlin KPMG LLP Dealing with US persons in a freeze Dealing with US beneficiaries of trusts Ownership of Controlled Foreign Corporations Ownership of Passive Foreign Investment Companies Planning for a US citizen spouse and US resident children Update on US filing/reporting requirements 12:00 Questions and Discussion 12:10 Luncheon Adjournment 1:30 Advanced Tax Planning and Funding Issues for Intra-Family Transfers Claude R. Rinfret Deloitte LLP Difficult funding issues Butterfly arrangements Intra-family succession rules Non-arm s length matters Key strategies 2:15 Questions and Discussion 2:25 Refreshment Adjournment 2:40 Selling the Business Outside the Family: Primary Tax Considerations Nicholas P. Smith Legacy Tax + Trust Lawyers Assets versus shares Lifetime capital gains exemption proliferation strategies Eligible Small Business Corporation deferral Preparing the company for sale: stripping safe income, RDTOH, CDA, GRIP and PUC Capital gains reserve HST issues 3:25 Questions and Discussion 3:35 Faculty Roundtable 4:15 Chair s Closing Comments and Conference Concludes

6 Information Four Ways to Register: 1. Telephone us: or toll free Fax us: or toll free Mail your registration form with payment 4. Register at Registration: The registration fee is $1, plus HST of $ totalling $1, covering your attendance at the conference, written materials, a light breakfast, and refreshments throughout the day. Payment: You may pay by VISA, MasterCard or cheque. Cheques should be made payable to the Pacific Business & Law Institute. Registration fees must be paid prior to the conference. When and Where: Check-in begins at 8:30 a.m. The conference starts at 9:00 a.m. UBC Robson Square is located at the basement level of 800 Robson Street in Vancouver, BC. Please visit www. robsonsquare.ubc.ca for directions. Materials: The faculty will prepare papers and other materials explaining many of the points raised during this conference. Please contact us if you are unable to attend the conference and wish to purchase a set of materials. Cancellations: Full refunds will be given for cancellations if notice is received in writing five full business days prior to the conference (January 31 st, 2012), after that time we are unable to refund registration fees. Substitutions will be permitted. We reserve the right to cancel, change or revise the date, faculty, content or venue of this event. Your Privacy: We will keep all information that you provide to us in strict confidence, other than to prepare a delegate list containing your name, title, firm and city for our faculty and the conference delegates. We do not share our mailing lists with any non-affiliated organization. Course Accreditation: This program has been accredited for up to 11 hours of continuing professional development with the Law Society of BC. Registration Form Pacific Business & Law Institute Chestnut Street Vancouver, BC Canada V6J 4M6 Telephone , Fax registrations@pbli.com Tax and Estate Planning for the Family Business: The Advanced Issues February 7 th & 8 th, 2012 UBC Robson Square Salute First Name Last Name Position/Title Firm/Company Address City Province Postal Code Telephone Fax Paid by: VISA MasterCard Cheque payable to Pacific Business & Law Institute Card Number / / / / Expiry Date How did you hear about this conference? -Brochure - -Colleague -PBLI Website Other (Please Specify) Register today at Please recycle