Canada: Extension of Canadian thin capitalisation rules announced

International Tax Review is part of Legal Benchmarking Limited, 1-2 Paris Garden, London, SE1 8ND

Copyright © Legal Benchmarking Limited and its affiliated companies 2025

Accessibility | Terms of Use | Privacy Policy | Modern Slavery Statement

Canada: Extension of Canadian thin capitalisation rules announced

penny.jpg

caines.jpg

Kathleen Penny


Ian Caines

The Canadian Income Tax Act (ITA) contains thin capitalisation rules limiting the ability of Canadian resident corporations to reduce their taxable income by using related party debt financing from non-residents. Where these rules apply, interest deductions may be denied, and interest payments may be deemed to be dividends for withholding tax purposes. The 2014 Canadian federal Budget proposes to extend these rules to also apply to a range of back-to-back lending arrangements, where an unrelated intermediary lends money to a Canadian corporate borrower, the intermediary receives certain benefits from a non-resident and the thin capitalisation rules would otherwise have applied to a direct loan from the non-resident to the borrower. According to the Budget, the new rules are aimed at arrangements that interpose "a third party (for example a foreign bank) between two related taxpayers" to avoid the thin capitalisation rules, that is where a non-resident effectively funds an unrelated intermediary's loan to a Canadian resident related to the non-resident. However, as proposed, the new rules are drafted very broadly and might (depending on how they are interpreted) result in the application of the rules in situations where (i) a non-resident directly or indirectly provides an interest in property to the intermediary as security for a borrower's debt, or (ii) the intermediary owes any debt to the non-resident for which recourse is, or may be, limited. As proposed, it appears that these rules might apply in a broad range of common commercial transactions, such as where a Canadian corporation's borrowing is supported by a secured guarantee from a non-resident parent company or other non-resident affiliate, or where such a Canadian corporation is party to a secured co-borrowing. The rules might also apply to certain corporate group cash pooling arrangements, where Canadian entities are in a net debit position in the arrangement. We understand that government officials are considering whether the possible reach of the new rules may go beyond what had been intended, and if so the government may narrow the scope of the new rules in the final enacted legislation.

Kathleen Penny (kathleen.penny@blakes.com)

Tel: +1 416 863 3898

Ian Caines (ian.caines@blakes.com)

Tel: +1 416 863 5277

Blake, Cassels & Graydon

Fax: +1 416 863 2653

Website: www.blakes.com

more across site & shared bottom lb ros

More from across our site

ITR's parent company, LBG, will acquire The Lawyer, a leading news, intelligence and data-driven insight provider for the legal industry, from Centaur Media
KPMG UK’s Graeme Webster and KPMG Meijburg & Co’s Eduard Sporken outline the 20-year evolution of MAPAs, with DEMPE analyses becoming more prevalent and MAPA requirements growing stricter
Rishi Joshi, of the Institute of Chartered Accountants of India, warns of potential judicial overreach as assets are recharacterised to bypass a legislative exclusion
Only 2% of in-house survey respondents said they were ‘heavy’ users of AI for TP, Aibidia’s report also found
There was a ‘deeply embedded culture within PwC that routinely disregarded formal confidentiality obligations,’ the chairman of Australia’s Tax Practitioners Board said
Jennifer Best was most recently the acting commissioner of the IRS’s large business and international division
Section 899’s exclusion from the One Big Beautiful Bill does not mean it has been nipped in the bud, Aruna Kalyanam also tells ITR
Thanks to operational slickness and sheer force of will, A&M Tax will continue hoovering up talent across the globe
Setu Kamal became the first practising barrister to be added to the UK’s tax avoidance promoter list; in other news, UHY expanded its network in Canada
US President Donald Trump’s tariffs may get thrown out by courts in the future and taxpayers should already be planning for that possibility, BDO’s Dustin Stamper tells ITR
Gift this article