Professional LLM in Taxation Law

Credits: 6.0

This course deals with the various theories of tax interpretation and styles of tax analysis and then covers, at an advanced level, the following matters:

(1) The basic principles, theories, and tools of analysis needed for serious discussion of tax policy and planning issues and the philosophical, accounting, financial and economic concepts from which the various logics of tax are derived.
(2) Recent theories of statutory interpretation along with trends in the judicial interpretation of tax laws. The need for, and problems with, implementing anti-avoidance rules are also examined; and
(3) An examination of changing conceptions of the deep structure that underlies the income tax system. Detailed aspects of computing personal and business income are examined through a review of recent tax cases and legislative amendments.

Credits: 3.0

This course is a survey of the tax policy issues and laws relating to the taxation of corporations and their shareholders. It is designed for students with little background in the Canadian rules for taxing corporations and shareholders. The course will lay a foundation for such students so that they can comfortably enrol in the more advanced corporate, international and other courses that will assume a basic knowledge of the design of the Canadian corporate and shareholder tax.

Students with a law degree who have taken a course equivalent to TXLW 6201 may request an exemption at enrolment from taking this course.

Credits: 3.0

This course is in the nature of a more advanced course. It will consider four aspects of income taxation in Canada as it applies or relates to the taxation of corporations and business and other income earned by them. More specifically the course will consider the connection between taxing business income and taxing corporations with reference to particular subjects associated with private and public corporations. The course will begin, however, by considering the shape and textures of corporate and business income taxation as perceived and experienced by the instructors.

Credits: 3.0

This course examines advanced income tax problems relating to the tax treatment of corporations and their shareholders, including: the decision to incorporate; considerations when capitalizing a corporation; the use of professional, personal services, and executive management corporations; the small business deduction and problems of associated companies; remuneration of owner manager; transferring assets to a private corporation; tax considerations in buying or selling a business; utilization of corporate losses; acquisition strategies; statutory amalgamations, arrangements, and continuations; liquidations; and de-mergers and reorganizations of capital.

Credits: 3.0

As clearly indicated by its title, this course involves the study of tax law and policy on a comparative basis. It compares various aspects of the tax systems of selected countries. The emphasis is on developed counties and on income taxation. Despite these limitations, the subject matter of the course is huge. Almost any income tax issue can be studied from a comparative perspective. This course focuses on selected topics to illustrate different aspects of comparative analysis. For example, we will examine basic issues in the three fundamental parts of an income tax system: the inclusion and deduction of amounts in computing income, corporate taxation, and international taxation. We will examine some of these issues from a tax planning perspective and some from a tax policy perspective because comparative tax analysis is relevant to both. We will also look at what might be referred to as process issues, such as the ways in which countries make tax policy and legislation and how national courts decide tax cases. Because tax avoidance is a crucial problem for all income tax systems, we will devote two classes to judicial anti-avoidance doctrines and statutory anti-avoidance rules, in particular general anti-avoidance rules.

Credits: 3.0

International taxation topics covered in this course include: jurisdiction to tax; the foreign affiliate system; foreign tax credit; corporate immigration; emigration and continuance, aspects of transfer pricing; ownership and financing of overseas operations of Canadian companies; structuring foreign joint ventures, financing US affiliates, cross-border mergers and de-mergers and other forms of corporate reorganizations; alternative inbound investment structures; international finance companies, computer software; cross-border issues; and issues relating to tax treaties.

Credits: 3.0

This course builds on foundational international taxation law content in the program to introduce students to such topics as tax treaty interpretation; landmark cases in international tax; tax-planning transactions; and cross-border tax dispute resolution.

Credits: 3.0

The objective of this course is to introduce participants to an integrative approach to tax planning. A framework is developed that fully integrates tax planning with business planning through the use of six key concepts: the government as business partner, implicit taxes, the pareto principle, the Coase theorem, agency costs and a multiperiod perspective. The importance of these concepts is explored by applying them to a diverse range of tax planning issues.

Credits: 3.0

Students will analyze the income tax provisions of the United States Internal Revenue Code of 1954, as amended, with an emphasis on business and investment transactions, including those of Canadians doing business and investing in the United States. A review of recent developments in the United States of interest to Canadian tax practitioners will also be conducted.

Credits: 3.0

Students will explore the range of business vehicles other than corporations that are used in order to achieve business and tax objectives such as partnerships, limited partnerships, income and other commercial trusts, limited liability corporations and other forms of incorporated partnerships, and tax exempt investment structures.

Credits: 3.0

This course is intended as a capstone to the LLM tax program to help students further develop their knowledge and skills to solve real-world problems.

This course will be structured as a series of corporate tax case studies. Up to six cases will be selected to represent recent corporate transactions in the Canadian marketplace. Students will be expected to work through the tax issues for a complex Canadian corporate transaction and prepare a substantial analytical memo, opinion or tax ruling request applicable to one of the studied transactions.

Credits: 3.0

Topics covered include: general concepts and types of trusts for tax purposes, the taxation of trusts and their distributions, transactions in capital and income interests of trust, Canadian trusts with non-resident beneficiaries and non-resident trusts with Canadian resident beneficiaries, and using trusts in estate and tax planning. The deemed disposition of capital property on death and the various methods of estate freezes will also be examined, as well as the application of the income
attribution rules.

Credits: 3.0

In this elective, the structure of the Canadian tax system and the theoretical and practical issues that arise in the administration of the Canadian tax system are covered; the role of the Department of Finance, administration of the Income Tax Act by the Canadian Customs and Revenue Agency, civil and criminal sanctions, methods of proof, Revenue Canada prosecution policies, investigative techniques, processing procedures, search warrants, Charter rights and lawyer-client privilege, defending criminal prosecutions, tax court practice, and issues in international tax enforcement.

Credits: 3.0

Like any subspecialty within taxation law, tax litigation is ever changing, in ways both big and small and, as with any area of law, there are contentious issues to grapple with and room for systemic improvements.

Students enrolled in this course engage with current thinking on issues including the jurisdiction of the courts, ministerial assumptions and onus, the large corporation rules and procedural fairness, procedural efficiencies, settlements and cost awards. The goal is to simultaneously advance policy ideas and practical knowledge, in the confident expectation that today’s LL.M. students are tomorrows’ policy-makers and drafters, Crown lawyers and private practitioners, and judges – all of whom are best equipped for their careers having worked through the challenges and considered the opportunities for systemic change.

Credits: 3.0

This course builds on Tax Litigation Theory & Practice I. Parts I and II differ in that Part I focusses on current issues in tax litigation, and Part II is practical.

Students enrolled in Part II will engage with the usual steps in assessment litigation, including components of both practical skills development and insights from thought leaders. Students will draft pleadings, and conduct mock examinations for discovery, experts, examinations-in-chief and cross-examinations, and closing arguments. A case study will be prepared, from which each practical lesson will be derived. Each weekly class will also involve reading and preparing to discuss a limited number of relevant papers and journal articles.

Credits: 3.0

Taxing statutes and tax planning are closely linked: new and amended tax measures result in practitioners using new strategies to reduce tax, and legislative steps to close gaps typically lead to further, responsive approaches by tax advisors. This course delves into fundamental concepts that engage with the “strange loop” of avoidance strategies and legislative and judicial anti-avoidance rules. Concepts discussed include the form-over-substance doctrine, sham and window-dressing, statutory interpretation, structural elements of specific anti-avoidance rules and the general anti-avoidance rule.

Credits: 3.0

This course provides a deep, comprehensive, applied approach to some of the most critical and problematic areas of corporate reorganization taxation encountered by tax practitioners. Issues covered include transfer of property to a corporation, reorganizations into corporate form, reorganizations of the capital of a corporation, transfers of property out of a corporation, the termination of the existence of a corporation and migrations of corporations into and out of Canada. The in-depth, applied approach reviewed in the course will enable practitioners involved in tax planning to research and apply the tax law and requirements applicable to corporate reorganizations.

Credits: 3.0

This course examines the current Canadian law and the basic policies relating to the taxation of financial instruments including all forms of derivative instruments. It compares the Canadian law in this developing area to the experience in other jurisdictions, in particular, the United States, Australia and New Zealand.