Financial

Transfer oil and gas assets from an individual to a corporation with this Section 85 Rollover / Transfer of Assets Agreement for Canadians.

• The assets are being transferred as a rollover under section 85(l) of the Income Tax Act (Canada).
• The vendor and purchaser will jointly file an election with respect to the transaction.
• In the event of an uncontested re-assessment by Canada Revenue Agency, the aggregate cost amount set out in the reassessment notice will constitute the cost amount of the assets.
• This is a Canadian legal form. Downloadable and fully editable in MS Word format.

Use this Section 85 rollover agreement to transfer real property to a corporation in exchange for shares while avoiding capital gains tax.

• A rollover allows you to transfer the asset under Section 85 of the Income Tax Act (Canada) without attracting capital gains tax on the transaction.
• In exchange for the land, the corporation purchasing the land issues shares to the vendor in an amount equal to the fair market value of the land.
• The purchaser and vendor agree to jointly file an election under subsection 85(1) of the Income Tax Act.
• A section 85 rollover agreement gives you a means to preserve your assets and reduce your tax liability.
• This document is governed by Canadian tax laws and is intended for use in Canada only.

Use this easy package of downloadable forms to facilitate a Section 86 asset rollover as part of a corporate reorganization of a Canadian company.

This package contains the following documents in Microsoft Word format:

1. Share Exchange Agreement pursuant to Section 86 of the Income Tax Act (Canada).
2. Form of Subscription for the new shares being issued in exchange for the existing shares.
3. Corporate resolutions to authorize the transaction.
4. Schedule to Articles of Amendment setting out the terms and conditions to be attached to the classes of shares.

This Section 86 Rollover Agreement for Shares is pursuant to Canadian tax laws and is intended for use solely within Canada.

Prepare agency contracts for your clients quickly and easily with this Securities Clearing Agent Account Services Agreement.

• The client's broker will deal with the clearing agent on all purchase and sale transactions.
• The clearing agent has the authority to use all available cash in short term investments designated by the client.
• Either party may terminate the Agreement on 30 days written notice.
• This is a fully editable legal template, which can be easily customized to meet your needs.

This Securities Clearing Agent Account Services Agreement template is available in MS Word format.

UK lenders, prepare a Security Agreement for a borrower to sign by using this downloadable and easy-to-use template.

• The borrower grants the lender a security interest in all of the borrower's present and after-acquired property to secure repayment of a loan, operating line, or other credit facilities advanced by the lender to the borrower.
• The collateral is to be kept at the borrower's address within the United Kingdom and not moved or relocated without the lender's consent.
• The borrower must keep the collateral insured, and the lender is to be a named beneficiary on the insurance policy.
• The agreement is in default if there is any material decrease in the value of the security or an adverse change in the borrower's financial situation.
• Available in MS Word format.
• Governed by English law and intended to be used only in the United Kingdom.

Every commercial loan transaction should require the borrower to sign a Security Agreement. Use this customizable downloadable template.

• This form is only for use in the United States.
• The borrower (debtor) grants the lender (secured party) a security interest in certain property of the borrower, as collateral to secure repayment of the borrower's indebtedness under a promissory note.
• The parties intend the agreement to be a security agreement under the Uniform Commercial Code.
• The secured party has the right to take whatever action it considers necessary to protect its security interest.
• All amounts secured by the agreement become immediately due and payable if the borrower files for bankruptcy or becomes insolvent.
• The debtor waives any statute of limitations with respect to enforcement of the secured party's lien.

No lender should be without a standard form Security Agreement. If you don't have one yet, download your copy now.

Set off a debt between a company and one of its shareholders with this easy Setoff Agreement template.

• The company and the shareholder are each in debt to the other.
• Each of the parties agrees to cancel their debt by setting off the debts one against the other.
• The Setoff Agreement for Mutual Debts template is provided in MS Word format and is fully editable.
• This is a generic form which can be used in many jurisdictions.

Under the terms of this Share Pledge Agreement for Canadian lenders, a borrower pledges shares to the lender as security for the loan.

• The lender will keep possession of the shares until the loan is repaid.
• The lender has the right to vote the shares and to receive any benefit (such as dividends) from the shares while the shares are being held as security.
• This legal form can be used in any Canadian province or territory.
• Download the Canada Share Pledge Agreement (Loan Security) for your loans department.

When doing a private placement of shares in Canada, an issuer provides certain documents to potential investors. One of those forms is the Share Subscription Agreement.

• An investor who wants to purchase shares under the offering must complete and send the Subscription Agreement to the issuing corporation.
• The rights, restrictions, privileges and conditions attaching to the shares are described, such as voting rights, rights to dividends, and rights on dissolution.
• This template contains provisions for both shares and share warrants.
• The subscriber acknowledges that because the securities are being purchased under a prospectus exemption, most of the civil remedies available under securities legislation is not available.
• Once you purchase the Canada Share Subscription Agreement for Private Placement, you can customize it with your specific details and use it as often as you need to.

The Canada Shareholder Buy-Sell Agreement (Hybrid Method) is an option that Canadians can consider to put a succession plan in place for the continuity of their small business.

• This type of buy-sell agreement is known as a 'hybrid' buy-sell.
• Under this Agreement, the corporation holds life insurance policies on each of the shareholders.
• Upon a shareholder's death, the corporation will collect the insurance proceeds, and use the proceeds to fund the purchase of the deceased shareholder's shares by any of the surviving shareholders who are interested, on a pro rata basis (proportional to their existing shareholdings).
• Any unpurchased shares will be redeemed by the corporation.
• The corporation will make an election for a deemed dividend to be paid from the capital dividend account if possible.
• The Agreement is governed by Canadian income tax laws.
• This legal contract form is available in MS word format and is fully editable.