Income Tax Act — I-3.3 248
lar time, means a corporation, controlled by a worker cooperative, (a) that is a Canadian-controlled private corporation, (b) of which not more than 40% of the directors consist of individuals that, immediately before the time that the worker cooperative acquired control of the corporation, owned, directly or indirectly, together with any person or partnership that is related to or affiliated with the director, 50% or more of the fair market value of the shares of the capital stock or indebtedness of the corporation, and (c) that deals at arm’s length and is not affiliated with any person (other than a subject corporation referred to in paragraph (a) of the definition “qualifying cooperative conversion” that controlled and wholly-owned the corporation immediately before the time the worker cooperative acquired control of the corporation) or partnership that owned, directly or indirectly, 50% or more of the fair market value of the shares of the capital stock or indebtedness of the corporation immediately before the time the worker cooperative acquired control of the corporation; ( entreprise coopérative admissible ) qualifying cooperative conversion means a disposition by a taxpayer of shares of the capital stock of a corporation (in this definition referred to as the “subject corporation”) to another corporation (in this definition referred to as the “purchaser corporation”), if (a) immediately before the disposition, all or substantially all the fair market value of the assets of the subject corporation is derived, directly or indirectly, from assets (other than an interest in a partnership) that are used principally in an active business carried on by the subject corporation or a corporation that is controlled and wholly-owned by the subject corporation, (b) at the time of the disposition, (i) the taxpayer deals at arm’s length with the purchaser corporation, (ii) the purchaser corporation acquires control of the subject corporation, and (iii) the purchaser corporation is a worker cooperative, and (c) at all times after the disposition, (i) the taxpayer deals at arm’s length with the purchaser corporation and subject corporation, and (ii) the taxpayer does not retain any right or influence that, if exercised, would allow the taxpayer (whether alone or together with any person or partnership that is related to or affiliated with the taxpayer) to control, directly or indirectly in any manner whatever, the purchaser corporation or subject corporation; ( conversion admissible de coopérative ) qualifying cooperative worker means an individual who (a) holds a membership share of a corporation that was incorporated or continued by or under the provisions of a law, of Canada or of a province, that provide for the establishment of the corporation as a cooperative corporation or that provide for the establishment of cooperative corporations, (b) is an employee of the corporation or a qualifying cooperative business controlled by the corporation, (c) does not represent, together with any person or partnership that is related to or affiliated with the individual, more than 50% of the members of the worker cooperative, (d) immediately before the time of a qualifying cooperative conversion that involved the corporation, did not own, directly or indirectly, together with any person or partnership that is related to or affiliated with the individual, shares of the capital stock or indebtedness of the corporation or a qualifying cooperative business controlled by the corporation, the value of which is equal to or greater than 50% of the fair market value of the shares of the capital stock and indebtedness of the corporation or the qualifying cooperative business controlled by the corporation, and (e) has not claimed, and is not related to an individual who claimed, a deduction under subsection 110.62(2) in respect of a disposition of shares of the corporation or a qualifying cooperative business controlled by the corporation; ( travailleur