Income Tax Act — I-3.3 237.3
Definitions 237.3 (1) The following definitions apply in this section. advisor , in respect of a transaction or series of transactions, means each person who provides, directly or indirectly in any manner whatever, any contractual protection in respect of the transaction or series, or any assistance or advice with respect to creating, developing, planning, organizing or implementing the transaction or series, to another person (including any person who enters into the transaction for the benefit of another person). ( conseiller ) avoidance transaction means a transaction if it may reasonably be considered that one of the main purposes of the transaction, or of a series of transactions of which the transaction is a part, is to obtain a tax benefit. ( opération d’évitement ) confidential protection , in respect of a transaction or series of transactions, means anything that prohibits the disclosure to any person or to the Minister of the details or structure of the transaction or series under which a tax benefit results, or would result but for section 245, but for greater certainty, the disclaiming or restricting of an advisor’s liability shall not be considered confidential protection if it does not prohibit the disclosure of the details or structure of the transaction or series. ( droit à la confidentialité ) contractual protection , in respect of a transaction or series of transactions, means (a) any form of insurance or other protection, including, without limiting the generality of the foregoing, an indemnity, compensation or a guarantee, that (i) either immediately or in the future and either absolutely or contingently, (A) protects a person against a failure of the transaction or series to achieve any tax benefit from the transaction or series, or (B) pays for or reimburses any expense, fee, tax, interest, penalty or similar amount that may be incurred by a person in the course of a dispute in respect of a tax benefit from the transaction or series, and (ii) is not (A) standard professional liability insurance, or (B) integral to an agreement between persons acting at arm’s length for the sale or transfer of all or part of a business (either directly or through the sale or transfer of one or more corporations, partnerships or trusts) where it is reasonable to consider that the insurance or protection (I) is intended to ensure that the purchase price paid under the agreement takes into account any liabilities of the business immediately prior to the sale or transfer, and (II) is obtained primarily for purposes other than to achieve any tax benefit from the transaction or series; and (b) any form of undertaking provided by a promoter, or by any person who does not deal at arm’s length with a promoter, that provides, either immediately or in the future and either absolutely or contingently, assistance, directly or indirectly in any manner whatever, to a person in the course of a dispute in respect of a tax benefit from the transaction or series. ( protection contractuelle ) fee , in respect of a transaction or series of transactions, means any consideration that is, or could be, received or receivable, directly or indirectly in any manner whatever, by an advisor or a promoter, or any person who does not deal at arm’s length with an advisor or promoter, for (a) providing advice or an opinion with respect to the transaction or series; (b) creating, developing, planning, organizing or implementing the transaction or series; (c) promoting or selling an arrangement, plan or scheme that includes, or relates to, the transaction or series; (d) preparing documents supporting the transaction or series, including tax returns or any information returns to be filed under this Act; or (e) providing contractual protection. ( honoraires ) person includes a partnership. ( personne ) promoter , in respect of a transaction or series of transactions, means each person who (a) promotes or sells (whether as principal or agent and whether directl