Wealth Signal
Edition · Edition 058 / Transferable To You · Item 01

The entity layer — transfers, but not as a revocable trust

Transfers in purpose, not in instrument

All four sellers hold through vehicles. The temptation is to copy the instrument. Do not copy this one: the US revocable living trust exists primarily to avoid probate, which in several US states is slow and expensive. Ontario's Estate Administration Tax is roughly 1.5% on estate value above $50,000 — a fraction of that cost — so the core benefit largely evaporates on crossing the border.

Worse, importing it has a price. A Canadian inter vivos trust is taxed at the top marginal rate on income it retains, and faces a deemed disposition of its capital property every 21 years — a tax event on a calendar you do not control. You would be taking on a 21-year clock to buy a probate saving you did not need.

What does transfer is the purpose: separating who controls an asset from who will own its growth. The Ontario instruments that do that job are a holdco sitting above the operating company and, where the facts support it, a family trust holding the growth shares — typically set up together in an estate freeze, where you exchange your common shares for fixed-value preferred shares (locking today's value in your hands under a section 85 or 86 rollover) and issue new common to the trust so all future growth accrues there.

First step this weekOne bounded question to your accountant, not an open-ended "should I": does Geomechanica currently have a holdco above it, and if not, what would a section 85 rollover of my shares into one cost and trigger? You want the mechanical cost, not a recommendation. That is a 20-minute answer and it tells you whether this is a live option or an academic one.
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