TAX EFFICIENT STRUCTURES

1

A tax efficient structure is a business structured to provide benefits by utilizing tax laws to your advantage.  Axiom provides structures that:

– Raise capital more efficiently

– Provide a faster and cheaper approach to Going Public

– Trigger tax refunds not otherwise possible

2

Axiom does this through three tax efficient structures:

1.

PPC (Public-Private-Company)

A company that is “public” for tax purposes, but has “private” shareholdings.

2.

Subco (Subsidiary of a Public Company)

A subsidiary of our publicly listed company, Axiom Capital Advisors (CSE: ACA), and is treated as “public” by CRA for certain type of transactions.

3.

MFT (Mutual Fund Trust)

Tax structures allowed by CRA that are treated as “public” entities for tax purposes.

Axiom will create the tax efficient structure that will help you succeed in business:

PPC – Raising Capital.  Every year Canadians contribute approximately $50B to their RRSP accounts, but most businesses are unable to receive investment from RRSP and other registered accounts.  A  PPC allows private corporations to raise Registered Funds (RRSP, TFSA, etc.) from investors by issuing debt and/or equity securities.  A PPC can be reused.

MFT – Raising Capital. MFT’s are a very tax efficient structures, allowing capital gains and all types of income to keep their characteristics when flowed through to the investor.  This makes it ideal for real estate projects that typically have a large capital gain component.  An MFT is viewed as “public” by CRA, allowing investors to use their Registered Funds when investing.

Subco – Raising Capital. “Subcos” are subsidiaries of Axiom Capital Advisors, a company listed on the CSE.  These subsidiaries can accept debt investment from investors using their Registered Funds.  Subcos are a “pay-as-you-go” model, so it is well suited for companies raising small amounts of capital or when the success of the capital raise is uncertain.

PPC – Go Public. Obtaining a listing on public stock exchange is difficult, time-consuming, and costly.  Axiom can make the public-listing process easier, faster, and cheaper.

  • Axiom creates a PPC that serves as the company that obtains the public listing.

    • Shares or assets of the operating company are vended in to the PPC

    • The PPC allows investors to use their Registered Funds for private placements during the Go Public process

    • The 150+ shareholder base of the PPC meets the number of shareholders required by the Exchange for the public float.

    • The shareholders of the operating company can retain up to 99% of the public company, depending on ownership composition.

    • A clean shell and a straight-forward ownership structure allows for a faster public listing.

  • Axiom also partners with legal and tax firms to provide a full public listing service, including:

    • Management of the listing process

    • Legal experts on Going Public

    • Tax experts to review the vend-in transaction

    • Structuring share capital to meet the shareholder’s objectives

    • Prospectus preparation and completion of Exchange forms

PPC – Advanced Tax Uses. There may be tax planning opportunities available to use a PPC that you can discuss with your financial advisor.