In 2015-0584151R3 (recently released), a widely-held foreign public parent company (Pubco) continued into Canada under provincial corporate law. As part of this continuation into Canada, Pubco first renamed its share premium account (essentially share subscriptions in excess of amounts added to formal share capital while Pubco was a foreign company) as its “contributed surplus account”. Pubco then added this contributed surplus account amount to its “stated capital” for provincial corporate law purposes (see paragraphs 18 and 19). The CRA ruled that Pubco would not be deemed to pay a dividend under s. 84(1) as a result of this increase to its stated capital (see page 11). The purpose of the increase to Pubco’s stated capital was to allow Pubco to “…treat future distributions of the amount of its Share Issue Surplus as returns of PUC rather than dividends”. Fortunately, neither the foreign affiliate dumping rules (s. 212.3) nor the immigrating PUC adjustment rules (s. 128.1) presented any difficulties for Pubco on these facts.