TAXATION OF FINANCIAL PRODUCTS AND DERIVATIVES

Panel: Taxation of structured products & derivatives: Impact of case law & recent tax rules
Alan R. Kester
Andrew Oldham

Taxation of debt instruments
Brad Rowse

Taxation of forward contracts and swap transactions
Doug Watson

Income tax analysis of default derivatives
Alan R. Kester

Hedging derivative and financial products
Christopher R.J. Van Loan

Tax traps and how to avoid them
Andrew Oldham

Alan R. Kester is a partner with Apple Financial Services, which specializes in providing tax and financial services. He is currently providing tax consulting to KPMG LLP's Toronto office. He recently served as General Tax Counsel and Vice-President, Tax Advisory, at the Canadian Imperial Bank of Commerce. Mr. Kester received his Honours Business Administration from Wilfred Laurier University, his Bachelor of Laws Degree from Windsor, is a Certified General Accountant and has completed the CICA Indepth Tax Course. Mr. Kester has practiced as both a lawyer and an accountant (Touche Ross, Mintz & Partners), has worked for the Bank of Montreal (Strategic & Tax Planning), Ontario Finance (senior tax solicitor), and CIBC.

Andrew is a Partner in the Financial Services Group of Deloitte & Touche LLP and has been practicing tax since 1993. He has provided a broad range of tax planning and compliance services to clients ranging from owner-managers to multi-national corporations. Services have included acquisition and divestiture planning as well as financing structure planning. Andrew graduated from the Ivey School of Business, University of Western Ontario, in 1990.

Elinore Richardson is a senior partner of Borden Ladner Gervais LLP based in the Toronto office. Miss Richardson leads the firm's international tax practice and is the national coordinator of international legal services.

Miss Richardson has consistently been ranked by a number of international publishers including Business law Research's Who's Who of Corporate Tax, Chambers Global: The World's Leading Lawyers for Business, PLC Global and Euromoney's World's Top Tax Advisors as among Canada's leading tax professionals. International Tax Review named Miss Richardson to a short list of Highly Recommended tax professionals in its 2003 survey of North American Tax Advisors for Canada.

Miss Richardson was admitted to practice in Ontario, 1972, in Québec, 1977; to the Roll of Solicitors of England and Wales, 1990; and in the State of New York, 1992. She graduated from McMaster University, Honours B.A. 1967; and from the Faculty of Law, University of Toronto, J.D. 1970.

Miss Richardson's practice focuses on international taxation and corporate finance and includes advising both Canadian and foreign clients in connection with the structuring of cross border mergers and acquisitions, post-merger consolidation and reorganisation strategies, inbound and outbound tax planning, transfer pricing in connection with cross border agreements for the provision of goods and services, private equity investment into Canada, income trusts and structuring and operation of hedge funds, financial instruments, derivatives and cross border lease transactions.

Miss Richardson is the current Vice Chair, Professional Services of the Section of Taxation of the American Bar Association. She is also a member of Council of the Section and sits on a number of committees including the Nominating and Sponsorship Committees of the Section. Miss Richardson is the Section's representative on the American Bar Association, Section Officers CLE Task Force and one of its representatives on the Lexis Nexis Advisory Board. She is an active member of the Committee on Foreign Activities of US Taxpayers and a Co Chair of the Task Force on Foreign Tax Credits and Subpart F. She has also served as the Chair of the Foreign Lawyers Forum, Vice Chair of the Membership and Marketing Committee and Council Director for the four international committees of the Section.

Miss Richardson is Currently a Trustee of the International Bar Association Foundation. She has also served as a member of Council and in many officer capacities including as Co Chair of the Taxes Committee of the Legal Practice Division (formerly the Section on Business Law).

Miss Richardson also serves as a member of the CD Howe Institute Tax Competitiveness Council. In the past she has sat as a member of the Minister of National Revenue's Committee on Tax Administration and as a member of the Joint Committee of the Canadian Bar Association and the Canadian Institute of Chartered Accountants on Taxation which advises the Canadian Department of Finance of tax initiatives.

Editor in Chief, Corporate Finance, Federated Press and a member of the editorial board of "North American Free Trade & Investment Report", World Trade Executive Inc.

Miss Richardson has taught at both McGill and New York Universities. She currently organises two international conferences held in Europe and the US annually which address international tax issues affecting multinationals. She has also spoken at conferences and seminars on subjects including structured financial products, mergers and acquisitions, international tax planning and has written extensively on these subjects.

Peter Blessing is a tax partner in the New York office of Shearman & Sterling LLP, where he heads the firm's International Tax Group. His practice involves cross-border and domestic acquisitions, joint ventures, restructurings, financings, transfer pricing, controversies and tax-planning strategies.

Mr. Blessing is a Fellow of the American College of Tax Counsel; member of the Executive Committee of the New York State Bar Association Tax Section and Co-Chair of the Committee on Foreign Activities of U.S. Taxpayers; Chair of the American Bar Association Tax Section's Committee on Foreign Activities of U.S. Taxpayers; Council member of the International Fiscal Association's USA branch; President of the International Tax Institute; and Board member of the BNA Tax Management Advisory Board.

Mr. Blessing is a frequent lecturer on international tax matters. He has authored a treatise on U.S. income tax treaties, texts on the U.S. branch profits tax and the U.S. source of income rules, and numerous articles on cross-border taxation.

Mr. Blessing graduated from Princeton University (AB 1973), Columbia Law School (JD 1977) and New York University School of Law (LLM Taxation 1981). He became a partner in Shearman & Sterling in 1986.

Brad Rowse is Senior Vice-President, Taxation, at Scotiabank. Brad obtained his BComm from UBC, followed by his CA designation and the CICA In-depth Tax Course. During 13 years with Price Waterhouse, 11 of which were specialized in tax with increasing responsibility, Brad practiced in Richmond, Vancouver, Ottawa, Toronto and Mississauga offices. During this time, he wrote or co-wrote articles for the Canadian Tax Foundation and Pension & Tax Reports, made presentations to the B.C. Tax Foundation and the B.C. Continuing Legal Education seminar on Estate Planning and participated in developing and lecturing at the inaugural income tax course at Simon Fraser University. Brad joined Scotiabank in 1997 as the Vice-President, Taxation Audit within the internal audit function and, after four years of learning the business and expanding responsibility, transferred to the Taxation Department with responsibility for taxation of capital markets initiatives and products. In June 2002 Brad was promoted to his current position where he has overall responsibility for the group's taxation on a global basis.

Chris Van Loan practises in the Blakes Toronto Office Tax Group where he provides tax advice on a variety of transactions including financings, corporate reorganizations, acquisitions and divestitures. He also advises clients on matters concerning various global trading and capital market transactions. Prior to joining Blakes, Chris held the position of Executive Director, Corporate Finance, Financial Products at CIBC World Markets. While in that role, he structured various client transactions involving derivative products including monetizations, share repurchase and hedging transactions.

Doug Watson is a Financial Transactions Specialist, Industry Specialist Services, at the Canada Revenue Agency. Doug Watson earned certification as a Chartered Accountant in Alberta in 1984 and joined the Revenue Canada in that year. After 3 years at the Calgary office he transferred to the Income Tax Rulings Directorate in Ottawa. During his eight years at Rulings, he worked in the Financial Institutions, Corporate Reorganizations and Trust Sections.

Alan E. Wheable graduated from the University of Western Ontario as the gold medallist in law in 1972 and called to the Ontario Bar in 1974. He practiced law in London, Ontario from then until he joined Canada Trust in 1985 where he remained until joining The Toronto-Dominion Bank as Vice-President, Taxation on February 2, 2000 and is currently Senior Vice-President, Taxation. He has served on the Advisory Committee of the Conference Board of Canada for the Financial Institutions Tax Working Group and on the Advisory Committee of the Conference Board of Canada for the Business Centre for Tax Research. He has served as the Chair of the Canadian Income Tax Committee of the Tax Executives Institute, as President of its Toronto Chapter, and has been its Vice-President for Canadian Affairs.

Ron Wilson is a partner in the tax group with a special emphasis on financing transactions and mergers and acquisitions, both domestic and cross-border. He has been a pioneer in the fields of asset securitization and derivative products in Canada.

Ron regularly advises financial institutions, both Canadian-based and international, on the design of innovative tax-effective financial instruments and on the tax consequences to them of capital market transactions. In recent years, he has advised several syndicates organized by BMO Nesbitt Burns Inc. for the purpose of offering receivables-backed notes in Canada, Canada Housing Trust No. 1 on the establishment of Canada's largest securitization program, Merrill Lynch Canada Inc. on the establishment of its medium-term note program in Canada, and RBC Dominion Securities on a variety of innovative mutual fund offerings. Financial institutions regularly consult Ron for his recognized capital tax expertise. He also regularly advises both the Investment Dealers' Association of Canada and the Investment Funds Institute of Canada on tax policy and legislation and makes representations on their behalf to the Department of Finance and the Canada Revenue Agency (formerly CCRA (Revenue Canada)).

Ron had been recognized as a leading practitioner, including by the Canadian Legal LEXPERT Directory as a most frequently recommended practitioner for Investment Funds and Asset Management - Tax Aspects, and a repeatedly recommended practitioner in both Derivatives and Corporate Tax. Ron is also recognized as an Expert Lawyer in Euromoney's Expert Guide to Tax Advisors.

Ron writes and speaks frequently on tax matters both nationally and internationally, including for the Canadian Tax Foundation, the International Fiscal Association, the Canadian Institute, Insight, Infonex, the International Bar Association and Federated Press. He was also a member of the Joint Committee on Taxation of the Canadian Bar Association and the Canadian Institute of Chartered Accountants for several years.

From 1979 - 1985, Ron was a senior official in the Tax Policy Branch of the Department of Finance in Ottawa. During that time, he was responsible for drafting and implementing major legislative changes in the international, resources, trusts, partnerships and corporations area of the Income Tax Act. He was also the principal federal tax advisor on federal-provincial tax issues. Ron's experience at Finance gives him a unique perspective on key tax policy matters that he brings to bear on client matters.

Ron holds a B.A. in Mathematics from the University of Toronto, an M.B.A. from McGill University and an LL.B. from Queen's University. He became a partner in 1986.