Inter Pipeline Ltd. Tax Election Form Questionnaire
The tax commentaries below are applicable to Canadian resident taxpayers (“Resident Holders”) that dispose Inter Pipeline Ltd. (“IPL”) common shares (“Common Shares”) to Bison Acquisition Corp (“BIPC”) or Brookfield Infrastructure Corporation Exchange Limited Partnership (“Exchange LP”) (collectively referred to as “Brookfield Infrastructure”). The commentaries assume such Resident Holders own their IPL Common Shares as capital property.
Disposition of IPL common shares for cash and BIPC shares
A Resident Holder that disposes of Common Shares to Brookfield Infrastructure for cash and/or BIPC Shares will be considered to have disposed of such Common Shares for proceeds of disposition equal to the aggregate fair market value of the cash and/or the BIPC Shares received. Such a Resident Holder will realize a capital gain (or a capital loss) equal to the amount by which such proceeds of disposition, net of any reasonable costs of disposition, exceed (or are less than) the aggregate adjusted cost base to the Resident Holder of the Common Shares disposed of. A Resident Holder that receives only cash and/or BIPC Shares for its Common Shares is not eligible to make a tax deferral election as noted below. A Resident Holder should consult its own tax advisor on the determination of the fair market value of any BIPC Shares received on the disposition of its Common Shares and the computation of its capital gain (or capital loss), if any.
Disposition of IPL common shares for Exchange LP Units
A Resident Holder that disposes of Common Shares for Exchange LP Units will be considered to have disposed of such Common Shares for proceeds of disposition equal to the aggregate fair market value of the Exchangeable LP Units received, unless a valid election under subsection 97(2) of the Income Tax Act (Canada) is made. A Resident Holder that does not make such an election will realize a capital gain (or a capital loss) equal to the amount by which such proceeds of disposition, net of any reasonable costs of disposition, exceed (or are less than) the aggregate adjusted cost base to the Resident Holder of the Common Shares disposed of.
A Resident Holder may choose to defer all or a portion of any capital gain that would otherwise be realized on the exchange of its Common Shares for Exchangeable LP Units by filing with the Canada Revenue Agency (the “CRA”) (and, where applicable, with a provincial tax authority) a joint election under subsection 97(2) of the Income Tax Act (Canada) (“Joint Tax Election”). However, a Resident Holder will not be eligible to make a Joint Tax Election if the Resident Holder held its Common Shares through a tax-exempt account, including, but not limited to, a registered retirement savings plan (“RRSP”), registered retirement income fund (“RRIF”), deferred profit-sharing plan (“DPSP”), registered education savings plan (“RESP”), registered disability savings plan (“RDSP”), or a tax-free savings account (“TFSA”).
To make a Joint Tax Election, an electing Resident Holder must provide the relevant information to Brookfield Infrastructure through this form [Inter Pipeline Ltd. Tax Election Form Questionnaire] (supported browsers for the form include Chrome, Firefox, Safari, and Microsoft Edge). The relevant information must be submitted to Brookfield Infrastructure through this form on or before (i) November 2, 2021 (if the Resident Holder disposed of its Common Shares under the takeover bid) or (ii) the day that is 60 days after the Effective Date of the Arrangement (if the Resident Holder disposed of its Common Shares pursuant to the Arrangement). After Brookfield Infrastructure receives all of the relevant information through the form, Brookfield Infrastructure will process and deliver the completed Joint Tax Election to the electing Resident Holder based on the responses provided by the Resident Holder. The completed Joint Tax Election will not be available immediately after all of the information has been submitted but will be available before the filing due date (generally within 48 hours of submitting the form). However, a copy of a Resident Holder’s responses to the form will be emailed immediately upon submission of the questionnaire. The Joint Tax Election will be delivered by email through a secure document via DocuSign. If you do not receive your Joint Tax Election within 48 hours of submitting the form, it is recommended checking your spam filters. After the receipt of the completed Joint Tax Election, each electing Resident Holder will be solely responsible for reviewing and executing (including entering Resident Holder’s Social Insurance Number on the form) its portion of the Joint Tax Election and submitting it to the CRA (and, where applicable, to any provincial tax authority) within the required time. An electing Resident Holder should consult its own tax advisor on the completion of the Joint Tax Election.
*Note: A French version of the form will be available shortly.
An electing Resident Holder should have the following information available before starting the tax election process:
- Confirmation of the transfer of its Common Shares to Exchange LP;
- If applicable, confirmation that a Supplementary Election has been made;
- Details of the number of Common Shares transferred to Exchange LP; and
- Adjusted cost base of the Common Shares transferred to Exchange LP.
For greater certainty, Resident Holder should NOT file a Joint Tax Election if any of the following apply:
- Resident Holder is a non-resident of Canada who is not required to file a Canadian tax return. Non-residents of Canada who dispose of shares in a Canadian corporation may have to file a Canadian tax return. Please discuss your situation with your tax advisor;
- Resident Holder held all of the exchanged Common Shares in a RRSP, RRIF, RESP, RPP, TFSA or other tax-exempt Canadian plan;
- Resident Holder realized a capital loss for tax purposes as a result of the disposition of the exchanged Common Shares;
- Resident Holder elected to receive ONLY cash and/or BIPC shares and did NOT receive any Exchange LP Units as part of the transaction.
General Shareholder Tax Summary
The following discussion is intended to provide a general explanation of the U.S., Canadian, European, and Australian tax treatment of holding Brookfield Infrastructure Corporation shares.
This summary is of a general nature only and is not intended to be, nor should it be construed to be, legal or tax advice to any particular holder of Brookfield Infrastructure Corporation shares, and no representation with respect to the U.S., Canadian, Australian and European income tax consequences to any particular holder is made. Consequently, holders of Brookfield Infrastructure Corporation shares are advised to consult their own tax advisors with respect to their particular circumstances. For a detailed discussion of the material tax considerations for unitholders relating to the special distribution of class A shares and of the ownership and disposition of class A shares, please refer to our SEC Form F-1 Registration statement .