Allocation of Taxable Income. (1) Subject to Section 6.1(4), the Taxable Income and the Tax Loss of the Partnership for each fiscal year will be allocated to the Partners who were Partners at any time during such fiscal year in accordance with the provision of the Income Tax Act, including any discretionary deductions as determined by the General Partner. (2) The Taxable Income will be allocated as follows: (a) first, to the General Partner in an amount equal to the aggregate of (i) the Priority Distribution, (ii) the Reimbursement Distribution Amount, and (iii) 0.001% of the balance of the Distribution Amount paid to the General Partner; (b) second, to the Preferred Partners based on their proportionate share of the Preferred LP Units Distributions received or receivable for such Fiscal Year; provided that this calculation will not include any distributions on the Preferred LP Units that are in satisfaction of accrued distributions on the Preferred LP Units that were not paid in a previous Fiscal Year where the General Partner determines that the inclusion of such distributions would result in a Preferred Partner being allocated more income than it would have been if the distributions were paid in the Fiscal Year in which they were accrued; and (c) the balance, among the holders of Class A LP Units and Class B LP Units based on their proportionate share of distributions received or receivable for such Fiscal Year. (3) The amount of Taxable Income allocated to a Partner may exceed or be less than the amount of distributions made by the Partnership to that Partner in respect of a given Fiscal Year. (4) If, with respect to a given Fiscal Year, there is no Distribution Amount, or the Partnership has a Tax Loss, the Taxable Income or Tax Loss from each source for that Fiscal Year will be allocated to the Limited Partners in that Fiscal Year, in proportion to the percentage of the LP Units held by each of them at each of those dates. (5) Notwithstanding Section 6.1(2), for the first Fiscal Year of the Partnership, the General Partner shall determine the Partnership’s income or loss for income tax purposes as if there were a fiscal year ended immediately before the Closing Date and before the issuance of Class A LP Units by the Partnership (the “Interim Fiscal Period”), and shall allocate the income or loss of the Partnership for the Interim Fiscal Period to KMCC and KM Canada Terminals in proportion to the percentage of the Class B LP Units held by each of them on the last day of the Interim Fiscal Period. In that first Fiscal Year, the Taxable Income of the Partnership to be allocated under Section 6.1(2) shall be the Taxable Income otherwise determined less the taxable income allocated to the holders of Class B LP Units for the Interim Fiscal Period under this Section 6.1(5).
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Samples: Limited Partnership Agreement, Limited Partnership Agreement (Kinder Morgan Canada LTD)
Allocation of Taxable Income. (1a) Subject to Section 6.1(4subsection 6.1(d), 0.01% of the Taxable Income and the Tax Loss of the Partnership for each fiscal year will be allocated to the General Partner and 99.99% of the Taxable Income of the Partnership for each fiscal year will be allocated to the Limited Partners who were Partners holders of Units at any time during such fiscal year in accordance with the provision of the Income Tax Act, including any discretionary deductions as determined by the General Partneryear.
(2b) The Taxable Income allocated to each Limited Partner who held Units at any time during the applicable fiscal year will be allocated as followsequal to the sum of:
(ai) firstthat portion, if any, of the Taxable Income of the Partnership for the fiscal year that is allocated to the General Limited Partner in an amount equal pursuant to the aggregate of (i) the Priority Distribution, Section 7.4; and
(ii) the Reimbursement Distribution Amount, and product of:
(iiiA) 0.001% the total Taxable Income of the balance Partnership for the fiscal year (after deducting the total of all amounts allocated to all Limited Partners for the Distribution Amount paid fiscal year pursuant to the General Partner;
(b) second, to the Preferred Partners based on their proportionate share of the Preferred LP Units Distributions received or receivable for such Fiscal Year; provided that this calculation will not include any distributions on the Preferred LP Units that are in satisfaction of accrued distributions on the Preferred LP Units that were not paid in a previous Fiscal Year where the General Partner determines that the inclusion of such distributions would result in a Preferred Partner being allocated more income than it would have been if the distributions were paid in the Fiscal Year in which they were accruedSection 7.4; and
(cB) a quotient, the balance, among numerator of which is the holders of Class A LP Units and Class B LP Units based on their proportionate share aggregate amount of distributions received of Distributable Income paid or payable or allocated to that Limited Partner by the Partnership pursuant to Section 7.1 with respect to that fiscal year (including, for greater certainty, any such distributions receivable by, or allocable to, that Limited Partner in respect of the Distribution Period ending on December 31 in that fiscal year), and the denominator of which is the aggregate of the distributions of Distributable Income paid or payable or allocated to all Limited Partners by the Partnership pursuant to Section 7.1 with respect to that fiscal year (including, for greater certainty, all such Fiscal Yeardistributions receivable by, or allocable to, all Limited Partners in respect of the Distribution Period ending on December 31 in that fiscal year).
(3c) The amount of Taxable Income allocated to a Limited Partner may exceed or be less than the amount of distributions made Distributable Income distributed by the Partnership to that Limited Partner in respect of a given Fiscal Yearfiscal year.
(4d) IfSubject to Section 7.4, if, with respect to a given Fiscal Yearfiscal year of the Partnership, there no distribution of Distributable Income is no Distribution Amount, paid or the Partnership has a Tax Loss, the Taxable Income payable or Tax Loss from each source for that Fiscal Year will be allocated to the Limited Partners in that Fiscal Year, in proportion to the percentage of the LP Units held by each of them at each of those dates.
(5) Notwithstanding Section 6.1(2), for the first Fiscal Year of the Partnership, the General Partner shall determine the Partnership’s income or loss for income tax purposes as if there were a fiscal year ended immediately before the Closing Date and before the issuance of Class A LP Units by the Partnership pursuant to Section 7.1 with respect to that fiscal year (including, for greater certainty, distributions receivable by, or allocable to, the “Interim Fiscal Period”Limited Partners in respect of the Distribution Period ending on December 31 in that fiscal year), and shall allocate the income or loss then one-twelfth of the Partnership for the Interim Fiscal Period to KMCC and KM Canada Terminals in proportion to the percentage of the Class B LP Units held by each of them on the last day of the Interim Fiscal Period. In that first Fiscal Year, the Taxable Income of the Partnership to for that fiscal year will be allocated under Section 6.1(2) shall be to the General Partner and the Limited Partners of record on the last day of each month ending in that fiscal year, as to 0.01% and 99.99%, respectively, and the Taxable Income otherwise determined less the taxable income allocated to each Limited Partner of record on the holders last day of Class B LP each month ending in such fiscal year will be equal to the product of:
(i) the total Taxable Income of the Partnership allocated to all of the Limited Partners during such month; and
(ii) a quotient, the numerator of which is the aggregate number of Units held by such Limited Partner on the last day of such month, the denominator of which is the total number of Units outstanding on the last day of such month.
(e) Each item of deduction, credit, cost, expense or other attribute that is not included in computing Taxable Income or Taxable Loss and that is relevant in any respect whatsoever to the computation of the income or loss for the Interim Fiscal Period under this purpose of any Canadian federal, provincial or territorial, any United States federal or state, or other foreign tax legislation shall be allocated among the Partners in the same proportions as described in subsections 6.1(b) or (d) or Section 6.1(5)7.4, as applicable.
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Samples: Limited Partnership Agreement (Extendicare Real Estate Investment Trust)
Allocation of Taxable Income. (1) Subject to Section 6.1(4), the Taxable Income and the Tax Loss in respect of the Partnership for each fiscal year any Fiscal Period will be allocated to as at the Partners who were Partners at any time during end of such fiscal year in accordance with the provision of the Income Tax Act, including any discretionary deductions as determined by the General Partner.
(2) The Taxable Income will be allocated Fiscal Period as follows:
(a) first, to each of the General Partner in an amount equal Limited Partners up to the aggregate amount of (i) the Priority Distribution, (ii) the Reimbursement Distribution Amount, and (iii) 0.001% Net Income allocated to each of them in respect of the balance of the Distribution Amount paid Fiscal Period pursuant to the General Partner;subsection 4.12(a); and
(b) second, to the Preferred General Partners based as to the remainder, on their proportionate share the following basis:
(i) first, each of the Preferred LP Units Distributions received or receivable for such Fiscal Year; General Partners will receive its Annual Notional Return, provided that this calculation if there is insufficient Taxable Income to generate such return, then each General Partner will not include any distributions receive Taxable Income on a pro rata basis based upon the Preferred LP Units that are in satisfaction relative amount of accrued distributions on the Preferred LP Units that were not paid in a previous Fiscal Year where such General Partner’s Capital Account to the General Partner determines that the inclusion of such distributions would result in a Preferred Partner being allocated more income than it would have been if the distributions were paid in the Fiscal Year in which they were accruedPartners’ Capital Accounts; and
(cii) second, to the Avis General Partner, an amount (the “Avis GP Adjustment”) equal to: (A — B) x C where: A = Avis Taxable Adjustment B = Amortized Avis Taxable Amount C = capital cost allowance rate for Class 16 as listed in Schedule II of regulations to the Income Tax Act (Canada) provided that in respect of the Fiscal Period in which the Class 16 Date occurs the amount to the Avis General Partner hereunder shall be the Avis Taxable Adjustment less the sum of the amounts determined pursuant to subparagraph 4.13(b)(ii) for all prior Fiscal Periods and in respect of each Fiscal Period thereafter the amount to the Avis General Partner hereunder shall be nil; and
(iii) the balance, among remainder to each General Partner on a pro rata basis based upon the holders Annual Relative Revenue Contributions of Class A LP Units and Class B LP Units based on their proportionate share of distributions received or receivable such General Partner for such Fiscal Year.
(3) The amount of Period. Where the Partnership has Taxable Income for a Fiscal Period, no loss shall be allocated to a Partner may exceed or be less than the amount of distributions made by the Partnership to that any Partner in respect of a given such Fiscal Year.
(4) If, with respect to a given Fiscal Year, there is no Distribution Amount, or Period. Where the Partnership has Taxable Loss for a Tax LossFiscal Period, the Taxable Income or Tax Loss from each source for that Fiscal Year will no income shall be allocated to the Limited Partners any Partner in that Fiscal Year, in proportion to the percentage respect of the LP Units held by each of them at each of those dates.
(5) Notwithstanding Section 6.1(2), for the first Fiscal Year of the Partnership, the General Partner shall determine the Partnership’s income or loss for income tax purposes as if there were a fiscal year ended immediately before the Closing Date and before the issuance of Class A LP Units by the Partnership (the “Interim such Fiscal Period”), and shall allocate the income or loss of the Partnership for the Interim Fiscal Period to KMCC and KM Canada Terminals in proportion to the percentage of the Class B LP Units held by each of them on the last day of the Interim Fiscal Period. In that first Fiscal Year, the Taxable Income of the Partnership to be allocated under Section 6.1(2) shall be the Taxable Income otherwise determined less the taxable income allocated to the holders of Class B LP Units for the Interim Fiscal Period under this Section 6.1(5).
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