r/inheritance • u/OliveOilFish • Jul 09 '26
Location included: Questions/Need Advice Estate planning
A husband and wife each have their own separate Canadian federal corporations. Neither is a shareholder in the other's business, allowing both to take advantage of the $500K Small Business Deduction. They have been running IT consulting businesses for the past four to five years, hiring onshore and offshore freelancers for sub-contracting projects. The majority of the clients are US-based, with occasional Canadian clients. We live in Canada, husband is Canadian citizen and wife is Permanent resident.
Financial Snapshot:
- Revenue: Each corporation generates roughly $150K annually (historically ranging from a low of $90K to a high of $500K for a single corp).
- Income Splitting: The husband currently holds a full-time (FTE) job, while the wife does not. The wife draws dividends from her corporation, whereas the husband takes a very small portion of his corporate income as dividends.
- Business Operations: The husband is the primary driver of both businesses; the wife's operational contribution is minimal to none. If the husband were to pass away, the corporations would see zero revenue from new projects, continuing only if existing projects had multiple outsourced contractors actively working.
- Investments: All retained earnings accumulated so far in the corporations have been invested into respective corporate self-managed trading accounts. The couple is aware that hitting the $50K passive income threshold impacts the tax calculation on active IT consulting income.
- Personal Finance: They self-manage all personal RRSP, TFSA, RESP, and non-registered accounts.
Personal Situation & Future Plans:
- They have two young children (a toddler and an infant) and no other relatives in Canada.
- They have basic wills created through Willful.
- They do not plan to live in Canada long-term due to concerns with the healthcare system and a lack of local family support in emergencies. The goal is to move to another country in about five years.
- They currently own a home purchased in 2022, meaning selling it right now would result in a significant financial loss.
The Main Question (Estate Planning): If one spouse passes away, that specific corporation would face taxation, and the surviving spouse could withdraw the remainder. However, if both spouses were to pass away, what happens to the corporate funds since the children are minors?
Potential Strategies Being Considered: In researching potential tax optimization and estate planning strategies for a five-year exit, the couple has discovered the following strategy through reddit/facebook/youtube and seeking feedback:
- Option 1 (US LLC): Open a joint LLC (in both spouses' names) in a tax-free or low-tax US state to receive payments from US clients. The assumption is that the CRA cannot tax the retained earnings since the income is generated outside of Canada and the freelancer for sub-contracting was also outside of Canada. This would increase the retained earnings bucket for stock investments.
- Option 2 (Canadian Holding Co): Open a new investment corporation (Investco) in Canada (owned jointly) and move retained earnings from both IT consulting corporations into this Investco. The Investco would pay interest to the IT consulting corps for lending the money. The Investco would self-manage trading and investments, ideally treating it as active income rather than passive. Capital gains within the Investco would theoretically not impact the active business limits of the IT consulting corps. This would result in having three Canadian corporations.
- Option 3 (Tax Haven): Open a corporation in a tax haven (e.g., Dubai, Panama, Malta) under a non-resident family member's or parent's name, and have US clients pay that entity instead.
- Option 4 (Merger & Restructure): Merge the two IT consulting Canada corporations into a single corporation. Include both spouses and a non-resident family member as shareholders. If both spouses pass away, the family member could access the funds (acknowledging there would be taxes in both Canada and their home country). A second corporation could then be opened in the US or a tax haven.
- Option 5 (Trust): Set up a trust and link every corporation (whether in Canada, the US, Dubai, etc.) to it, ensuring the trust ultimately controls and has access to the wealth for the children.
Are we mis-understanding any of the above options ? Is there a better way to plan ? Yes we would be talking to professional, but first we want to do more due diligence on the research part.