Michael N. Kandev

Partner

Michael N. Kandev

Michael N. Kandev

Partner

Bar Admissions
  • Québec, 2003
    Ontario, 2002

Michael’s clients rely on him for meticulous and innovative tax advice.

Corporations and individuals trust Michael’s advice on the tax aspects of their transactions, both in Canada and internationally. He works with major Canadian, U.S. and other publicly traded companies, private equity and hedge funds and tax-exempt institutions on investments, financings, mergers and acquisitions, reorganizations and real estate and resource projects. Clients also choose Michael to provide counsel on disputes with tax authorities. They rely particularly on his expertise in international tax issues.

Michael is a frequent speaker at tax conferences in Canada and abroad. He is a councillor of the Canadian branch of the International Fiscal Association.

Michael N. Kandev

Partner

Michael’s clients rely on him for meticulous and innovative tax advice.

Corporations and individuals trust Michael’s advice on the tax aspects of their transactions, both in Canada and internationally. He works with major Canadian, U.S. and other publicly traded companies, private equity and hedge funds and tax-exempt institutions on investments, financings, mergers and acquisitions, reorganizations and real estate and resource projects. Clients also choose Michael to provide counsel on disputes with tax authorities. They rely particularly on his expertise in international tax issues.

Michael is a frequent speaker at tax conferences in Canada and abroad. He is a councillor of the Canadian branch of the International Fiscal Association.

Potash Corporation of Saskatchewan Inc.

Acted as Canadian tax counsel for Potash Corporation of Saskatchewan Inc. in its US$36-billion merger of equals with Agrium Inc. to create the world-class integrated global supplier of crop inputs, Nutrien Ltd.

BNP Paribas S.A.

Acting for BNP Paribas S.A. in connection with an investment by the Caisse de dépôt et placement du Québec in Innocap Investment Management Inc.

BMO Nesbitt Burns Inc.

Acted for a syndicate of agents co-led by BMO Nesbitt Burns Inc., National Bank Financial Inc. and CIBC World Markets Inc. on the following private placement by Metro Inc. to partially finance its acquisition of The Jean-Coutu Group (PJC) Inc.: $1.2 billion aggregate principal amount of 2.68% Series F senior unsecured notes due December 5, 2022; 3.39% Series G senior unsecured notes due December 6, 2027; and 4.27% Series H senior unsecured notes due December 4, 2047.

The Sentient Group

Acted for The Sentient Group in the going-private transaction of Era Resources Inc. effected through a plan of arrangement that included the consolidation of 10,290,619 pre-consolidation common shares of Era to one post-consolidation common share.

Claridge Inc.

Acted for Claridge Inc. in connection with its sale to C.H. Guenther & Son, Inc. of Les Plats du Chef, a Canada-based frozen meal and snack business.

Kruger Inc. Master Trust

Acted for Kruger Inc. Master Trust in connection with the sale of Lidya Energy, a landfill gas-to-electricity plant located in Lachute, Québec, to Energy Developments (Canada) Inc., a subsidiary of Energy Developments Pty Limited, a member of Australia's DUET Group.

Stingray Digital Group Inc.

Acted for Stingray Digital Group Inc. in connection with its acquisition of all the outstanding shares of C Music Entertainment Ltd. (also known as C Music TV).

High-Net-Worth Family

Acted for a high-net-worth family on tax matters related to a reorganization of the family's corporate holdings.

High-Net-Worth Family

Advised a high-net-worth family on tax matters related to acquisition of aircraft.

The Sentient Group

Acted for The Sentient Group in connection with its US$7-million investment in Era Resources Inc. through the purchase of a convertible unsecured note.

Tippmann US Holdco, Inc. (part of the G.I. Sportz Group)

Acted for G.I. Sportz Inc. in connection with the acquisition of Kee Action Sports, a leading manufacturer and distributor of paintball sporting goods, equipment and apparel, based in New Jersey with distribution facilities located across the United States, Canada and the United Kingdom.

Oceanwide Inc.

Acted for Oceanwide Inc., a Montréal based insurance software firm, in connection with the sale of its business to Insurity Inc., a provider of core insurance processing and data integration and analysis solutions, based in Hartford, Connecticut.

Central National-Gottesman Inc.

Acted for Central National-Gottesman Inc., a global distributor of pulp, paper and forestry products, and its subsidiary Spicers Canada ULC in connection with the acquisition of the assets and business of Spicers Canada Limited, a distributor of fine paper, sign and display media, industrial packaging and graphic arts supplies, headquartered in Vaughan, Ontario and with locations across Canada, and the related financing with Bank of America, N.A. (Canada branch), as agent.

Vision 7 International ULC

Acted for Vision 7 International ULC, a fully integrated marketing communications company, whose two major brands include Canadian marketing communication agency leader Cossette and the international PR firm Citizen Relations, in connection with its acquisition by BlueFocus Communication Group Co., Ltd., the No. 1 integrated communication and marketing services group in China.

Marlin Equity Partners

Acted as Canadian counsel to global investment firm Marlin Equity Partners in connection with its acquisition of the Arcserve division from CA Technologies. Arcserve is a leading global provider of data protection software solutions with offices in 30 countries.

Groupe Trans-Inter Inc.

Acted for the GTI Group, a Montréal-based provider of specialty transport solutions, in connection with an investment by Novacap.

The Sentient Group

Acted for The Sentient Group in connection with the acquisition of Rio Madeira Comércio Importaçao e Exportaçao de Minérios, a Brazilian company operating a manganese mine. In relation to this acquisition, Sentient executed a binding term sheet with Cancana Resources Corp. whereby and pursuant to which Sentient acquired shares, warrants and convertible debentures of Cancana and the latter will subscribe for 50% of the quotas of Rio Madeira.

G.I. Sportz Inc.

Acted for G.I. Sportz Inc. in connection with the acquisition of Tippmann Sports, LLC, a leading manufacturer and distributor of markers and goggles for the paintball, airsoft and laser tag industries.

Morgan Stanley US, Investing Division

Acted for MSG Lac Mirabel, SEC, a joint venture between Morgan Stanley Real Estate and Gordon Group Holdings, LLC, in connection with the sale to Simon Property Group Inc., Calloway Real Estate Investment Trust and SmartCentres, of a portion of the Lac Mirabel site, for the development of a Premium Outlet Centre, Phase I of which will be comprised of 350,000 square feet of gross leasable area and 80 stores.

Confidential Client

Acting before the Federal Court of Canada on behalf of a public transportation authority, against both the Canada Revenue Agency and the Québec Revenue Agency, against reassessments denying tax refunds for diesel fuel.

Masonite International Corporation

Acted for Masonite International Corporation in connection with its acquisition, through a wholly-owned subsidiary, of all of the capital stock of the Québec-based corporation, Lemieux Doors Inc., known for its broad range of high quality panel and French wood doors and its market leading service proposition.

Alimentation Couche-Tard Inc.

Acted for Alimentation Couche-Tard Inc. in connection with its offering, on a bought deal basis, of 7,302,500 Class B subordinate voting shares at a price of $47.25 per share for gross proceeds of $345,043,125. The offering is made by a syndicate of underwriters co-led by National Bank Financial Inc., Scotia Capital Inc., UBS Securities Canada Inc. and HSBC Securities (Canada) Inc.

Yoplait France SAS

Acted for Yoplait France SAS, the second largest brand in fresh dairy products in the world, in connection with its acquisition of Québec-based Liberté Brand Products from its management and investment firms, Swander Pace Capital LLC and Roynat Capital Inc.

Honeywell International Inc.

Acted for Honeywell International Inc. in connection with the $144-million acquisition of Matrikon Inc., a company specializing in software used in manufacturing operations.

Mill Road Capital, L.P.

Acted for U.S.-based private equity firm Mill Road Capital, L.P. in its successful "white knight" bid for Cossette Inc. for approximately $134 million.

Rossy and Assaly families

Acted for the founders of Dollarama Inc. in connection with the corporation's $300 million initial public offering of common shares.

Alexis Nihon Real Estate Investment Trust

Acted for Alexis Nihon Real Estate Investment Trust in the initial public offering of $85 million of trust units.

Bulletin

U.S. Tax Laws: A Review of 2017 and a Look Ahead to 2018

Jan. 11, 2018 - Each year at this time, we offer a look back at some of the more significant income tax developments in the United States affecting domestic and international business over the past year and a look ahead to possible U.S. tax developments in the coming year. Tax Developments in 2017As we predicted...

Bulletin

Canadian Tax Laws: A Review of 2017 and a Look Ahead to 2018

Jan. 11, 2018 - Each year at this time we offer a look back at some of the more significant income tax developments in Canada affecting domestic and international business over the past year and a look ahead to possible Canadian tax developments in the coming year. Developments in 2017 1. Legislative...

Article

Canada Persists With Plan to Punish Private Corporate Passive Reinvestment, co-author

Oct. 30, 2017 - Tax Notes International, Vol. 88, No. 5 (Tax Analysis)
Download this article.

Article

Canada’s Limited Approach to the OECD’s MLI

July 03, 2017 - In this article published in Tax Notes International, Davies partners Nathan Boidman and Michael Kandev discuss Canada’s signing of the OECD multilateral instrument to adopt many of the anti-BEPS tax treaty rules. Download this article.

Article

Canada Expands Back-to-Back Regime: Examining the Character Substitution Rules

June 19, 2017 - In this article from Tax Notes International, Davies partner Michael Kandev explains Canada’s latest attempt to fight treaty shopping through an expanded back-to-back regime, focusing on the regime’s complex and sometimes mysterious character substitution rules. Download this article.

Bulletin

2017 Federal Budget: Tax Highlights

Mar. 22, 2017 - The Liberal government’s second budget (Budget 2017) comes during a period of exceptional global political and economic uncertainty. Of particular importance from a Canadian economic and tax policy perspective is the uncertainty about how the Trump administration’s agenda will unfold in the coming...

Bulletin

Canadian and U.S. Tax Laws: A Review of 2016 and a Look Ahead to 2017

Jan. 13, 2017 - The year 2016 was eventful from a Canadian tax perspective, with the current Liberal government introducing its first federal budget and important judicial developments that included two decisions in tax cases by the Supreme Court of Canada. Conversely, while U.S. tax developments in 2016 were...

Article

How Is BEPS Reflected in Canada’s Newest Treaties?

Dec. 12, 2016 - In this article published in Tax Notes International, the authors examine the extent to which Canada’s new treaties with Taiwan and Israel reflect its involvement and concern. Download this article.

The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada—Corporate Tax

Report on Business/Lexpert Special Edition Canada’s Leading Corporate Lawyers

Lexpert Guide to the Leading US/Canada Cross-Border Corporate Lawyers in Canada—Corporate Tax

The Canadian Legal Lexpert Directory—Corporate Tax (Most Frequently Recommended); Estate and Personal Tax Planning: Estate and Tax Planning

The Best Lawyers in Canada—Tax Law

Bar Admissions

Québec, 2003
Ontario, 2002

Education

Canadian Institute of Chartered Accountants, In-Depth Tax Course
Universiteit Leiden, LLM (International Taxation) (Cum Laude), 2006
McGill University, BCL/LLB (with Great Distinction), 2001

Professional Affiliations

Association de planification fiscale et financière
Canadian Tax Foundation
International Fiscal Association

Community Involvement

International Fiscal Association, Canada Council, councillor and secretary

Teaching Engagements

Michael has lectured on taxation at McGill University and Université de Montréal.

Michael’s clients rely on him for meticulous and innovative tax advice.

Corporations and individuals trust Michael’s advice on the tax aspects of their transactions, both in Canada and internationally. He works with major Canadian, U.S. and other publicly traded companies, private equity and hedge funds and tax-exempt institutions on investments, financings, mergers and acquisitions, reorganizations and real estate and resource projects. Clients also choose Michael to provide counsel on disputes with tax authorities. They rely particularly on his expertise in international tax issues.

Michael is a frequent speaker at tax conferences in Canada and abroad. He is a councillor of the Canadian branch of the International Fiscal Association.

Potash Corporation of Saskatchewan Inc.

Acted as Canadian tax counsel for Potash Corporation of Saskatchewan Inc. in its US$36-billion merger of equals with Agrium Inc. to create the world-class integrated global supplier of crop inputs, Nutrien Ltd.

BNP Paribas S.A.

Acting for BNP Paribas S.A. in connection with an investment by the Caisse de dépôt et placement du Québec in Innocap Investment Management Inc.

BMO Nesbitt Burns Inc.

Acted for a syndicate of agents co-led by BMO Nesbitt Burns Inc., National Bank Financial Inc. and CIBC World Markets Inc. on the following private placement by Metro Inc. to partially finance its acquisition of The Jean-Coutu Group (PJC) Inc.: $1.2 billion aggregate principal amount of 2.68% Series F senior unsecured notes due December 5, 2022; 3.39% Series G senior unsecured notes due December 6, 2027; and 4.27% Series H senior unsecured notes due December 4, 2047.

The Sentient Group

Acted for The Sentient Group in the going-private transaction of Era Resources Inc. effected through a plan of arrangement that included the consolidation of 10,290,619 pre-consolidation common shares of Era to one post-consolidation common share.

Claridge Inc.

Acted for Claridge Inc. in connection with its sale to C.H. Guenther & Son, Inc. of Les Plats du Chef, a Canada-based frozen meal and snack business.

Kruger Inc. Master Trust

Acted for Kruger Inc. Master Trust in connection with the sale of Lidya Energy, a landfill gas-to-electricity plant located in Lachute, Québec, to Energy Developments (Canada) Inc., a subsidiary of Energy Developments Pty Limited, a member of Australia's DUET Group.

Stingray Digital Group Inc.

Acted for Stingray Digital Group Inc. in connection with its acquisition of all the outstanding shares of C Music Entertainment Ltd. (also known as C Music TV).

High-Net-Worth Family

Acted for a high-net-worth family on tax matters related to a reorganization of the family's corporate holdings.

High-Net-Worth Family

Advised a high-net-worth family on tax matters related to acquisition of aircraft.

The Sentient Group

Acted for The Sentient Group in connection with its US$7-million investment in Era Resources Inc. through the purchase of a convertible unsecured note.

Tippmann US Holdco, Inc. (part of the G.I. Sportz Group)

Acted for G.I. Sportz Inc. in connection with the acquisition of Kee Action Sports, a leading manufacturer and distributor of paintball sporting goods, equipment and apparel, based in New Jersey with distribution facilities located across the United States, Canada and the United Kingdom.

Oceanwide Inc.

Acted for Oceanwide Inc., a Montréal based insurance software firm, in connection with the sale of its business to Insurity Inc., a provider of core insurance processing and data integration and analysis solutions, based in Hartford, Connecticut.

Central National-Gottesman Inc.

Acted for Central National-Gottesman Inc., a global distributor of pulp, paper and forestry products, and its subsidiary Spicers Canada ULC in connection with the acquisition of the assets and business of Spicers Canada Limited, a distributor of fine paper, sign and display media, industrial packaging and graphic arts supplies, headquartered in Vaughan, Ontario and with locations across Canada, and the related financing with Bank of America, N.A. (Canada branch), as agent.

Vision 7 International ULC

Acted for Vision 7 International ULC, a fully integrated marketing communications company, whose two major brands include Canadian marketing communication agency leader Cossette and the international PR firm Citizen Relations, in connection with its acquisition by BlueFocus Communication Group Co., Ltd., the No. 1 integrated communication and marketing services group in China.

Marlin Equity Partners

Acted as Canadian counsel to global investment firm Marlin Equity Partners in connection with its acquisition of the Arcserve division from CA Technologies. Arcserve is a leading global provider of data protection software solutions with offices in 30 countries.

Groupe Trans-Inter Inc.

Acted for the GTI Group, a Montréal-based provider of specialty transport solutions, in connection with an investment by Novacap.

The Sentient Group

Acted for The Sentient Group in connection with the acquisition of Rio Madeira Comércio Importaçao e Exportaçao de Minérios, a Brazilian company operating a manganese mine. In relation to this acquisition, Sentient executed a binding term sheet with Cancana Resources Corp. whereby and pursuant to which Sentient acquired shares, warrants and convertible debentures of Cancana and the latter will subscribe for 50% of the quotas of Rio Madeira.

G.I. Sportz Inc.

Acted for G.I. Sportz Inc. in connection with the acquisition of Tippmann Sports, LLC, a leading manufacturer and distributor of markers and goggles for the paintball, airsoft and laser tag industries.

Morgan Stanley US, Investing Division

Acted for MSG Lac Mirabel, SEC, a joint venture between Morgan Stanley Real Estate and Gordon Group Holdings, LLC, in connection with the sale to Simon Property Group Inc., Calloway Real Estate Investment Trust and SmartCentres, of a portion of the Lac Mirabel site, for the development of a Premium Outlet Centre, Phase I of which will be comprised of 350,000 square feet of gross leasable area and 80 stores.

Confidential Client

Acting before the Federal Court of Canada on behalf of a public transportation authority, against both the Canada Revenue Agency and the Québec Revenue Agency, against reassessments denying tax refunds for diesel fuel.

Masonite International Corporation

Acted for Masonite International Corporation in connection with its acquisition, through a wholly-owned subsidiary, of all of the capital stock of the Québec-based corporation, Lemieux Doors Inc., known for its broad range of high quality panel and French wood doors and its market leading service proposition.

Alimentation Couche-Tard Inc.

Acted for Alimentation Couche-Tard Inc. in connection with its offering, on a bought deal basis, of 7,302,500 Class B subordinate voting shares at a price of $47.25 per share for gross proceeds of $345,043,125. The offering is made by a syndicate of underwriters co-led by National Bank Financial Inc., Scotia Capital Inc., UBS Securities Canada Inc. and HSBC Securities (Canada) Inc.

Yoplait France SAS

Acted for Yoplait France SAS, the second largest brand in fresh dairy products in the world, in connection with its acquisition of Québec-based Liberté Brand Products from its management and investment firms, Swander Pace Capital LLC and Roynat Capital Inc.

Honeywell International Inc.

Acted for Honeywell International Inc. in connection with the $144-million acquisition of Matrikon Inc., a company specializing in software used in manufacturing operations.

Mill Road Capital, L.P.

Acted for U.S.-based private equity firm Mill Road Capital, L.P. in its successful "white knight" bid for Cossette Inc. for approximately $134 million.

Rossy and Assaly families

Acted for the founders of Dollarama Inc. in connection with the corporation's $300 million initial public offering of common shares.

Alexis Nihon Real Estate Investment Trust

Acted for Alexis Nihon Real Estate Investment Trust in the initial public offering of $85 million of trust units.

Bulletin

U.S. Tax Laws: A Review of 2017 and a Look Ahead to 2018

Jan. 11, 2018 - Each year at this time, we offer a look back at some of the more significant income tax developments in the United States affecting domestic and international business over the past year and a look ahead to possible U.S. tax developments in the coming year. Tax Developments in 2017As we predicted...

Bulletin

Canadian Tax Laws: A Review of 2017 and a Look Ahead to 2018

Jan. 11, 2018 - Each year at this time we offer a look back at some of the more significant income tax developments in Canada affecting domestic and international business over the past year and a look ahead to possible Canadian tax developments in the coming year. Developments in 2017 1. Legislative...

Article

Canada Persists With Plan to Punish Private Corporate Passive Reinvestment, co-author

Oct. 30, 2017 - Tax Notes International, Vol. 88, No. 5 (Tax Analysis)
Download this article.

Article

Canada’s Limited Approach to the OECD’s MLI

July 03, 2017 - In this article published in Tax Notes International, Davies partners Nathan Boidman and Michael Kandev discuss Canada’s signing of the OECD multilateral instrument to adopt many of the anti-BEPS tax treaty rules. Download this article.

Article

Canada Expands Back-to-Back Regime: Examining the Character Substitution Rules

June 19, 2017 - In this article from Tax Notes International, Davies partner Michael Kandev explains Canada’s latest attempt to fight treaty shopping through an expanded back-to-back regime, focusing on the regime’s complex and sometimes mysterious character substitution rules. Download this article.

Bulletin

2017 Federal Budget: Tax Highlights

Mar. 22, 2017 - The Liberal government’s second budget (Budget 2017) comes during a period of exceptional global political and economic uncertainty. Of particular importance from a Canadian economic and tax policy perspective is the uncertainty about how the Trump administration’s agenda will unfold in the coming...

Bulletin

Canadian and U.S. Tax Laws: A Review of 2016 and a Look Ahead to 2017

Jan. 13, 2017 - The year 2016 was eventful from a Canadian tax perspective, with the current Liberal government introducing its first federal budget and important judicial developments that included two decisions in tax cases by the Supreme Court of Canada. Conversely, while U.S. tax developments in 2016 were...

Article

How Is BEPS Reflected in Canada’s Newest Treaties?

Dec. 12, 2016 - In this article published in Tax Notes International, the authors examine the extent to which Canada’s new treaties with Taiwan and Israel reflect its involvement and concern. Download this article.

The Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada—Corporate Tax

Report on Business/Lexpert Special Edition Canada’s Leading Corporate Lawyers

Lexpert Guide to the Leading US/Canada Cross-Border Corporate Lawyers in Canada—Corporate Tax

The Canadian Legal Lexpert Directory—Corporate Tax (Most Frequently Recommended); Estate and Personal Tax Planning: Estate and Tax Planning

The Best Lawyers in Canada—Tax Law

Bar Admissions

Québec, 2003
Ontario, 2002

Education

Canadian Institute of Chartered Accountants, In-Depth Tax Course
Universiteit Leiden, LLM (International Taxation) (Cum Laude), 2006
McGill University, BCL/LLB (with Great Distinction), 2001

Professional Affiliations

Association de planification fiscale et financière
Canadian Tax Foundation
International Fiscal Association

Community Involvement

International Fiscal Association, Canada Council, councillor and secretary

Teaching Engagements

Michael has lectured on taxation at McGill University and Université de Montréal.