7 Contains docs 110- 2. 3 . Contiem 123 does N0- Court File No. T-669-17 FEDERAL COURT N: -MINISTER OF NATIONAL REVENUE Applicant and ROYAL BANK OF CANADA Respondent MOTION RECORD ATTORNEY GENERAL OF CANADA McCarthy T?trault LLP Department of Justice Canada Barristers Solicitors Ontario Regional Of?ce Box 48, Suite 5300 130 King Street West, Suite 3400 Toronto Dominion Bank Tower Toronto, Ontario Toronto, Ontario M5X 1K6 MSK 1E6 Per: Margaret Nott/ Samantha Hurst Nigel Johnston Solicitors for the Applicant Counsel for the Respondent Scanned by CamScanner TABLE OF CONTENTS TAB DESCRIPTION 1. Notice of Motion dated May 10, 2017 2. Af?davit of Rachid Fizazi, af?rmed May 2, 2017 A. Exhibit A: Af?davit of Raehis Fizazi af?rmed May 2, 2016 B. Exhibit B: Federal Court Order dated May 13, 2016 C. Exhibit C: Draft requirement to be issued to RBC D. Exhibit D: Letter from counsel dated May 2, 2017 3. Notice of Application issued May 4, 2017 4. Applicant?s Written Representations dated May 8, 2017 5. Appendix A. Income Tax Act, RCS 1985, 1 (5th Supp), as am., ss. 231.2, 233.2, 233.3, 233.5, 233.6 - B. Federal Courts Rules, Rule 369 6. Draft Order and dra? Requirement to be issued attached as Appendix Scanned by CamScanner Court File No.: T-669-17 A FEDERAL COURT BETWEEN: MINISTER OF NATIONAL REVENUE Applicant and ROYAL BANK OF CANADA Respondent NOTICE OF MOTION TAKE NOTICE THAT the applicant will make a motion to the Court in writing under Rule 369 of the Federal Courts Rules. THE MOTION IS FOR: 1. An order allowing the Minister of National Revenue?s (the Minister) application brought under section 231.2(3) of the Income Tax Act, RSC 1985, 1 (5th Supp) (the as amended, for an order authorizing the Minister to impose on the respondent, Royal. Bank of Canada a requirement for information and documents relating to a group RBC clients that are unnamed; and 2. Such further and other relief as this Honourable Court deems just. Scanned by CamScanner -2- THE GROUNDS FOR THE MOTION ARE: 1. The Minister initiated an application under section 231.2(3) of the to obtain authorization to serve on RBC a requirement to produce information and documents regarding a group of the RBC clients that are unnamed persons; RBC has advised the Minister that it does not oppose this application; The Minister has discharged the evidentiary burden imposed by section 231.2(3) of'the Income Tax Act in that: a. The RBC clients are an ascertainable group; b. The proposed requirement is made to verify the RBC clients? compliance with their duties and obligations under the IT It would be appropriate to dispose of the application by way of motion under- Rule 369 of the Federal Courts Rules; The Minister relies on such further and other grounds as counsel may submit and this Court accept. THE FOLLOWING DOCUMENTARY be used at the hearing of the motion: 1. Af?davits of Rachid Fizazi Letter from counsel for the respondent dated May 2, 2017 Notice of Application Such further and other evidence as counsel may advise and this Honourable Court may permit. Scanned by CamScanner All of which Is respectfully submitted. Dated 1n Toronto, Ontario, this /079r[? day of May, AT roRNg/E or CANADA Department of Justice Canada Ontario Regional Of?ce 130 King Street West, suite 3400 Toronto, Ontario MSX 1K6 Fax: 416-973-0810 Per: Margaret J. Nott Samantha Hurst Tel: 416?973-6723 416-973?6723 Solicitors for the Applicant TO: The Administrator Federal Court 180 Queen Street West, Suite 200 Toronto, ON MSV 3L6 AND TO McCarthy T?trault LLP Barristers and Solicitors Box 48, Suite 5300 Toronto Dominion Bank Tower Toronto, Ontario MSK 1E6 Counsel for the Respondent Attn: Nigel Johnston Scanned by CamScanner Court ?le no.: FEDERAL COURT MINISTER OF NATIONAL REVENUE Applicant and ROYAL BANK OF CANADA Respondent AFFIDAVIT OF RACHID IZAZI I, RACHID FIZAZI of the City of Ottawa, in the Province of Ontario, AFFIRM THAT: 1; I am the acting manager of the Aggressive Tax Planning Special Projects Section in the Offshore and Aggressive Tax Planning Directorate of the Canada Revenue Agency (the I am a person authorized to make this af?davit on behalf of the applicant, the Minister of National Revenue (the ?Minister?). 2. I have custody of, access to and have carefully examined the records relating to the matters set out below. As such, I have personal knowledge of the facts and matters deposed to in this af?davit save and except where they are stated to be based on information and belief and as to those facts and matters, I believe them to be true 3. In May 2016, I was the senior technical applications of?cer in the Aggressive Tax Planning, International and Large Business Directorate of the CRA having charge of a ?le relating to the Minister?s attempt to obtain production of the names and identities of certain clients of the Royal Bank of Canada At that time the Minister brought an application for judicial authorization to impose a requirement on RBC to seek the identities of RBC clients who were connected to entities created by the Panamanlan law ?rm Mossack onseca or to whom it provided services In Scanned by CamScanner -2- connection with that application, I af?rmed an af?davit on May 2, 2016, to support - the Minister?s application under section 231.2(3) of the 1 TA. A true copy of my af?davit dated May 2, 2016 is attached as Exhibit to this af?davit. RBC did not make any submissions responding to the Minister?s application. . On May 13, 2016, the Federal Court authorized the Minister to impose on RBC a requirement under 3. 231.2(1) of the relating to an ascertainable group of unnamed persons, which group is more particularly identi?ed in the Order. A COpy of the Order of The Hon. Patrick Gleeson with the undated authorized requirement is attached as Exhibit to my af?davit . On May 16, 2016, the Minister served the unnamed persons requirement upon RBC. RBC was required to provide information and documents for clients "who have current or former relationships or accounts with RBC that RBC has, as of the date of this requirement, identi?ed as connected directly or indirectly to entities that were created, settled, formed or otherwise legally constituted by Mossack onseca, or to whom Mossack Fonseca provided services, wherever the entities were or are resident". The information and documents to be produced in response to the requirement were for the period January 1, 1976 to April 30, 2016, but only with respect to the unnamed persons identi?ed by RBC as of May 16, 2016. After being served with that requirement, RBC provided information and documents to the Minister. . The purpose of this af?davit and the application it supports is to seek an Order from the Federal Court authorizing the Minister to impose on RBC a second unnamed persons requirement pertaining to the period January 1, 1976 to April 30, 2017, but only with respect to the unnamed persons identi?ed by RB between May 17, 2016 and April 30, 2017. . I repeat and rely on all the facts af?rmed in my af?davit dated May 2, 2016 (Exhibit Scanned by CamScanner 10. ll. 12. 13. Mossack Fonseca, RBC and the RBC Clients In April 2016, the media reported that at or after its annual general meeting, held on April 6, 2016, chief executive of?cer stated that RBC had teams going through its businesses trying to determine what relationship the bank may have had with Mossack Fonseca and whether that relationship still exists. RBC stated at that time that it did not know how long the process could take given that the leaked information spanned 40 years. On March 7, 2017, RBC reported to the media that it had completed its in-depth review of all accounts related to Mossack Fonseca. The chief operating of?cer of wealth management unit said the review of offshore accounts tied to the 2016 leak of records from Mossack Fonseca was ?nished. RBC further reported an? extraordinarily small proportion of total client base used Mossack onseca as an adviser. Given representations that its internal review would take time, it was anticipated that an application for a second requirement relating to unnamed persons would be necessary when that internal review was completed. To the best of my knowledge, the CRA is not currently aware of the identities of RBC clients connected to entities created by Mossack Fonseca or to whom Mossack Fonseca provided services that internal review identi?ed after the cut-off date of May 16, 2016 of the ?rst unnamed persons requirement served on RBC. It is the experience of the CRA that Canadian taxpayers who hold, directly or indirectly or bene?cially, property through an offshore entity or who may carry on business through an offshore entity, may comply with their duties and obligations under the 1 TA and may not properly report: a) income earned from all sources as required by section 3 of the b) speci?ed foreign property, as required by section 233.3 of the Scanned by CamScanner -4- c) distributions from and indebtedness to non resident trust as required by section 233.6 ofthe d) transfers and or loans to non resident trusts, as required by section 233.2 of the I and 6) controlled and non-controlled foreign af?liates as required by section 233.4 of the ITA. The RBC Clients Are an Ascertainable Group 14. The Minister is seeking information and documents regarding a particular group of RBC clients. They are an ascertainable group consisting of RBC clients who have current or former relationships or accounts with RBC that RBC has identi?ed since the cut?off date of May 16, 2016 in the requirement authorized by this Court on May 13, 2016 as being connected, directly or indirectly, to entities that were created, settled, formed or otherwise legally constituted by Mossack Fonseca, or to whom Mossack Fonseca provided services, wherever the entities were or are resident (the Clients?). Verifying the RBC Clients? Compliance with the ITA 15. The Minister seeks to obtain from RBC the following information and documents regarding the RBC Clients (the ?Data?): . The identity of the RBC Clients, and for each of the RBC Clients, including but not limited to the following: a) with respect to individuals: i. their names, telephone numbers and addresses, as well as identi?cation numbers and passport data; or, where not available, the names, telephone numbers and addresses of the nominees, ?duciaries, agents, attorneys, or notaries for these individuals; Scanned by CamScanner b) d) ii in the case of deceased individuals, their ?duciaries or personal representatives. with respect to bodies corporate: i. the names, telephone numbers and addresses of the bodies corporate; ii. identi?cation numbers, and the names, telephone numbers and addresses of the directors and/or of?cers who had or have signing authority; if applicable, the names, telephone numbers and addresses of the nominees or agents for the bodies corporate; and iv. the names, telephone numbers and addresses of the shareholders or the shareholders? trustees, nominees or agents. with respect to trusts: i. the trusts? names and addresses; ii. the names, telephone numbers and addresses of the trustees, agents, nominees or.others: a.with authority to act; or b. who are designated by the trust to deal or transact on its behalf; or 0. who act as the contact for the trust. with respect to partnerships: i. the partnerships? names and addresses; u. the names, telephone numbers and addresses of the partners; the names, telephone numbers and addresses of the general partners, agents, nominees or others: a. with authority to act on behalf of the partnership; or Scanned by CamScanner -6- 9 b.who act as the contact for the partnership; or c.who are designated by the partnership to deal or transact on its behalf, and 2. Any information or documents maintained in the ?les or accounts of RBC with respect to bene?cial ownership, including all due diligence questionnaires and, for greater certainty, all due diligence reports, documents, veri?cations, and checks performed by RBC with respect to bene?cial ownership. 16. The Data for the RBC Clients are sought for the period January 1, 1976 to April 30, 2017. 17. The Data are sought for purposes of verifying compliance of the RBC Clients with their duties and obligations under the I A. 18. Attached hereto as Exhibit is a true copy of the draft requirement to be issued to RBC, should the Federal Court grant the order sought on this application. Contact with RBC 19. Attached hereto as Exhibit is a letter from counsel advising that RBC does not oppose the Minister?s application under section 231.2(3) of the IT A or judicial authorization to impose the dra? requirement on RBC. AFFIRMED before me at the City of Ottawa in the Province of Ontario on May 2,2017. 3W C4155 GM Mkly/ Commissioner Oaths 1n and frigthe Province of Ontario 63.5190 .EOU 92.6 Scanned by CamScanner Requirement to provide information and documents BY REGISTERED Royal Bank of Canada 200 Bay Street - 22?d Floor, South Tower Toronto ON M5J 215 Re: The RBC Clients associated with Mossack Fonseca This requirement to provide information and documents is authorized by the attached order of the Federal Court dated (insert date). For purposes related to the administration or enforcement of the Income Tax Act and in accordance with the provisions of subsection 231.2(1) of the Act, you are required to provide within 120 days from the date of this requirement, the following information and documents for the clients of Royal Bank of Canada who have current or former relationships or accounts with RBC that RBC has, since May 16, 2016, identi?ed as connected, directly or indirectly, to entities that were created, settled, formed or otherwise legally constituted by Mossack Fonseca, or to whom Mossack Fonseca provided services, wherever the entities were or are resident (the Clients?). The list of additional de?ned terms found in this requirement is attached as Schedule A. The Minister of National Revenue seeks the following information and documents with respect to the RBC Clients identi?ed since May 16, 2016 for the period January 1, 1976 to April 30, 2017: l. The identity of the RBC Clients, and for each of the RBC Clients, the following: a) with respect to individuals: i. their names, telephone numbers and addresses, as well as identi?cation numbers and passport data; or, where not available, the names, telephone numbers and addresses of the nominees, ?duciaries, agents, attorneys, or notaries for these individuals; ii. in the case of deceased individuals, their ?duciaries or personal representatives, b) with respect to bodies corporate: i. the names, telephone numbers and addresses of the bodies corporate; Scanned by CamScanner 35,. . ii. identi?cation numbers, and the names, telephone numbers and addresses of the directors and/or of?cers who had or have signing authority; if applicable, the names, telephone numbers and addresses of the nominees or agents for the bodies corporate; iv. the names, telephone numbers and addresses of the shareholders or the shareholders? trustees, nominees or agents. 0) with respect to trusts: i. the trusts? names and addresses; ii. the names, telephone numbers and addresses of the trustees, agents, nominees or others: a. with authority to act; or b. who are designated by the trust to deal or transact on its behalf; or c. who act as the contact for the trust. d) with respect to partnerships: i. the partnerships? names and addresses; ii. the names, telephone numbers and addresses of the partners; the names, telephone numbers and addresses of the general partners, agents, nominees or others: a.with authority to act on behalf of the partnership; or b.who act as the contact for the partnership; or 0-Wh0 are designated by the partnership to deal or transact on its behalf. 2. Any information or documents maintained in the ?le bene?cial ownership, including all due diligence que all due diligence reports, documents, veri?cations, respect to bene?cial ownership. 3 or accounts of RBC with respect to stlonnaires and, for greater certainty, and checks performed by RBC with RBC may achieve compliance with this requirement by providing the information and documents as required to Mr. Rachid Fizazi acting manager of the Aggressive Tax Flaming Special Projects Section in the Offshore and Aggressive Tax Planning Directorate, Canada Revenue Agency, 344 Slater Street, 8th Floor, Ottawa, ON., KIA 0L5, Scanned by CamScanner '35 Any questions about this requirement should be directed to Mr. Rachid izazi by contacting him at phone: 613-960-0331 or fax: 613-941-9674. Failure to comply with this requirement may lead to legal proceedings being initiated against RBC for a compliance order under section 231.7 of the Act. Sincerely, Guy Bi gonesse Abusive Tax Avoidance Division International and Large Business Directorate Canada Revenue Agency 344 Slater Street Ottawa, Ontario KIA 0L5 Contact: Tel: 613-941 -1 537 Faxz613-941-9673 Enclosure: Federal Court Order dated Scanned by CamScanner SCHEDULE A De?nitions For the purposes of this Requirement and its interpretation in any legal proceedings, the following de?nitions shall apply: ?bodies corporate? includes, without limitatio formed under the la 1 countries, principalities, states, kingdoms, or other self? governing or sovereign geographical areas. ?entities? includes, without limitation, all bodies co rporate, partnerships, trusts, unincorporated associations or organizations, funds and individuals ?identi?cation numbers? includes all numbers (usually in a form of nine or more digits) maintained by a country of origin unique for each individual, body corporate, trust, partnership or any other legal entity that is used to track state-sponsored bene?ts or for other identi?cation purposes. ?partnerships? includes general and limited partnerships and joint ventures or holdings. ?period? means the period from January I, 1976 to April 30, 2017. or ?Royal Bank of Canada? means the Royal Bank of Canada and includes all subsidiaries, af?liates, agents, predecessors and successors during any or all of the pen'od_ ?document?: 0 includes the representation of or a record of a capable of being recorded or stored by means reproduced visually or by sound, or both, and foregoing includes: . a document that is not electronic Information, including a pri?t version of electronic information and a non-digital sound recording, ledger, letter, letter of credit, contract, memoranda, proxy, fax, resolutions, telex, telecommunication, telegraph, transcripts, routing slips, vouchers, video recording, photograph, ?lm, plan, chart, graph, map, survey, and books of account; 0 electronic information, being a digital record that is perceived with the assistance of a computer as a text, spreadsheet, image, sound or other intelligible thing, including, for example, e-mails, word processing ?les, and databases. ny information, data or other thing that is of any device and represented or without restricting the generality of the Scanned by CamScanner 3's? ?shareholder? includes an entity who holds an interest in a body corporate. ?telephone numbers and addresses? means current numbers and addresses, if available, and, If not, the last known, or any other form of contact information. ?trusts? includes any and all arrangements where property is held by one or more entities for the bene?t of another however such an arrangement or entity shall be formally described under the laws of its country of origin. The use of the singular shall imply the plural and vice versa, unless the context requires otherwise. The language of this requirement shall be liberally construed to give effect to its substance. Scanned by CamScanner McCarthy T?trault LLP PO Box 48. Suite 5300 Toronto-Dominion Bank Tower Toronto ON M5K 156 Canada Tel: 416-362-1812 Fax: 416-865-0673 mccarthy Nigel P.J. Johnston I Direct Line: (416) 801-7923 tetra" It Email: njohnston@rnccarthy.ca May 2. 2017 BY E-MAIL Mr. Gordon Bourgard Department of Justice Canada Tax Law Services Section 99 Bank Street, suite 1100 Ottawa ON K1A 0H8 Dear Mr. Bourgard: Re: Royal Bank of Canada Further to our conversations, I am writing to con?rm that RBC will not oppose an application under section 231.2(3) of the Income Tax Act (Canada) for an Order authorizing a Requirement as set out in the attached. Please call me if you have any questions. Yours truly, ,r \ur/ Nigel P. J. Johnston Encl. 0765844838! 5 MT nnr's I6629085vl Scanned by CamScanner Court File No.: kaCI?lj .. FEDERAL COURT MINISTER OF NATIONAL REVENUE and ROYAL BANK or CANADA . Respondent - APPLICATION UNDER 3. 231.2(3) ofthe Income Tax Act, R.S.C. 1985, c. 1 (SW A Supp.) . NOTICE or APPLICATION TO THE RESPONDENT: A PRO CEEDDIG HAS BEEN COMMENCED by the applicant. The relief claimed by the applicant appears on the following pages. THIS APPLICATION will be heard by the Court at a time and place to be ?xed by the Judicial A dministratoll Unless theCourt orders otherwise, the place of hearing will be as - requested by the applicant. The applicant requests that this application 'be heard in Toronto, Ontario. IF YOU WISH TO OPPOSE THIS APPLICATION, to receive notice of any step in the application or to be served with any documents in the application, you or a solicitor acting for you must ?le a notice of appearance inForm 305 prescribedby the ederal I Courts Rules and serve it on the applicant?s solicitor, or where the applicant is self? represented, On the applicant, WITHIN 10 DAYS after being served with this notice of application. Scanned by CamScanner 47 -2- Copies of the Federal Court: Rules, infermation concerning the local of?ces of the Court and other necessary information may be obtained on request to the Administrator of this Court at Ottawa (telephone 613-992-423 8) or at any local of?ce. IF YOU FAIL TO OPPOSE THIS APPLICATION, JUDGMENT MAY BE GIVEN IN YOUR ABSENCE AND WITHOUT FURTHER NOTICE TO I IACQUELINE OFFICER AGENT nu GREFFE (Registry O?icer) Address of Federal Court local office: Registry of the Federal Courts 180 Queen Street West Suite 200 Toronto, Ontario MSV 3L6 3211' at. 2017 Issued by." TO: Royal Bank of Canada 200 Bay Street 22nd Floor, South Tower Toronto ON MSJ 2J5 c/o McCarthy T?trault LLP Barristers and Solicitors Box 48, Suite 5300 Toronto Dominion Bank Tower Toronto, Ontario MSK 1E6 Solicitors for the Respondent Scanned by CamScanner -3- APPLICATION The applicant Minister of National Revenue (the ?Minister?) makes application for: 1) an order under subsection 231.2(3) of the Income Tax Act, R.S.C. 1985, c. 1 (5th Supp.) A authorizing the applicant to impose on the respondent, Royal Bank of Canada a requirement under subsection 231.2(1) of the IT A to provide information and documents relating to a group of one or more unnamed persons; and 2) such further and other relief as this Court deems appr0priate. The grounds for the application are: 1) beginning in early April 2016, media in Canada reported on the leak of 11.5 million con?dential documents from the Panamanian law ?rm, Mossack onseca; 2) the media reported that: a. Mossack Fonseca is one of the world?s t0p creator of ?shell corporations?; b. RBC or its subsidiaries regularly used Mossack onseca; and c. RBC used Mossack Fonseca to set up approximately 370 shell corporations; 3) in April 2016 RBC publicly stated that it: I a. had an extensive due diligence process to ensure that it understands who the client is; b. will not proceed with a transaction until it knows who the client is; c. had a couple of hundred ?les going back 40 years that are attached to Mossack Fonseca; Scanned by CamScanner 4) 5) 6) 49 -4- d. had assembled a team to review its records going back 40 years to try to determine what relationships existed with Mossack Fonseca, and whether that relationship still exists; and e. it ?was unsure of how long the process of reviewing its records would take. by order dated May 13, 2016, the Federal Court authorized the Minister to impose 011 RBC a requirement under 3. 231.2(1) of the ITA relating to unnamed persons that RBC had, as of the date of that requirement, identi?ed as connected directly or indirectly to entities that were created, settled, fonned or otherwise legally constituted by Mossack onseca, or to whom Mossack Fonseca provided semces, wherever the entities were or are resident for the period January 1, 1976 to April 30, 2016; on May 16, 2016, the Minister served that unnamed persons requirement upon RBC. RBC was required to provide information and documents for clients "who have current or former relationships 01' accoruits with RBC that RBC has, a_s_of the date of this requirement, identi?ed as connected directly or indirectly to entities that were c1eated settled, formed or otherwise legally constituted by Mossack onseca or to whom Mossack onseca piovided services, wheiever the entities were or are resident?. The information and documents to be produced in response to the requirement were for the period January 1 1976 to April 30, 2016, but only with respect to the unnamed persons identi?ed by RBC as ofMav 16, 2016; after being served with that requirement, RBC provided information and' documents to the Minister; Scanned by CamScanner 8) 9) 10) -5- given representations that its internal review would take time, it was anticipated that an application for a second requirement relating to unnamed persons would be necessary when that internal review was completed; on March 7, 2017, RBC reported to the media that it had completed its in-depth review of all accounts related to Mossack Fonseca. RBC further reported an? extraordinarily small proportion of total client base used Mossack Fonseca as an adviser; the purpose of the present requirement is to asceitain clients of RBC who may not have been identi?ed by RBC on or before May 16, 2016, the cut-off date from the previous requirement; the Minister is seeking to verify that any such of clients not identi?ed by RBC'before May 16, 2016 with relationships or connections to entities that were created by Mossack Fonseca or to whom Mossack Fonseca provided services have complied with their 'duties and obligations under the IT and 11) these clients are an ascertainable group consisting of clients who have current or former relationships or accounts with RBC that RBC, with its review now completed, has, since May 16, 2016, identi?ed as connected, directly or indirectly, to entities that were created, settled, formed or otherwise legally constituted by Mossack Fonseca, or to whom Mossack onseca provided services, wherever the entities were or are resident. Scanned by CamScanner - wane-ti mp1 -5- This application will be supported by the following material: 1) the affidavits of Rachid Fizazi; and 2) such further material as counsel maysubmit and this Court may accept. MayL?t'?" ,2017 TORNEY GENERAL OF CANADA Department of Justice Canada Ontario Regional Of?ce 130 King Street West, suite 3400 Toronto, Ontario MSX 1K6 Fax: 416-973-0810 Per: Margaret J. ott/ Samantha Hurst Tel: 416?973-6723 416-973-6723 Solicitors for the Applicant Scanned by CamScanner ?1 - . '53 Court File No.: 7 FEDERAL COURT BETWEEN: MINISTER OF NATIONAL REVENUE . Applicant . . .7 and ROYAL BANK OF CANADA .. .. 4 Respondent WRITTEN REPRESENTATIONS OVERVIEW 1. . This application is made pursuant to section 231.2(3) of the Income Tax Act for an order authorizing the Minister of National Revenue to impose on the respondent a requirement for information and documents relating to a group of unnamed clients of the respondent. The information and documents are sought for purposes of verifying the group of unnamed clients? compliance with their duties and obligations under the Income Tax Act. Scanned by CamScanner -2- 54 PART I -- FACTS 2- The Minister of National Revenue (the ?Minister?) has initiated an application under section 231.2(3) of the Income Tax Actl (the for an order granting judicial authorization to the Minister to impose on the respondent a requirement for information and documents of certain clients of Royal Bank of Canada or its subsidiaries The identities of these RBC clients are unknown to the Minister. The Minister seeks the information and documents in order to verify the RBC clients? compliance with their duties and obligations under the ITA.2 3. RBC has advised the Minister that it does not oppose this application.? 4. RBC is a bank incorporated under the federal Bank A ct, and carries on its banking business across Canada.4 5. RBC provides a range of banking, ?nancial and other related services to its clients. The locus of such services can be both inside and outside Canada.5 6. In the spring of 2016 the media reported on the leak of some 11.5 million con?dential documents going back to 1977 from a Panamanian law ?rm, Mossack onseca In the media reports, these documents are dubbed the ?Panama Papers?. 6 1 RSC 1985, c. 1, (5th Supp), as amended 2 Notice of Application, Applicant?s Motion Record, Tab 3 otion Record?). 3 Af?davit of Rachid Fizazi dated May 2, 2017 ?fAf ?davit? ara. 19, Record) ab 2, Motion 4 Af?davit para. 8, repeating and relying on Exhibit para Af?daVIt, para- 8, repeatmg and 011 Exhibit para. 5, Tab 2, Mitigtiiliiecorii 6 Af?davit, para. 8, repeatmg and on Exhibit para. 6, Tab 2 Motion Scanned by CamScanner - 3 .. 7- According to the media, the Panama Papers revealed that RBC regularly used Mossack Fonseca to set up approximately 370 entities.7 8- The media reported that at or after its annual general meeting, held on April 6, 2016, chief executive of?cer stated that RBC had teams going through its businesses, trying to determine what relationShip the bank may have had with Mossack Fonseca and Whether that relationShip still exists. RBC stated at that time that it did not know how long the process could take given that the leaked information spanned 40 years.8 9. In May 2016 the Minister brought an unopposed application for judicial authorization to impose a requirement on RBC to seek the identities of RBC clients who were connected to entities created by the Panamanian law ?rm Mossack Fonseca which the Federal Court authorized on May 13, 2016.9' 10. The Minister served the unnamed persons requirement upon RBC on May 16, 2016. RBC was required to provide information and documents for clients "who have current or former relationships or accounts with RBC that RBC has, as of the date of this requirement, identi?ed as connected directly or indirectly to entities that were created, settled, formed or otherwise legally constituted by Mossack onseca, or to whom Mossack onseca provided services, wherever the entities were or are resident". The information and documents to be produced in response to the 7 Af?davit, para. 8, repeating and relying on Exhibit para. 12, Tab 2, Motion cord. . 3 :f?davit, para. 9, Tab 2, Motton Record 9 Af?davit, paras. 3, 4, 5, Tab 2, Motion Record Scanned by CamScanner 56 -4- requirement were for the period January 1, 1976 10 April 30: 2016? bUt only With respect to the unnamed persons identi?ed by RBC as of May 16. 2016.'0 11. In April 2016, RBC had stated that it did not know how long the process could take for it to determine what relationship it had with Mossack onseca. On March 7, 2017, RBC reported to the media that it had completed its in-depth review of all accounts related to the 2016 leak of records from Mossack onseca and had found that an extraordinarily small proportion of its total client base used Mossack Fonseca as an adviser.11 12. Given representations that its internal review would take time, it was anticipated that an application for a second requirement relating to unnamed persons would be necessary when that internal review was completed.12 13. The CRA is not currently aware of the identities of RBC clients connected to entities created by Mossack onseca or to whom Mossack Fonseca provided services that internal review identi?ed after the cut-off date of May 16, 2016 of the ?rst unnamed persons requirement served on RBC.13 14. It is the experience of the CRA that Canadian taxpayers who hold, directly indirectly or bene?cially, property through an offshore entity or who may carry on business through an offshore entity may not comply with their duties and. obligations under the IT may not properly report income earned from all sources as required by 1? Af?davit, para. 6, Tab 2, Motion Record. Af?davit, paras. 9, 10, Tab 2, Motion Record. '2 Af?davit, para. 11, Tab 2, Motion Record. '3 Af?davit, para. 12, Tab 2, Motion Record. Scanned by CamScanner -5- section 3 of the and may not properly ?le information forms as required by sections 233.2, 233.3, 233.5 and 233.6 ofthe ITA.14 15. The Minister is seeking information and documents regarding a particular group 0f RBC clients. They are an ascertainable group consisting of RBC clients who have current or former relationships or accounts with RBC that RBC has identi?ed since the cut-off date of May 16, 2016 in the requirement authorized by this Court on May 13, 2016 as being connected, directly or indirectly, to entities that were created, settled, formed or otherwise legally constituted by Mossack Fonseca, or to whom Mossack Fonseca provided services, wherever the entities were or are resident (the 16. The Minister seeks to obtain from RBC the following information and documents regarding the RBC Clients (the 1. The identity of the RBC Clients, and for each of the RBC Clients, including but not limited to the following: a. with respect to individuals ii. their names, telephone numbers and addresses, as well as identi?cation numbers and passport data; or, Where not available the names, telephone numbers and addresses of the nominees ?duciaries, agents, attorneys, or notaries for these individuals: in the case of deceased individuals, their ?duciaries or personal representatives. b. with respect to bodies corporate: :Af?davit? para. 13, Tab 2, Motion Record. 15 Af?davit, para. 14, Tab 2, Motion Record. ?6 Af?davit, para. 15 and Exhibit Tab 2, Motion Record. Scanned by CamScanner C. .58' i. the names, telephone numbers and addresses of the bodies corporate; ii. identi?cation numbers, and the names, telephone numbers and addresses of the directors and/or of?cers who had or have signing authority; if applicable, the names, telephone numbers and addresses of the nominees or agents for the bodies corporate; and iv. the names, telephone numbers and addresses of the shareholders or the shareholders? trustees, nominees or agents. with respect to trusts: i. the trusts? names and addresses; ii. the names, telephone numbers and addresses of the trustees, agents, nominees or others: a.with authority to act; or b. who are designated by the trust to deal or transact on its behalf; or 0. who act as the contact for the trust. d. with reSpect to partnerships: i. the partnerships? names and addresses; ii. the names, telephone numbers and addresses of the partners; names, telephone numbers and addresses of the general partners, agents, nominees or others: a. with authority to act on behalf of the partnership; or b.who act as the contact for the partnership; or c.who are designated by the partnership to deal or transact on its behalf; and Any information or documents maintained in the ?les or accounts of RBC with respect to bene?cial ownership, including all due diligence questionnaires and, for greater certainty, all due diligence reports, documents, veri?cations, and checks performed by RBC with respect to bene?cial ownership. Scanned by CamScanner 17. The Data for the period January 1, 1976 to April 30, 2017 are sought for RBC clients who have current or former relationships or accounts with RBC that RBC has identi?ed since the cut-off date of May 16, 2016 as being connected, directly or indirectly, to entities that were created, settled, formed or otherwise legally constituted by Mossack onseca, or to whom Mossack onseca provided services, wherever the entities were or are resident.17 The Data are sought for purposes of verif compllance of the RBC Clients with their duties and obligations under the ITA.18 18. RBC does not oppose the order sought on the Minister?s application for judicial authorization to issue a requirement on RBC for the Data ?9 1/ h, Scanned by CamScanner PART II - SUBMISSIONS 19. It is submitted that this Court should grant the Minister?s application brought under section 231.2(3) of the as the statutory conditions to judicially authorize the Minister to impose the requirement on RBC are satis?ed. 20. Section 231.2 of the currently reads as follows: Requirement to provide documents or information 231.2 (1) Notwithstanding any other provision of this Act, the Minister may, subject to subsection (2), for any purpose related to the administration or enforcement of this Act (including the collection of any amount payable under this Act by any person), of a listed international agreement or, for greater certainty, of a tax treaty with another country, by notice served personally or by registered or certi?ed mail, require that any person provide, within such reasonable time as is stipulated in the notice, any information or additional information, including a return of income or a supplementary return; or any document. Unnamed persons (2) The Minister shall not impose on any person (in this section referred to as a "third party") a requirement under subsection (1) to provide information or any document relating to one or more unnamed persons unless the Minister ?rst obtains the authorization of a judge under subsection (3). Judicial authorization (3) A judge of the Federal Court may, on application by the Minister and Subject to any conditions that the Judge considers appropriate, authorize the Minister to impose on a third party a requirement under subsection (1) relating to an unnamed person or more than one unnamed person (in this Scanned by CamScanner 60: e1 9 .. . section referred to as the "group") if the judge is satis?ed by information on oath that the person or group is ascertainable; and the requirement is made to verify compliance by the person or persons in the group with any duty or obligation under this Act. 21. The test for granting authorization under 3. 231.2(3) has been satis?ed in this case, as:20 a. the RBC Clients are an ascertainable group; and b. the proposed requirement is made to verify the RBC Clients? compliance with their duties and obligations under the IT A. 22. Judicial authorization is sought to issue a requirement for the Data for the period January 1, 1976 to April 30, 2017 for RBC clients who have current or former relationships or accounts with RBC that RBC has identi?ed since the cut-off date of May 16, 2016 as being connected, directly or indirectly, to entities that were created, settled, formed or otherwise legally constituted by Mossack Fonseca, or to whom Mossack Fonseca provided services, wherever the entities were or are resident.21 A draft of the proposed requirement is included in the evidence ?led in theSe - 22 proceedings. 2 Motion Record. 20 f?davrt, paras. 14, 17, Tab 2? :f?davit, para. 18, Tab 2, Motion Record. . 22 Af?davit para. 18, and EXhibit Tab 2, Motion Record. Scanned by CamScanner order or judgment disposing of an unopposed application can be brought by Way of a motion without the appearance of the parties. This is an appropriate case to dispose of this application on the basis of written representations pursuant to Rule 369 of the Federal Courts Rules. PART RELIEF SOUGHT 24. The Minister requests that this Court grant an order authorizing the Minister to impose on RBC the requirement to provide information and documents as set out in Exhibit to the af?davit of Mr. Rachid Fizazi. ALL OF WHICH IS RESPECTFULLY SUBMITTED. Dated in Toronto, Ontario, this day of May, 2017 ATTO OF CANADA Depart ent of Justice Canada Ontario Regional Of?ce 130 King Street West, suite 3400 Toronto, Ontario MSX 1K6 Fax: 416-973-0810 Per: Margaret J. Nott Samantha Hurst Tel: 416-973-6723 416-973-6723 Solicitors for the Applicant The Administrator . Federal Court 180 Queen Street West, Sulte 200 Toronto, ON MSV 3L6 Scanned by CamScanner McCarthy Tetrault LLP PO Box 48. Suite 6300 Toronto-Dominion Bank Tower Toronto ON M5K1E6 Canada - ment T-669- 17 . do? FEDERAL COURT - Tel: 416-362-1812 E: COUR FEDERALE FM 416-868-0673 ii Nigel P.J. Johnston Partner ?gig 3&7 Direct Line: (416) 601-7923 Lhaden Bhutia Email: To?r'ontb@352? as; if Via Electronic Filing Federal Court of Canada 180 Queen Street West, Suite 200 Toronto ON M5V 3L6 Attention: Registrar Dear Sir/Madam: Re: Royal Bank of Canada ats Minister of National Revenue Federal Court File No. T-669-17 We are counsel to Royal Bank of Canada in this application and enclose, for filing. our Notice of Appearance and Af?davit of Service of same. We con?rm, on behalf of RBC, that we have accepted service of the Notice of Application and Applicant's Motion Record. RBC agrees that this matter is appropriate for disposition on the basis of written submissions, as proposed by the Applicant. RBC con?rms that it does not oppose the application brought under section 231.2(3) of Income Tax Act by the Applicant for the Order authorizing the Applicant to impose the Requirement as set out in the Applicant?s record. RBC also con?rms that it does not oppose the Applicant's motion for the Order sought within this application. As such. RBC will not be filing a response to the motion or application. and agrees, accordingly. that the 10 day delay for RBC to file its response is not required in this case. Yours truly. Nigel P.J. Johnston Enclosures 6- Margaret J. Nott Department of Justice Canada (via Facsimile) Gordon Bourgard Department of Justice Canada (via Facsimile) Andrew Matheson - Scanned by CamScanner Federal Court Cour f?d?rale Date: 20170530 Docket: T-669-17 Toronto, Ontario, May 30, 2017 PRESENT: The Honourable Madam Justice Heneghan BETWEEN: MINISTER OF NATIONAL REVENUE Applicant and ROYAL BANK OF CANADA Respondent ORDER UPON MOTION in writing on behalf of the Applicant ?led May 1 1, 2017 pursuant to Rule. 369 of the Federal Courts Rules for: An order. allowing the Minister of National Revenue?s (the Minister) application _be brought under section 231.2(3) ofthe Income Tax Act, RSC 1985, 1 (5th Supplement) (the as amended, for an order autho?zing the Minister to impose on the Respondent, Royal Bank of Canada a requirement for information and documents relating to a group of RBC clients that are unnamed; and Scanned by CamScanner 2, Such further and other relief as this Honourable Court deem - 8 Just. the Respondent advising that the Respondent does not oppose this appl' t' . Ion; bemg S?tlS?ed that the statut I 1 . [3 gr I (:(Hltl 313 aplls 23 .2 3 a and of the ITA for authorizing the requirement are satis?ed in that' a) b) he group of unnamed persons is ascertainable' persons with their duties and obligations under the . Judge I HEREBY CERTIFY that the above document is a true copy of the original issued out of I had In the Court on the 492?? day of M- AD. 20 Dated misg? day of 0 ?ii 20 YOGINDER GULIA REGISTRY OFFICER AGENT Du GREEFE Scanned by CamScanner