Flow-Through Shares: A Rare Tax Advantage for Top Earners

Oct 1, 2025

by <a href="https://fostergroup.ca/author/victor-todorovski-cfa-cfp/" target="_self">Victor Todorovski, CFA®, CFP®</a>

by Victor Todorovski, CFA®, CFP®

Victor is a Financial Planner and Portfolio Manager with Foster & Associates, and is also President of our sister-company, Foster Insurance Limited.

For Ontario’s highest earners, Flow-Through Shares offer a rare way to keep more of what you earn and invest in Canada’s future.

Cut Your Taxes. Fuel Canada’s Future.

If you’re in Ontario’s top tax bracket (~53.53%), you know how much of your hard-earned income gets eaten up by the CRA. What most people don’t know is that Canada actually has a program that rewards you for helping develop the country’s critical minerals.

Flow-Through Shares (FTS) let you turn tax dollars into investment dollars—immediately reducing your tax bill while directly funding resource exploration. For high-income earners, it’s one of the most powerful ways to keep more of what you earn and support a sector vital to Canada’s future.

What Are Flow-Through Shares?

Flow-Through Shares allow resource companies to “flow through” exploration expenses to investors. That means you, the investor, can deduct these expenses from your own taxable income and also claim valuable federal and provincial tax credits.

For critical minerals (lithium, nickel, cobalt, rare earths):

  • 100% deduction of your investment against taxable income
  • 30% federal Critical Mineral Exploration Tax Credit (CMETC)
  • ~5% Ontario provincial credit
Why They Work Best for Top-Bracket Investors

At the highest Ontario tax rate, every $100,000 invested generates:

  • $53,530 in tax savings from the deduction alone
  • $35,000 in credits (federal + Ontario)

That’s ~$88,530 in tax relief in Year 1.

The Buy–Sell (Also Known as Structured) Strategy

More sophisticated investors use a buy–sell structure:

  • You subscribe for Flow-Through Shares
  • A liquidity provider purchases them from you immediately at a discount (often 25–35%)
  • You get most of your cash back, lock in your result, and avoid exploration risk
Example: $100,000 Investment (Ontario, Top Bracket, 30% Discount Buy–Sell)

Year 1

  • Contribute $100,000
  • Sell immediately → Receive $70,000 back
  • Deduction + Credits = ~$88,530 tax savings
  • Capital gain of $70,000 realized (ACB $0) → Tax ≈ $25,000

Net Result

  • Net After-Tax Gain ≈ $33,500

All realized in Year 1 if the buy–sell happens in the same calendar year.

Key Benefits for High-Income Ontario Residents
  1. Massive upfront tax savings (deduction + credits)
  2. All effects in one year with immediate buy–sell
  3. Support for Canada’s critical-minerals sector
  4. Attractive effective return even after accounting for capital-gain tax
Points to Keep in Mind
  • The sale proceeds are fully taxable as a capital gain (since ACB is $0)
  • Alternative Minimum Tax (AMT) may apply, but credits can usually be carried forward
  • Proper structuring and paperwork are essential to secure deductions and credits.
Final Word

For Ontario residents in the highest tax bracket, Flow-Through Shares offer one of the few ways to dramatically cut your tax bill while supporting a sector critical to Canada’s future.

Contact your adviser if you think this might work for you. We’ll run your personalized numbers and coordinate with your tax advisor.


Disclaimer: This article is for general information purposes only, and is not legal, financial, or tax planning advice.   Everyone’s situation is unique, and this article cannot apply to every person.  The reader should not take any action, or refrain from taking any action, as a result of this article without first obtaining legal or professional advice.

Latest Articles

Categories

DISCLAIMER: Estimates and projections contained herein represent the views of the writer and are based on assumptions that the writer believes to be reasonable. This information is given as of the date appearing on this report, and the writer and Foster & Associates Financial Services Inc (“Foster”) assume no obligation to update the information or advise on further developments relating to securities. The material contained herein is for information purposes only. This material is not intended to be relied upon as a forecast, research or investment advice, and is not to be construed as an offer or solicitation for the sale or purchase of securities, or as a recommendation for you to engage in any transaction involving the purchase of any Foster product. Investors should carefully consider the risks of investing in light of their investment objectives, risk tolerance and financial circumstances

© 2025 Foster & Associates Financial Services Inc.
← Publications
Secret Link