A Mortgage Investment Corporation (MIC) provides a way to invest in the real estate market, mitigating the time and risk of investing in individual mortgages. Investors pool their money by buying shares in a MIC, creating an alternative fixed-income investment. MICs are special companies created by virtue of Section 130.1 of the Income Tax Act, a federal statute, to enable investors to invest in a pool of mortgages. As a Mortgage Investment Corporation we also borrow from a bank or other lender, employing both the shareholders’ capital and loan proceeds to fund its mortgage portfolio. The pool of mortgages is continuously managed, with newly invested share capital, and the proceeds of repaid and discharged mortgages, being utilized to fund new mortgages.

The MIC’s management is responsible for all aspects of the company’s operations, including the sourcing of suitable mortgage investments, the analysis of mortgage applications, and the negotiation of applicable interest rates, terms and conditions, instruction of solicitors, mortgage portfolio and general administration. Like an investment fund, the Mortgage Investment Corporation’s manager is paid a management fee, typically calculated as a percentage of assets under administration.

The Income Tax Act requires that 100% of a MIC’s annual net income, as verified by external audit, be distributed to its shareholders, in the form of a dividend. This dividend is taxed as interest income, in that it primarily represents a flow-through of the interest earned on the Company’s mortgage portfolio. Since a MIC pays all of its net profit to its shareholders each year, the MIC itself is not taxed. This is a significant advantage for MIC shareholders, increasing their yield as the two levels of tax applied to regular corporations are avoided. Like any company, a MIC’s net income is equivalent to its revenues, less its expenses. A MIC’s revenues are comprised of mortgage interest and fee income. Expenses are predominantly comprised of management fees, audit and other professional fees, and loan interest, if the MIC is employing debt in addition to share capital.

Income Tax Act, Section 130.1: Salient Rules

  1. A Mortgage Investment Corporation must have at least 20 shareholders.
  2. A MIC is generally widely held. No shareholder may hold more than 25% of the MIC’s total capital.
  3. At least 50% of a MIC’s assets must be comprised of residential mortgages, and/or cash and insured deposits at Canada Deposit Insurance Corporation member financial institutions.
  4. A MIC may invest up to 25% of its assets directly in real estate, but may not develop land or engage in construction. This ceiling on real estate holdings does not include real estate acquired as a result of mortgage default.
  5. A MIC is a flow-through investment vehicle, and distributes 100% of its net income to its shareholders.
  6. All MIC investments must be in Canada, but a MIC may accept investment capital from outside of Canada.
  7. A MIC is a tax-exempt corporation.
  8. Dividends received with respect to directly held shares, not held within RRSPs or RRIFs, are taxed as interest income in the shareholder’s hands. Dividends may be received in the form of cash, or additional shares.
  9. MIC shares are qualified RRSP and RRIF investments.
  10. A MIC may distribute income dividends, typically interest from mortgages and revenue from property holdings, as well as capital gain dividends, typically from the disposition of its real estate investments.
  11. A MIC’s annual financial statements must be audited.
  12. A MIC may employ financial leverage by using debt to partially fund assets.

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