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Tax on Convertible Notes in Canada, Explained

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The tax on convertible notes in Canada starts with its interest, not its conversion. If you lend through a note, the CRA’s guidance on investment income says you report interest as it’s earned, even with no slip and no cash in your hand. What happens when the note turns into shares is a separate tax question, and we couldn’t confirm the rules on an official page, so we’ll tell you what to ask instead.

How is interest on a convertible note taxed?

For the person who lends the money, interest is investment income. The CRA says interest and other investment income form part of your total income and go on line 12100 of your return. It also says the $50 threshold only decides if a T5 slip is issued. You report the interest either way.

The timing is what surprises people. For long term investments such as GICs, the CRA says you report the interest earned during each complete investment year, even if you didn’t get a slip. Whether a particular note counts as an investment contract in that sense turns on the paperwork, so ask your accountant. But plan as if the interest could be taxable each year, because that’s the safer assumption.

Item What we confirmed
Interest as income Reported on line 12100, slip or no slip
Reporting year Interest earned in each complete investment year
T5 slip Accrued interest is reported to each anniversary day
Interest you pay to borrow Deductible if borrowed to earn investment income
Borrowing to buy a registered plan Not deductible

What does that cost on a real income?

Say you put $50,000 into a note at 8% and the first year’s interest is $4,000. If you earn $100,000 of employment income in Ontario, our income tax calculator shows the extra $4,000 adds about $1,259 of income tax, a rate near 31.5%. In Quebec the same interest adds about $1,445.

So an 8% note leaves you with under 5.5% after tax, and you might not see a cent of it until the note matures. That’s the cash flow problem. Try your own numbers in the interest calculator, and the marginal tax rate calculator tells you which slice the interest lands in.

What about the company that issues the note?

A company that borrows to earn income can usually look for an interest deduction, but the rules on when interest is deductible and on accrued interest that isn’t paid are technical, and we didn’t confirm them on an official page. Ask your accountant two things: when the interest becomes deductible, and whether it matters that it’s added to the note instead of paid in cash.

The CRA’s line 22100 page covers deductions for individuals who borrow to invest. It says interest is deductible on money borrowed to try to earn investment income, and not when the only return the investment can produce is capital gains. Remember that if you borrow personally to fund a note.

What happens when the note converts?

That’s where convertible notes get interesting, and where guesses cost money. Conversion swaps a debt for shares. Whether there’s a gain, a loss or nothing to report on that swap, what the shares cost you for tax, and how unpaid interest is handled at conversion are all questions we couldn’t settle from a CRA page.

So before you sign, ask these in writing. What value do the shares get when the note converts? Is the accrued interest paid, added to the conversion amount or cancelled? Will the issuer send a T5 slip? And does the note give you a cap, a discount or both on conversion? The answers decide your tax, not the label on the document.

If you later sell the shares, the capital gains tax calculator shows the tax on a gain. It uses a 50% inclusion rate, which is what we’ve assumed for 2026. We haven’t confirmed that figure on a CRA page, so check it before you rely on it.

Mistakes investors make

Forgetting accrued interest is the big one. The note says nothing is due for two years, so nothing goes on the return. Then the CRA asks.

Another is assuming the note is a loan between friends and ignoring it. A family loan still carries interest that may be reportable. A third is deducting interest on money borrowed to buy a registered plan, which the CRA says is not allowed.

And don’t treat a slip as the whole story. The CRA says the T5 threshold affects the slip, not your duty to report.

Where the numbers come from

Reporting of interest, the line 12100 rules and accrued interest come from the Canada Revenue Agency’s pages on interest and other investment income and on accrued interest for T5 slips. Interest deductibility comes from its line 22100 page. The tax examples come from our calculator using 2026 federal, Ontario and Quebec rates.

Frequently asked questions

Is interest on a convertible note taxable?

Yes, for the lender it is investment income, reported on line 12100. The CRA says you report it even if you get no slip.

Do I pay tax before the note is repaid?

You may. The CRA says interest on long term investments is reported for each complete investment year. Check how your note is classed.

Is tax due when the note converts to shares?

We couldn't confirm the conversion rules on an official page. Ask your accountant before you sign.

Can I deduct interest if I borrow to buy a note?

Generally yes if the investment can earn interest or dividends. No if it can only produce capital gains.

Will I get a T5 slip?

Possibly. The CRA sets a $50 threshold for slips, but you report the interest either way.

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Information only. This page is general information, not tax, legal or accounting advice. Tax-Services.ca is an independent publisher: we don't prepare or file tax returns or offer tax services, and we have no connection with the CRA, Revenu Québec, any government or any company named on this page. Check the figures that matter with an official source or a qualified professional.

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