Brian Kearl is a Partner in Linmac’s Tax Group in Calgary. Prior to joining Linmac, he was a partner at an International law firm. Brian advises on complex tax matters with a particular focus on high net worth individuals, private companies, mergers and acquisitions, private equity fund formations and transactions, corporate reorganizations, cross-border investments and financings, and Indigenous business development.

Brian works with business owners, private equity sponsors, financial institutions, and Indigenous organizations, delivering strategic tax advice across sophisticated domestic and international transactions. He is regularly engaged on large-scale, multi-party mandates.

Recognized for both his technical depth and commercial judgment, Brian is a trusted advisor on high-stakes matters where tax considerations are central to overall deal strategy. He is a frequent speaker at leading industry conferences and a contributor to publications addressing complex and evolving tax issues, including corporate reorganizations, GAAR, Indigenous investment structures, and cross-border planning.

Awards and Recognition

Brian has been recognized in leading legal directories for his work in tax law, including:

  • Lexpert Special Edition — Canada’s Leading Lawyers: Finance and M&A
  • Best Lawyers in Canada, Tax Law
  • The Canadian Legal Lexpert Directory: Corporate Tax

Experience

  • Clearview Resources Ltd. — Advising in regard to tax matters in connection with its sale to Saturn Oil and Gas Inc., a public oil and gas company.
  • RBC Capital Markets and Scotiabank — Advising the joint lead agents on behalf of a syndicate in connection with a CA$336 million offering of fixed-rate senior secured amortizing bonds, the proceeds of which supported an approximate CA$736 million investment by Stonlasec8 Indigenous Investments Limited Partnership — a coalition of 36 First Nations in British Columbia — for the acquisition of a 12.5% equity interest in Enbridge Inc.’s Westcoast natural gas pipeline system.
  • Capital Power Corporation — Advising the client in connection with an aggregate US$1.2 billion private offering by its wholly-owned subsidiary, Capital Power (US Holdings) Inc.
  • Lions Gate Entertainment Corp. — Advised Lions Gate Entertainment Corp. (“Lionsgate”), a British Columbia company publicly traded on the NYSE, and Lionsgate Studios Corp. (“Studios”), a British Columbia company publicly traded on Nasdaq, in connection with Lionsgate’s separation of its traditional studios business and the streaming and media business of Starz Entertainment by way of British Columbia plan of arrangement.
  • Vermilion Energy — Advising on the acquisition of Westbrick Energy Ltd. for CA$1.075 billion via Plan of Arrangement.
  • PrimeSource Building Products, Inc. — Advising client, a portfolio company of Clearlake Capital, in completing the acquisition of all of the issued and outstanding shares of Cobra Anchors, which has operations in Montréal, Québec, Canada, and Temple, Pennsylvania, USA.
  • Saturn Oil & Gas Inc. — Advised with respect to its transformational CA$525 million asset acquisition from Veren Inc. and debt recapitalization, including advising with respect to Saturn’s $150 million reserves based lending credit facility and a $100 million bought deal equity financing.
  • Beedie Investments Ltd. — Advising on its acquisition of the majority of the shares of Think Research Corporation by way of plan of arrangement under the Business Corporations Act (Ontario).
  • Kingston Midstream Limited — Advising in regard to tax matters on the acquisition of Rangeland Midstream Canada Limited, the owner of the Marten Hills Pipeline.
  • Triton Environmental Consultants Ltd. — Advising in regard to tax matters in connection with its sale to Copley Equity Partners, a US-based private equity firm.
  • Enbridge Inc. — Advising in regard to tax matters on the acquisition of a 93.8% interest in Aitken Creek Gas Storage facility and a 100% interest in Aitken Creek North Gas Storage facility for CA$400 million.
  • Saturn Oil & Gas Inc. — Advising in regard to tax matters on acquisition of Ridgeback Resources Inc. by way of plan of arrangement.
  • BFG Supply Co., LLC — Advising in regard to tax matters on its acquisition of DeCloet Greenhouse Manufacturing Ltd.
  • American Builders & Contractors Supply Co., Inc. — Advising in regard to tax matters in connection with the acquisition of the Monarch Group of Companies.
  • KPS Capital Partners, LP — Advising in regard to tax matters on the acquisition of Oldcastle Building Envelope Inc. from CRH Plc for about $3.45 billion in cash.
  • Granite Holdings Global Limited — Advising in regard to tax matters on the acquisition of Compressor Products International (“CPI”), a leading provider of aftermarket components and services to the global reciprocating compressor market.
  • Saturn Oil & Gas Inc. — Advising in regard to tax matters on the acquisition of upstream oil and gas assets in Saskatchewan representing approximately 4,000 boe/d of Viking light oil production and over 140 net sections of land.
  • TimberRock Energy Corp. — Advising in regard to tax matters on its acquisition by Whitecap Resources Inc. by way of a plan of arrangement.
  • Canadian Natural Resources Limited — Advising in regard to tax matters on the acquisition of Storm Resources Ltd. by way of a plan of arrangement.
  • Inter Pipeline Ltd. — Advising in regard to tax matters the Special Committee of the Board of Directors in its response to an unsolicited takeover bid by Brookfield Infrastructure Partners L.P., which concluded with Brookfield increasing its offer to a valuation of approximately CA$15 billion on an enterprise-value basis.
  • AIM4 Ventures Inc. — Advising in regard to tax matters in relation to its initial public offering and completion of its qualifying transaction with TRC Management Holdings Corp. by way of plan of arrangement.
  • Rocky Mountain Dealerships Inc. — Advising in regard to tax matters on its CA$195-million go-private transaction by way of a plan of arrangement.
  • Dow Inc. — Advising in regard to tax matters in connection with the sale of its rail infrastructure assets and related equipment at six major North American sites to Watco Companies, LLC for US$315 million.

In the Media

  • Quoted, “Communications with accountants are not privileged,” Law360 Canada, December 2024
  • Quoted in “Tax law changes expand mandatory disclosure rules for business transactions,” Canadian Lawyer, July 2023

Insights

  • “TCP and the TPP Exception in M&A Transactions: Purchaser Risks Under the MLI,” International Tax Highlights, Vol. 4, No. 4, November 2025 (with Daniel Safi)
  • “Unexpected EIFEL Issues and Uncertainties,” Canadian Tax Foundation, 2024 Annual Conference, December 2, 2024 (with Larry Nevsky and Aaron Chai)
  • Author of chapter “Capitalizing a Corporation” in Taxation of Private Corporations and Shareholders, 5th ed., 3:1–46
  • Presenter, “Indigenous Natural Resource Business Development: Truth, Reconciliation, and Tax,” Canadian Petroleum Tax Society, 2019 Annual Conference, June 6, 2019 (with Lee Francoeur)
  • Author, “GAAR Assessments: Still No Penalties Allowed Nor Self-Assessment Permitted,” Corporate Structures and Groups, Vol. 19, No. 2, 2017
  • Author and Presenter, “Leaving Canada’s New High Tax Rate Regime: Considerations, Tips and Traps,” Canadian Tax Foundation, 2016 Annual Conference, November 28, 2016 (with Carl Deeprose)
  • Presenter, “Executive Compensation in a downturn: Is there a pony in this manure pile?,” Canadian Petroleum Tax Society, 2016 Annual Conference, June 15, 2016 (with Arden Dalik)
  • Author and Presenter, “Succession Planning in a Family Business,” Canadian Tax Foundation, 2015 Prairie Province Tax Conference, June 1, 2015 (with Susan Naylen)
  • Presenter, “Private Income Trusts: Still a Viable Alternative Business Vehicle,” Canadian Petroleum Tax Society, March 2013
  • Author, “Cross-border Income Trusts,” International Tax Planning, Vol. 17, No. 4, 2012
  • Presenter, “Structuring Co-Ventures Involving Resource Companies and First Nations or Other Tax Exempts,” Canadian Petroleum Tax Society 2012 Annual Conference, June 2012 (with Greg Lindsey)
  • Author, “GAAR in the Tax Court After Canada Trustco: A Practitioner’s Guide,” Canadian Tax Journal, Vol. 55, No. 4, 2007 (with Bruce Lemons)

Memberships and Affiliations

  • Member, Canadian Tax Foundation
  • Member, Law Society of Alberta
  • Member, Canadian Bar Association
  • Member, Calgary Bar Association
  • Member (and former Board Member), Canadian Petroleum Tax Society