EX-8.1 7 ea021971301ex8-1_canadian.htm OPINION OF MAYER BROWN LLP, U.S. TAX COUNSEL FOR CANADIAN IMPERIAL BANK OF COMMERCE

Exhibit 8.1

 

Mayer Brown LLP

1221 Avenue of the Americas
New York, NY 10020-1001

United States of America

 

T: +1 212 506 2500
F: +1 212 262 1910

mayerbrown.com

 

November 5, 2024

 

Canadian Imperial Bank of Commerce

Commerce Court

Toronto, Ontario

Canada M5L1A2

 

Ladies and Gentlemen:

 

We have acted as U.S. tax counsel to Canadian Imperial Bank of Commerce (the “Bank”) in connection with the issuance by the Bank of US$500,000,000 aggregate principal amount of its 6.950% Fixed Rate Reset Limited Recourse Capital Notes Series 5 (Non-Viability Contingent Capital (NVCC)) (Subordinated Indebtedness) (the “Notes”), as described in the Prospectus Supplement dated October 28, 2024 (the “Prospectus Supplement”) to the Prospectus dated October 2, 2024 (the “Prospectus”) contained in the Registration Statement on Form F-3, File No. 333-282307 (the “Registration Statement”). We hereby confirm to you that the statements that describe provisions of the U.S. Internal Revenue Code of 1986, as amended, or the rules and regulations promulgated thereunder, under the heading “Material U.S. Federal Income Tax Considerations” in the Prospectus Supplement are our opinion, subject to the qualifications, limitations and assumptions set forth in the Registration Statement.

 

We hereby consent to the filing of this opinion as an exhibit to a Current Report on Form 6-K incorporated by reference in the Registration Statement, and to the reference to our opinion in the Prospectus Supplement. In giving this consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended.

 

  Very truly yours,
   
  /s/ Mayer Brown LLP