Canadian Pacific Railway Limited (CP) 10-Q 19 Apr 18 2018 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	Apr. 16, 2018
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2018
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q1
Trading Symbol	CP
Entity Registrant Name	CANADIAN PACIFIC RAILWAY LTD/CN
Entity Central Index Key	16,875
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding		143,074,798

INTERIM CONSOLIDATED STATEMENTS

INTERIM CONSOLIDATED STATEMENTS OF INCOME (unaudited) - CAD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenues
Freight	$ 1,625	$ 1,563
Non-freight	37	40
Total revenues	1,662	1,603
Operating expenses
Compensation and benefits	374	300
Fuel	215	170
Materials	55	49
Equipment rents	33	36
Depreciation and amortization	170	166
Purchased services and other	275	278
Total operating expenses	1,122	999
Operating income	540	604
Less:
Other income and charges	51	(28)
Other components of net periodic benefit (recovery) cost	(96)	(67)
Net interest expense	115	120
Income before income tax expense	470	579
Income tax expense	122	148
Net income	$ 348	$ 431
Earnings per share
Basic earnings per share	$ 2.41	$ 2.94
Diluted earnings per share	$ 2.41	$ 2.93
Weighted-average number of shares (millions)
Basic	144.4	146.5
Diluted	144.8	147.1
Dividends declared per share	$ 0.5625	$ 0.5000

INTERIM CONSOLIDATED STATEMENT3

INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Statement of Comprehensive Income [Abstract]
Net income	$ 348	$ 431
Net (loss) gain in foreign currency translation adjustments, net of hedging activities	(20)	5
Change in derivatives designated as cash flow hedges	21	5
Change in pension and post-retirement defined benefit plans	29	38
Other comprehensive income (loss) before income taxes	30	48
Income tax (expense) recovery on above items	6	(18)
Other comprehensive income (loss)	36	30
Comprehensive income	$ 384	$ 461

INTERIM CONSOLIDATED BALANCE SH

INTERIM CONSOLIDATED BALANCE SHEETS AS AT (unaudited) - CAD ($) $ in Millions	Mar. 31, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Current assets
Cash and cash equivalents	$ 125	$ 338
Accounts receivable, net	699	687
Materials and supplies	154	152
Other current assets	139	97
Total current assets	1,117	1,274
Investments	186	182
Properties	17,234	17,016
Goodwill and intangible assets	192	187
Pension asset	1,507	1,407
Other assets	82	69
Total assets	20,318	20,135
Current liabilities
Accounts payable and accrued liabilities	1,183	1,238
Long-term debt maturing within one year	756	746
Total current liabilities	1,939	1,984
Pension and other benefit liabilities	749	749
Other long-term liabilities	205	231
Long-term debt	7,601	7,413
Deferred income taxes	3,390	3,321
Total liabilities	13,884	13,698
Shareholders’ equity
Share capital	2,022	2,032
Additional paid-in capital	45	43
Accumulated other comprehensive loss	(1,705)	(1,741)	$ (1,769)	$ (1,799)
Retained earnings	6,072	6,103
Total shareholders' equity	6,434	6,437	$ 5,038	$ 4,626
Total liabilities and shareholders’ equity	$ 20,318	$ 20,135

INTERIM CONSOLIDATED STATEMENT5

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Operating activities
Net income	$ 348	$ 431
Reconciliation of net income to cash provided by operating activities:
Depreciation and amortization	170	166
Deferred income taxes	41	67
Pension funding in excess of expense	(72)	(60)
Foreign exchange loss (gain) on long-term debt	49	(28)
Other operating activities, net	(21)	(85)
Change in non-cash working capital balances related to operations	(118)	(180)
Cash provided by operating activities	397	311
Investing activities
Additions to properties	(241)	(230)
Proceeds from sale of properties and other assets	4	3
Other	(1)	5
Cash used in investing activities	(238)	(222)
Financing activities
Dividends paid	(82)	(73)
Issuance of CP Common Shares	8	28
Purchase of CP Common Shares	(298)	0
Repayment of long-term debt, excluding commercial paper	(5)	(5)
Cash used in financing activities	(377)	(50)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	5	(2)
Cash position
(Decrease) increase in cash and cash equivalents	(213)	37
Cash and cash equivalents at beginning of period	338	164
Cash and cash equivalents at end of period	125	201
Supplemental disclosures of cash flow information:
Income taxes paid	104	170
Interest paid	$ 143	$ 150

INTERIM CONSOLIDATED STATEMENT6

INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (unaudited) - CAD ($) shares in Millions, $ in Millions	Total	Share capital [Member]	Additional paid-in capital [Member]	Accumulated other comprehensive loss [Member]	Retained earnings [Member]
Beginning balance (shares) at Dec. 31, 2016		146.3
Beginning balance at Dec. 31, 2016	$ 4,626	$ 2,002	$ 52	$ (1,799)	$ 4,371
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	431	0	0	0	431
Other comprehensive income (loss)	30	0	0	30	0
Dividends declared	(73)	0	0	0	(73)
Effect of stock-based compensation expense	(3)	$ 0	(3)	0	0
Shares issued under stock option plan (shares)		0.4
Shares issued under stock option plan	$ 27	$ 34	(7)	0	0
Ending balance (shares) at Mar. 31, 2017	146.7	146.7
Ending balance at Mar. 31, 2017	$ 5,038	$ 2,036	42	(1,769)	4,729
Beginning balance (shares) at Dec. 31, 2017		144.9
Beginning balance at Dec. 31, 2017	6,437	$ 2,032	43	(1,741)	6,103
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	348	0	0	0	348
Other comprehensive income (loss)	36	0	0	36	0
Dividends declared	(81)	0	0	0	(81)
Effect of stock-based compensation expense	4	$ 0	4	0	0
Common Shares repurchased (in shares)		(1.3)
Common Shares repurchased	(318)	$ (20)	0	0	(298)
Shares issued under stock option plan (shares)		0.1
Shares issued under stock option plan	$ 8	$ 10	(2)	0	0
Ending balance (shares) at Mar. 31, 2018	143.7	143.7
Ending balance at Mar. 31, 2018	$ 6,434	$ 2,022	$ 45	$ (1,705)	$ 6,072

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	These unaudited interim consolidated financial statements of Canadian Pacific Railway Limited (“CP”, or “the Company”), expressed in Canadian dollars, reflect management’s estimates and assumptions that are necessary for their fair presentation in conformity with generally accepted accounting principles in the United States of America (“GAAP”). They do not include all disclosures required under GAAP for annual financial statements and should be read in conjunction with the 2017 annual consolidated financial statements and notes included in CP's 2017 Annual Report on Form 10-K. The accounting policies used are consistent with the accounting policies used in preparing the 2017 annual consolidated financial statements, except for the newly adopted accounting policies discussed in Note 2. CP's operations can be affected by seasonal fluctuations such as changes in customer demand and weather-related issues. This seasonality could impact quarter-over-quarter comparisons.

Accounting Changes

Accounting Changes	3 Months Ended
	Mar. 31, 2018
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
Accounting Changes	Implemented in 2018 Revenue from Contracts with Customers On January 1, 2018, the Company adopted the new Accounting Standards Update ("ASU") 2014-09, issued by the Financial Accounting Standards Board ("FASB"), and all related amendments under FASB Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers, using the modified retrospective method. Comparative financial information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company did not recognize any adjustment to the opening balance of retained earnings upon adoption of ASC Topic 606. The Company expects the impact of adoption of this new standard to be immaterial to the Company’s net income on an ongoing basis. Compensation - Retirement Benefits On January 1, 2018, the Company adopted the changes required under ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-retirement Benefit Cost under FASB ASC Topic 715, Retirement Benefits as issued by the FASB in March 2017. In accordance with the ASU, beginning on January 1, 2018, the Company reports the current service cost component of net periodic benefit cost in Compensation and benefits on the Company’s Consolidated Statements of Income, and reports the Other components of net periodic benefit cost as a separate item outside of Operating income on the Company’s Consolidated Statements of Income. The Company has applied these changes in presentation retrospectively, which resulted in a decrease in Operating income of $67 million for the three months ended March 31, 2017. These changes in presentation do not result in any changes to net income or earnings per share. Details of the components of net periodic benefit costs are provided in Note 11 Pensions and other benefits. The ASU also prospectively restricts capitalization of net periodic benefit costs to the current service cost component when applicable. This restriction has no impact on the Company’s operating income or amounts capitalized because the Company has and continues to only capitalize an appropriate portion of current service cost for self-constructed properties. Derivatives and Hedging In August 2017, the FASB issued ASU 2017-12, Targeted Improvements to Accounting for Hedging Activities, under FASB ASC Topic 815, Derivatives and Hedging. This improves the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. These amendments also make targeted improvements to simplify the application of the hedge accounting guidance in GAAP. The amendments require the entire change in the fair value of the hedging instrument to be recorded in Other comprehensive income for effective cash flow hedges. Consequently, any ineffective portion of the change in fair value will no longer be recorded to the Consolidated Statement of Income as it arises. While the amendments are effective for public entities beginning on January 1, 2019, early adoption is permitted and the Company early adopted this ASU effective January 1, 2018. Entities are required to apply the amendments in this update to hedging relationships existing on the date of adoption, reflected as a cumulative-effect adjustment as of the beginning of the fiscal year of adoption. Other amendments to presentation and disclosure are applied prospectively. No significant cumulative-effect adjustment was required. Accumulated Other Comprehensive Income - Reclassification In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income under FASB ASC Topic 220, Income Statement - Reporting Comprehensive Income. The current standard ASC Topic 740, Income Taxes, requires deferred tax liabilities and assets to be adjusted for the effect of a change in tax laws or rates with the effect included in income from continuing operations in the reporting period that includes the enactment date. This includes the tax effects of items in Accumulated other comprehensive income ("AOCI") that were originally recognized in Other comprehensive income, subsequently creating stranded tax effects. This ASU allows a reclassification from AOCI to Retained earnings for stranded tax effects specifically resulting from the U.S. federal government's recently enacted tax bill, the Tax Cuts and Jobs Act. The amendments are effective for public entities beginning on January 1, 2019 and early adoption is permitted. Entities are required to apply these amendments either in the period of adoption or retrospectively to each period in which the effect of the change in tax rate from the Tax Cuts and Jobs Act was recognized. The Company early adopted this ASU effective January 1, 2018, electing not to change AOCI or Retained earnings on the Company's Interim Consolidated Financial Statements or disclosure. Future changes Leases

Revenue Recognition

Revenue Recognition	3 Months Ended
	Mar. 31, 2018
Revenue from Contract with Customer [Abstract]
Revenue Recognition	Revenue is recognized when obligations under the terms of a contract with a customer are satisfied. Revenue is measured as the amount of consideration the Company expects to receive in exchange for providing services. Government imposed taxes that the Company collects concurrent with revenue generating activities are excluded from revenue. In the normal course of business the Company does not generate any material revenue through acting as an agent for other entities. The following is a description of primary activities from which the Company generates revenue. Freight revenues The Company provides rail freight transportation services to a wide variety of customers and transports bulk commodities, merchandise freight and intermodal traffic. The Company signs master service agreements with customers that dictate future services the Company is to perform for a customer at the time a bill of lading or service request is received. Each bill of lading or service request represents a separate distinct performance obligation that the Company is obligated to satisfy. The transaction price is generally in the form of a fixed fee determined at the inception of the bill of lading or service request. The Company allocates the transaction price to each distinct performance obligation based on the estimated standalone selling price for each performance obligation. As each bill of lading or service request represents a separate distinct performance obligation, the estimated standalone selling price is assessed at an observable price which is fair market value. Certain customer agreements include variable consideration in the form of rebates, discounts, or incentives. The expected value method is used to estimate variable consideration and is allocated to the applicable performance obligation and is recognized when the related performance obligation is satisfied. Additionally, the Company offers published rates for services through public tariff agreements in which a customer can request service, triggering a performance obligation the Company must satisfy. In accordance with ASC Topic 606, railway freight revenues continue to be recognized over time as services are provided based on the percentage of completed service method. Volume rebates to customers are accrued as a reduction of freight revenues based on estimated volumes and contract terms as freight service is provided. Freight revenues also include certain ancillary and other services provided in association with the performance of rail freight movements. Revenues from these activities are not material and therefore have been aggregated with the freight revenues from customer contracts with which they are associated. Non-freight revenues In accordance with ASC Topic 606, non-freight revenues, including passenger revenues, switching fees, and revenues from logistic services, continue to be recognized at the point in time the services are provided or when the performance obligations are satisfied. Non-freight revenues also include leasing revenues. Disaggregation of revenue The following table disaggregates the Company’s revenues from contracts with customers by major source: For the three months ended March 31 (in millions of Canadian dollars) 2018 2017 (1) Freight Grain $ 357 $ 393 Coal 151 148 Potash 112 98 Fertilizers and sulphur 61 59 Forest products 66 67 Energy, chemicals and plastics 257 227 Metals, minerals, and consumer products 183 170 Automotive 71 76 Intermodal 367 325 Total freight revenues 1,625 1,563 Non-freight excluding leasing revenues 23 28 Revenues from contracts with customers 1,648 1,591 Leasing revenues 14 12 Total revenues $ 1,662 $ 1,603 (1) Prior period amounts have not been adjusted under the modified retrospective method. Satisfying performance obligations

Changes in Accumulated Other Co

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component	3 Months Ended
	Mar. 31, 2018
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Changes in Accumulated Other Comprehensive Loss (AOCL) by Component	For the three months ended March 31 (in millions of Canadian dollars) Foreign currency net of hedging activities (1) Derivatives and (1) Pension and post- (1) Total (1) Opening balance, January 1, 2018 $ 109 $ (89 ) $ (1,761 ) $ (1,741 ) Other comprehensive income before reclassifications — 13 (1 ) 12 Amounts reclassified from accumulated other comprehensive loss — 2 22 24 Net current-period other comprehensive income — 15 21 36 Closing balance, March 31, 2018 $ 109 $ (74 ) $ (1,740 ) $ (1,705 ) Opening balance, January 1, 2017 $ 127 $ (104 ) $ (1,822 ) $ (1,799 ) Other comprehensive (loss) income before reclassifications (2 ) 2 — — Amounts reclassified from accumulated other comprehensive loss — 2 28 30 Net current-period other comprehensive (loss) income (2 ) 4 28 30 Closing balance, March 31, 2017 $ 125 $ (100 ) $ (1,794 ) $ (1,769 ) (1) Amounts are presented net of tax. Amounts in Pension and post-retirement defined benefit plans reclassified from AOCL are as follows: For the three months ended March 31 (in millions of Canadian dollars) 2018 2017 Amortization of prior service costs (1) $ (1 ) $ (1 ) Recognition of net actuarial loss (1) 30 39 Total before income tax 29 38 Income tax recovery (7 ) (10 ) Net of income tax $ 22 $ 28 (1)

Other Income and Charges

Other Income and Charges	3 Months Ended
	Mar. 31, 2018
Other Income and Expenses [Abstract]
Other Income and Charges	For the three months ended March 31 (in millions of Canadian dollars) 2018 2017 Foreign exchange loss (gain) on long-term debt $ 49 $ (28 ) Other foreign exchange gains (1 ) (1 ) Other 3 1 Total other income and charges $ 51 $ (28 )

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2018
Income Tax Disclosure [Abstract]
Income Taxes	For the three months ended March 31 (in millions of Canadian dollars) 2018 2017 Current income tax expense $ 81 $ 81 Deferred income tax expense 41 67 Income tax expense $ 122 $ 148 The effective tax rate in the first quarter was 25.92% , compared to 25.60% for the same period in 2017 . For the three months ended March 31, 2018 , the effective tax rate excluding the discrete item of the foreign exchange loss of $49 million on the Company's U.S. dollar-denominated debt was 24.75% . For the three months ended March 31, 2017 , the effective tax rate excluding the discrete items of the management transition recovery of $51 million related to the retirement of the Company's Chief Executive Officer and the foreign exchange gain of $28 million on the Company's U.S. dollar-denominated debt, was 26.50%

Earnings Per Share

Earnings Per Share	3 Months Ended
	Mar. 31, 2018
Earnings Per Share [Abstract]
Earnings Per Share	At March 31, 2018 , the number of shares outstanding was 143.7 million ( March 31, 2017 - 146.7 million ). Basic earnings per share have been calculated using net income for the period divided by the weighted-average number of shares outstanding during the period. The number of shares used in earnings per share calculations is reconciled as follows: For the three months ended March 31 (in millions) 2018 2017 Weighted-average basic shares outstanding 144.4 146.5 Dilutive effect of stock options 0.4 0.6 Weighted-average diluted shares outstanding 144.8 147.1 For the three months ended March 31, 2018 , there were 0.2 million options excluded from the computation of diluted earnings per share because their effects were not dilutive ( three months ended March 31, 2017 - 0.5 million

Shareholders' Equity

Shareholders' Equity	3 Months Ended
	Mar. 31, 2018
Equity [Abstract]
Shareholders' Equity	On May 10, 2017, the Company announced a new normal course issuer bid ("NCIB"), commencing May 15, 2017, to purchase up to 4.38 million Common Shares for cancellation before May 14, 2018 . As at March 31, 2018 , the Company had purchased 3.3 million Common Shares for $699 million under this NCIB program. All purchases are made in accordance with the NCIB at prevalent market prices plus brokerage fees, or such other prices that may be permitted by the Toronto Stock Exchange, with consideration allocated to share capital up to the average carrying amount of the shares, and any excess allocated to retained earnings. The following table provides activities under the share repurchase program: For the three months ended March 31 2018 2017 Number of Common Shares repurchased (1) 1,435,700 — Weighted-average price per share (2) $ 221.76 $ — Amount of repurchase (in millions) (2) $ 318 $ — (1) Includes shares repurchased but not yet canceled at quarter end. (2)

Financial Instruments

Financial Instruments	3 Months Ended
	Mar. 31, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Financial Instruments	A. Fair values of financial instruments The Company categorizes its financial assets and liabilities measured at fair value into a three-level hierarchy established by GAAP that prioritizes those inputs to valuation techniques used to measure fair value based on the degree to which they are observable. The three levels of the fair value hierarchy are as follows: Level 1 inputs are quoted prices in active markets for identical assets and liabilities; Level 2 inputs, other than quoted prices included within Level 1, are observable for the asset or liability either directly or indirectly; and Level 3 inputs are not observable in the market. When possible, the estimated fair value is based on quoted market prices and, if not available, it is based on estimates from third party brokers. For non-exchange traded derivatives classified in Level 2, the Company uses standard valuation techniques to calculate fair value. Primary inputs to these techniques include observable market prices (interest, foreign exchange ("FX") and commodity) and volatility, depending on the type of derivative and nature of the underlying risk. The Company uses inputs and data used by willing market participants when valuing derivatives and considers its own credit default swap spread as well as those of its counterparties in its determination of fair value. All derivatives and long-term debt are classified as Level 2. The carrying values of financial instruments equal or approximate their fair values with the exception of long-term debt: (in millions of Canadian dollars) March 31, 2018 December 31, 2017 Long-term debt (including current maturities): Fair value $ 9,598 $ 9,680 Carrying value 8,357 8,159 The estimated fair value of current and long-term borrowings has been determined based on market information where available, or by discounting future payments of principal and interest at estimated interest rates expected to be available to the Company at period end. B. Financial risk management Derivative financial instruments Derivative financial instruments may be used to selectively reduce volatility associated with fluctuations in interest rates, FX rates, the price of fuel and stock-based compensation expense. Where derivatives are designated as hedging instruments, the relationship between the hedging instruments and their associated hedged items is documented, as well as the risk management objective and strategy for the use of the hedging instruments. This documentation includes linking the derivatives that are designated as fair value or cash flow hedges to specific assets or liabilities on the Interim Consolidated Balance Sheets, commitments or forecasted transactions. At the time a derivative contract is entered into and at least quarterly thereafter, an assessment is made as to whether the derivative item is effective in offsetting the changes in fair value or cash flows of the hedged items. The derivative qualifies for hedge accounting treatment if it is effective in substantially mitigating the risk it was designed to address. It is not the Company’s intent to use financial derivatives or commodity instruments for trading or speculative purposes. FX management The Company conducts business transactions and owns assets in both Canada and the United States. As a result, the Company is exposed to fluctuations in value of financial commitments, assets, liabilities, income or cash flows due to changes in FX rates. The Company may enter into FX risk management transactions primarily to manage fluctuations in the exchange rate between Canadian and U.S. currencies. FX exposure is primarily mitigated through natural offsets created by revenues, expenditures and balance sheet positions incurred in the same currency. Where appropriate, the Company may negotiate with customers and suppliers to reduce the net exposure. Net investment hedge The FX gains and losses on long-term debt are mainly unrealized and can only be realized when U.S. dollar-denominated long-term debt matures or is settled. The Company also has long-term FX exposure on its investment in U.S. affiliates. The majority of the Company’s U.S. dollar-denominated long-term debt has been designated as a hedge of the net investment in foreign subsidiaries. This designation has the effect of mitigating volatility on Net income by offsetting long-term FX gains and losses on U.S. dollar-denominated long-term debt and gains and losses on its net investment. The effect of the net investment hedge recognized in “Other comprehensive income” for the three months ended March 31, 2018 was an unrealized FX loss of $151 million ( three months ended March 31, 2017 - unrealized FX gain of $46 million ). Interest rate management The Company is exposed to interest rate risk, which is the risk that the fair value or future cash flows of a financial instrument will vary as a result of changes in market interest rates. In order to manage funding needs or capital structure goals, the Company enters into debt or capital lease agreements that are subject to either fixed market interest rates set at the time of issue or floating rates determined by ongoing market conditions. Debt subject to variable interest rates exposes the Company to variability in interest expense, while debt subject to fixed interest rates exposes the Company to variability in the fair value of debt. To manage interest rate exposure, the Company accesses diverse sources of financing and manages borrowings in line with a targeted range of capital structure, debt ratings, liquidity needs, maturity schedule, and currency and interest rate profiles. In anticipation of future debt issuances, the Company may enter into forward rate agreements, that are designated as cash flow hedges, to substantially lock in all or a portion of the effective future interest expense. The Company may also enter into swap agreements, designated as fair value hedges, to manage the mix of fixed and floating rate debt. Forward starting swaps As at March 31, 2018 , the Company had forward starting floating-to-fixed interest rate swap agreements (“forward starting swaps”) totaling a notional amount of U.S. $500 million to fix the benchmark rate on cash flows associated with highly probable forecasted issuances of long-term notes ( December 31, 2017 - U.S. $500 million ). The change in fair value on the forward starting swaps is recorded in “Accumulated other comprehensive loss”, net of tax, as cash flow hedges until the highly probable forecasted notes are issued. Subsequent to the notes issuance, amounts in “Accumulated other comprehensive loss” are reclassified to “Net interest expense”. As at March 31, 2018 , the total fair value loss of $36 million ( December 31, 2017 - fair value loss of $55 million ) derived from the forward starting swaps was included in “Accounts payable and accrued liabilities”. Changes in fair value from the forward starting swaps for the three months ended March 31, 2018 was a gain of $19 million ( three months ended March 31, 2017 - gain of $2 million ) and is recorded in “Other comprehensive income”. For the three months ended March 31, 2018 , a loss of $3 million related to previous forward starting swap hedges has been amortized to “Net interest expense” ( three months ended March 31, 2017 - loss of $3 million ). The Company expects that during the next twelve months, an additional $11 million

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-Based Compensation	At March 31, 2018 , the Company had several stock-based compensation plans, including stock option plans, various cash settled liability plans and an employee share purchase plan. These plans resulted in an expense for the three months ended March 31, 2018 of $14 million ( three months ended March 31, 2017 - recovery of $12 million ). Effective January 31, 2017, Mr. E. Hunter Harrison resigned from all positions held by him at the Company, including as the Company’s Chief Executive Officer and a member of the Board of Directors of the Company. In connection with Mr. Harrison’s resignation, the Company entered into a separation agreement with Mr. Harrison. Under the terms of the separation agreement, the Company has agreed to a limited waiver of Mr. Harrison’s non-competition and non-solicitation obligations. Effective January 31, 2017, pursuant to the separation agreement, Mr. Harrison forfeited certain pension and post-retirement benefits and agreed to the surrender for cancellation of 22,514 performance share units ("PSU"), 68,612 deferred share units ("DSU"), and 752,145 stock options. As a result of this agreement, the Company recognized a recovery of $51 million in "Compensation and benefits" in the first quarter of 2017. Of this amount, $27 million related to a recovery from cancellation of certain pension benefits. Stock option plan In the three months ended March 31, 2018 , under CP’s stock option plans, the Company issued 169,968 regular options at the weighted average price of $231.59 per share, based on the closing price on the grant date. Pursuant to the employee plan, these regular options may be exercised upon vesting, which is between 12 months and 48 months after the grant date, and will expire after seven years . Under the fair value method, the fair value of the stock options at the grant date was approximately $9 million . The weighted average fair value assumptions were approximately: For the three months ended March 31, 2018 Grant price $231.59 Expected option life (years) (1) 5.00 Risk-free interest rate (2) 2.23% Expected stock price volatility (3) 25.06% Expected annual dividends per share (4) $2.2500 Expected forfeiture rate (5) 4.5% Weighted-average grant date fair value per option granted during the period $54.09 (1) Represents the period of time that awards are expected to be outstanding. Historical data on exercise behaviour, or when available, specific expectations regarding future exercise behaviour, were used to estimate the expected life of the option. (2) Based on the implied yield available on zero-coupon government issues with an equivalent remaining term at the time of the grant. (3) Based on the historical stock price volatility of the Company’s stock over a period commensurate with the expected term of the option. (4) Determined by the current annual dividend at the time of grant. The Company does not employ different dividend yields throughout the contractual term of the option. (5) The Company estimated forfeitures based on past experience. This rate is monitored on a periodic basis. Performance share unit plan In the three months ended March 31, 2018 , the Company issued 123,798 PSUs with a grant date fair value of approximately $29 million . These units attract dividend equivalents in the form of additional units based on the dividends paid on the Company’s Common Shares. PSUs vest and are settled in cash or in CP Common Shares, approximately three years after the grant date, contingent upon CP’s performance ("performance factor"). Grant recipients who are eligible to retire and have provided six months of service during the performance period are entitled to the full award. The fair value of PSUs is measured periodically until settlement, using a lattice-based valuation model. The performance period for PSUs issued in the three months ended March 31, 2018 is January 1, 2018 to December 31, 2020. The performance factors for these PSUs are Return on Invested Capital ("ROIC"), Total Shareholder Return ("TSR") compared to the S&P/TSX Capped Industrial index, and TSR compared to S&P 1500 Road and Rail index. The performance period for the PSUs issued in 2015 was January 1, 2015 to December 31, 2017. The performance factors for these PSUs were Operating Ratio, ROIC, TSR compared to the S&P/TSX 60 index and TSR compared to Class I railways. The resulting payout was 160% of the Company's average share price that was calculated using the last 30 trading days preceding December 31, 2017. In the first quarter of 2018, payouts occurred on the total outstanding awards, including dividends reinvested totalling $30 million on 82,800 outstanding awards. Deferred share unit plan In the three months ended March 31, 2018 , the Company granted 7,314 DSUs with a grant date fair value of approximately $2 million . DSUs vest over various periods of up to 48 months

Pensions and Other Benefits

Pensions and Other Benefits	3 Months Ended
	Mar. 31, 2018
Retirement Benefits [Abstract]
Pensions and Other Benefits	In the three months ended March 31, 2018 , the Company made net contributions of $1 million ( three months ended March 31, 2017 - $12 million ), to its defined benefit pension plans, which is net of a $10 million refund of plan surplus (three months ended March 31, 2017 - $nil). Net periodic benefit costs for defined benefit pension plans and other benefits recognized in the three months ended March 31, 2018 included the following components: For the three months ended March 31 Pensions Other benefits (in millions of Canadian dollars) 2018 2017 2018 2017 Current service cost (benefits earned by employees) $ 30 $ 25 $ 3 $ 3 Other components of net periodic benefit (recovery) cost: Interest cost on benefit obligation 110 113 4 5 Expected return on fund assets (239 ) (223 ) — — Recognized net actuarial loss 29 38 1 1 Amortization of prior service costs (1 ) (1 ) — — Total other components of net periodic benefit (recovery) cost $ (101 ) $ (73 ) $ 5 $ 6 Net periodic benefit (recovery) cost $ (71 ) $ (48 ) $ 8 $ 9

Contingencies

Contingencies	3 Months Ended
	Mar. 31, 2018
Commitments and Contingencies Disclosure [Abstract]
Contingencies	In the normal course of its operations, the Company becomes involved in various legal actions, including claims relating to injuries and damage to property. The Company maintains provisions it considers to be adequate for such actions. While the final outcome with respect to actions outstanding or pending at March 31, 2018 cannot be predicted with certainty, it is the opinion of management that their resolution will not have a material adverse effect on the Company’s financial position or results of operations. Legal proceedings related to Lac-Mégantic rail accident On July 6, 2013, a train carrying petroleum crude oil operated by Montreal Maine and Atlantic Railway (“MMAR”) or a subsidiary, Montreal Maine & Atlantic Canada Co. (“MMAC” and collectively the “MMA Group”), derailed in Lac-Mégantic, Québec. The derailment occurred on a section of railway owned and operated by the MMA Group. The previous day CP had interchanged the train to the MMA Group, and after the interchange, the MMA Group exclusively controlled the train. In the wake of the derailment, MMAC sought court protection in Canada under the Companies’ Creditors Arrangement Act, R.S.C., 1985, c. C-36 and MMAR filed for bankruptcy in the United States. Plans of arrangement have been approved in both Canada and the U.S. (the “Plans”). These Plans provide for the distribution of a fund of approximately $440 million amongst those claiming derailment damages. A number of legal proceedings, set out below, were commenced after the derailment in Canada and/or in the U.S. against CP and others: (1) Québec's Minister of Sustainable Development, Environment, Wildlife and Parks (the "Minister") ordered various parties, including CP, to clean up the derailment site (the “Cleanup Order”). CP appealed the Cleanup Order to the Administrative Tribunal of Québec (the “TAQ”). The Minister subsequently served a Notice of Claim seeking $95 million for compensation spent on cleanup. CP filed a contestation of the Notice of Claim with the TAQ (the “TAQ Proceeding”). CP and the Minister agreed to stay the TAQ Proceedings pending the outcome of the Province of Québec's action, described in item (2) below. (2) Québec’s Attorney General sued CP in the Québec Superior Court initially claiming $409 million in damages, which claim was amended and reduced to $315 million (the “Province’s Action”). The Province’s Action alleges that CP exercised custody or control over the petroleum crude oil until its delivery to Irving Oil, that CP was negligent in its custody and control of the petroleum crude oil and that therefore CP is jointly and severally liable with third parties responsible for the derailment and vicariously liable for the acts and omissions of MMAC. (3) A class action in the Québec Superior Court on behalf of persons and entities residing in, owning or leasing property in, operating a business in or physically present in Lac-Mégantic at the time of the derailment (the “Class Action”) was certified against CP, MMAC and the train conductor, Mr. Thomas Harding. The Class Action seeks unquantified damages, including for wrongful death, personal injury, and property damage arising from the derailment. All known wrongful death claimants in the Class Action have opted out and, by court order, cannot re-join the Class Action. (4) Eight subrogated insurers sued CP in the Québec Superior Court initially claiming approximately $16 million in damages, which claim was amended and reduced to $14 million (the “Promutuel Action”) and two additional subrogated insurers sued CP in the Québec Superior Court claiming approximately $3 million in damages (the “Royal Action”). Both Actions contain essentially the same allegations as the Province’s Action. The lawsuits do not identify the parties to which the insurers are subrogated, and therefore the extent to which these claims overlap with the proof of claims process under the Plans is difficult to determine at this stage. The Royal Action has been stayed pending the determination of the consolidated proceedings described below. The Province’s Action, the Class Action and the Promutuel Action have been consolidated and will proceed together through the litigation process in the Québec Superior Court. While each Action will remain a separate legal proceeding, there will be a trial to determine liability issues commencing mid-September 2019, and subsequently, if necessary, a trial to determine damages issues. (5) An adversary proceeding filed by the MMAR U.S. estate representative (“Estate Representative”) in Maine accuses CP of failing to abide by certain regulations (the “Adversary Proceeding”). The Estate Representative alleges that CP should not have moved the petroleum crude oil train because an inaccurate classification by the shipper was or should have been known. The Estate Representative seeks damages for MMAR’s business value (as yet unquantified) allegedly destroyed by the derailment. (6) A class action and mass tort action on behalf of Lac-Mégantic residents and wrongful death representatives commenced in Texas and wrongful death and personal injury actions commenced in Illinois and Maine against CP were all removed to and consolidated in Maine (the “Maine Actions”). The Maine Actions allege that CP negligently misclassified and mis-packaged the petroleum crude oil being shipped. On CP’s motion, the Maine Actions were dismissed by the Court on several grounds. The plaintiffs are appealing the dismissal decision. (7) The Trustee (the “WD Trustee”) for the wrongful death trust (the “WD Trust”), as defined and established by the Estate Representative under the Plans, asserts Carmack Amendment claims against CP in North Dakota federal court (the “Carmack Claims”). The WD Trustee seeks to recover approximately $6 million for damaged rail cars, and the settlement amounts the consignor and the consignee paid to the bankruptcy estates, alleged to be $110 million and $60 million , respectively. On CP’s motion, the federal court in North Dakota dismissed the Carmack Claims. The WD Trustee appealed the dismissal decision. The court in the appeal has reserved judgment. At this stage of the proceedings, any potential responsibility and the quantum of potential losses cannot be determined. Nevertheless, CP denies liability and is vigorously defending the above noted proceedings. Environmental liabilities Environmental remediation accruals, recorded on an undiscounted basis unless a reliable, determinable estimate as to an amount and timing of costs can be established, cover site-specific remediation programs. The accruals for environmental remediation represent CP’s best estimate of its probable future obligation and include both asserted and unasserted claims, without reduction for anticipated recoveries from third parties. Although the recorded accruals include CP’s best estimate of all probable costs, CP’s total environmental remediation costs cannot be predicted with certainty. Accruals for environmental remediation may change from time to time as new information about previously untested sites becomes known, and as environmental laws and regulations evolve and advances are made in environmental remediation technology. The accruals may also vary as the courts decide legal proceedings against outside parties responsible for contamination. These potential charges, which cannot be quantified at this time, may materially affect income in the particular period in which a charge is recognized. Costs related to existing, but as yet unknown, or future contamination will be accrued in the period in which they become probable and reasonably estimable. The expense included in “Purchased services and other” for the three months ended March 31, 2018 was $1 million ( three months ended March 31, 2017 - $1 million ). Provisions for environmental remediation costs are recorded in “Other long-term liabilities”, except for the current portion which is recorded in “Accounts payable and accrued liabilities”. The total amount provided at March 31, 2018 was $80 million ( December 31, 2017 - $78 million ). Payments are expected to be made over 10 years

Condensed Consolidating Financi

Condensed Consolidating Financial Information	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Condensed Consolidating Financial Information	Canadian Pacific Railway Company, a 100%-owned subsidiary of Canadian Pacific Railway Limited (“CPRL”), is the issuer of certain debt securities, which are fully and unconditionally guaranteed by CPRL. The following tables present condensed consolidating financial information (“CCFI”) in accordance with Rule 3-10(c) of Regulation S-X. Investments in subsidiaries are accounted for under the equity method when presenting the CCFI. For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,155 $ 470 $ — $ 1,625 Non-freight — 27 89 (79 ) 37 Total revenues — 1,182 559 (79 ) 1,662 Operating expenses Compensation and benefits — 257 115 2 374 Fuel — 168 47 — 215 Materials — 35 15 5 55 Equipment rents — 31 2 — 33 Depreciation and amortization — 104 66 — 170 Purchased services and other — 218 143 (86 ) 275 Total operating expenses — 813 388 (79 ) 1,122 Operating income — 369 171 — 540 Less: Other income and charges 6 48 (3 ) — 51 Other components of net periodic benefit recovery — (96 ) — — (96 ) Net interest expense (income) 8 114 (7 ) — 115 (Loss) income before income tax expense and equity in net earnings of subsidiaries (14 ) 303 181 — 470 Less: Income tax expense — 86 36 — 122 Add: Equity in net earnings of subsidiaries 362 145 — (507 ) — Net income $ 348 $ 362 $ 145 $ (507 ) $ 348 For the three months ended March 31, 2017 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,089 $ 474 $ — $ 1,563 Non-freight — 32 93 (85 ) 40 Total revenues — 1,121 567 (85 ) 1,603 Operating expenses Compensation and benefits — 191 108 1 300 Fuel — 132 38 — 170 Materials — 34 9 6 49 Equipment rents — 36 — — 36 Depreciation and amortization — 109 57 — 166 Purchased services and other — 208 162 (92 ) 278 Total operating expenses — 710 374 (85 ) 999 Operating income — 411 193 — 604 Less: Other income and charges (20 ) (7 ) (1 ) — (28 ) Other components of net periodic benefit recovery — (67 ) — — (67 ) Net interest expense (income) 2 125 (7 ) — 120 Income before income tax expense and equity in net earnings of subsidiaries 18 360 201 — 579 Less: Income tax expense 1 98 49 — 148 Add: Equity in net earnings of subsidiaries 414 152 — (566 ) — Net income $ 431 $ 414 $ 152 $ (566 ) $ 431 For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 348 $ 362 $ 145 $ (507 ) $ 348 Net (loss) gain in foreign currency translation adjustments, net of hedging activities — (150 ) 130 — (20 ) Change in derivatives designated as cash flow — 21 — — 21 Change in pension and post-retirement defined — 28 1 — 29 Other comprehensive (loss) income before income taxes — (101 ) 131 — 30 Income tax recovery on above items — 6 — — 6 Equity accounted investments 36 131 — (167 ) — Other comprehensive income 36 36 131 (167 ) 36 Comprehensive income $ 384 $ 398 $ 276 $ (674 ) $ 384 For the three months ended March 31, 2017 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 431 $ 414 $ 152 $ (566 ) $ 431 Net gain (loss) in foreign currency translation adjustments, net of hedging activities — 45 (40 ) — 5 Change in derivatives designated as cash flow — 5 — — 5 Change in pension and post-retirement defined — 36 2 — 38 Other comprehensive income (loss) before income taxes — 86 (38 ) — 48 Income tax expense on above items — (17 ) (1 ) — (18 ) Equity accounted investments 30 (39 ) — 9 — Other comprehensive income (loss) 30 30 (39 ) 9 30 Comprehensive income $ 461 $ 444 $ 113 $ (557 ) $ 461 As at March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 43 $ 82 $ — $ 125 Accounts receivable, net — 525 174 — 699 Accounts receivable, inter-company 104 149 205 (458 ) — Short-term advances to affiliates — 1,313 4,805 (6,118 ) — Materials and supplies — 121 33 — 154 Other current assets — 80 143 (84 ) 139 104 2,231 5,442 (6,660 ) 1,117 Long-term advances to affiliates 1,090 — 88 (1,178 ) — Investments — 27 159 — 186 Investments in subsidiaries 10,944 11,862 — (22,806 ) — Properties — 9,016 8,218 — 17,234 Goodwill and intangible assets — — 192 — 192 Pension asset — 1,507 — — 1,507 Other assets — 73 9 — 82 Deferred income taxes 4 — — (4 ) — Total assets $ 12,142 $ 24,716 $ 14,108 $ (30,648 ) $ 20,318 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 102 $ 886 $ 279 $ (84 ) $ 1,183 Accounts payable, inter-company 4 305 149 (458 ) — Short-term advances from affiliates 5,602 508 8 (6,118 ) — Long-term debt maturing within one year — 756 — — 756 5,708 2,455 436 (6,660 ) 1,939 Pension and other benefit liabilities — 670 79 — 749 Long-term advances from affiliates — 1,178 — (1,178 ) — Other long-term liabilities — 93 112 — 205 Long-term debt — 7,549 52 — 7,601 Deferred income taxes — 1,827 1,567 (4 ) 3,390 Total liabilities 5,708 13,772 2,246 (7,842 ) 13,884 Shareholders’ equity Share capital 2,022 1,038 6,307 (7,345 ) 2,022 Additional paid-in capital 45 1,648 261 (1,909 ) 45 Accumulated other comprehensive (loss) income (1,705 ) (1,705 ) 547 1,158 (1,705 ) Retained earnings 6,072 9,963 4,747 (14,710 ) 6,072 6,434 10,944 11,862 (22,806 ) 6,434 Total liabilities and shareholders’ equity $ 12,142 $ 24,716 $ 14,108 $ (30,648 ) $ 20,318 As at December 31, 2017 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 241 $ 97 $ — $ 338 Accounts receivable, net — 508 179 — 687 Accounts receivable, inter-company 97 153 215 (465 ) — Short-term advances to affiliates 500 1,004 4,996 (6,500 ) — Materials and supplies — 120 32 — 152 Other current assets — 31 66 — 97 597 2,057 5,585 (6,965 ) 1,274 Long-term advances to affiliates 590 — 410 (1,000 ) — Investments — 27 155 — 182 Investments in subsidiaries 10,623 12,122 — (22,745 ) — Properties — 8,982 8,034 — 17,016 Goodwill and intangible assets — — 187 — 187 Pension asset — 1,407 — — 1,407 Other assets — 56 13 — 69 Deferred income taxes 3 — — (3 ) — Total assets $ 11,813 $ 24,651 $ 14,384 $ (30,713 ) $ 20,135 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 82 $ 844 $ 312 $ — $ 1,238 Accounts payable, inter-company 3 309 153 (465 ) — Short-term advances from affiliates 5,291 1,185 24 (6,500 ) — Long-term debt maturing within one year — 746 — — 746 5,376 3,084 489 (6,965 ) 1,984 Pension and other benefit liabilities — 672 77 — 749 Long-term advances from affiliates — 1,000 — (1,000 ) — Other long-term liabilities — 108 123 — 231 Long-term debt — 7,362 51 — 7,413 Deferred income taxes — 1,802 1,522 (3 ) 3,321 Total liabilities 5,376 14,028 2,262 (7,968 ) 13,698 Shareholders’ equity Share capital 2,032 1,037 6,730 (7,767 ) 2,032 Additional paid-in capital 43 1,643 259 (1,902 ) 43 Accumulated other comprehensive (loss) income (1,741 ) (1,742 ) 417 1,325 (1,741 ) Retained earnings 6,103 9,685 4,716 (14,401 ) 6,103 6,437 10,623 12,122 (22,745 ) 6,437 Total liabilities and shareholders’ equity $ 11,813 $ 24,651 $ 14,384 $ (30,713 ) $ 20,135 For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 65 $ 392 $ 135 $ (195 ) $ 397 Investing activities Additions to properties — (122 ) (119 ) — (241 ) Proceeds from sale of properties and other assets — 3 1 — 4 Advances to affiliates — (307 ) — 307 — Repayment of advances to affiliates — — 502 (502 ) — Repurchase of share capital from affiliates — 423 — (423 ) — Other — — (1 ) — (1 ) Cash (used in) provided by investing activities — (3 ) 383 (618 ) (238 ) Financing activities Dividends paid (82 ) (82 ) (113 ) 195 (82 ) Return of share capital to affiliates — — (423 ) 423 — Issuance of CP Common Shares 8 — — — 8 Purchase of CP Common Shares (298 ) — — — (298 ) Repayment of long-term debt, excluding commercial paper — (5 ) — — (5 ) Advances from affiliates 307 — — (307 ) — Repayment of advances from affiliates — (502 ) — 502 — Cash used in financing activities (65 ) (589 ) (536 ) 813 (377 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — 2 3 — 5 Cash position Decrease in cash and cash equivalents — (198 ) (15 ) — (213 ) Cash and cash equivalents at beginning of period — 241 97 — 338 Cash and cash equivalents at end of period $ — $ 43 $ 82 $ — $ 125 For the three months ended March 31, 2017 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 63 $ 85 $ 264 $ (101 ) $ 311 Investing activities Additions to properties — (109 ) (121 ) — (230 ) Proceeds from sale of properties and other assets — 1 2 — 3 Advances to affiliates (152 ) — (134 ) 286 — Capital contributions to affiliates — (68 ) — 68 — Other — 5 — — 5 Cash used in investing activities (152 ) (171 ) (253 ) 354 (222 ) Financing activities Dividends paid (73 ) (73 ) (28 ) 101 (73 ) Issuance of share capital — — 68 (68 ) — Issuance of CP Common Shares 28 — — — 28 Repayment of long-term debt, excluding commercial paper — (5 ) — — (5 ) Advances from affiliates 134 149 3 (286 ) — Cash provided by (used in) financing activities 89 71 43 (253 ) (50 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (2 ) — — (2 ) Cash position (Decrease) increase in cash and cash equivalents — (17 ) 54 — 37 Cash and cash equivalents at beginning of period — 100 64 — 164 Cash and cash equivalents at end of period $ — $ 83 $ 118 $ — $ 201

Basis of Presentation (Policies

Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	These unaudited interim consolidated financial statements of Canadian Pacific Railway Limited (“CP”, or “the Company”), expressed in Canadian dollars, reflect management’s estimates and assumptions that are necessary for their fair presentation in conformity with generally accepted accounting principles in the United States of America (“GAAP”). They do not include all disclosures required under GAAP for annual financial statements and should be read in conjunction with the 2017 annual consolidated financial statements and notes included in CP's 2017 Annual Report on Form 10-K. The accounting policies used are consistent with the accounting policies used in preparing the 2017 annual consolidated financial statements, except for the newly adopted accounting policies discussed in Note 2. CP's operations can be affected by seasonal fluctuations such as changes in customer demand and weather-related issues. This seasonality could impact quarter-over-quarter comparisons.

Accounting Changes (Policies)

Accounting Changes (Policies)	3 Months Ended
	Mar. 31, 2018
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
Accounting Changes	Implemented in 2018 Revenue from Contracts with Customers On January 1, 2018, the Company adopted the new Accounting Standards Update ("ASU") 2014-09, issued by the Financial Accounting Standards Board ("FASB"), and all related amendments under FASB Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers, using the modified retrospective method. Comparative financial information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company did not recognize any adjustment to the opening balance of retained earnings upon adoption of ASC Topic 606. The Company expects the impact of adoption of this new standard to be immaterial to the Company’s net income on an ongoing basis. Compensation - Retirement Benefits On January 1, 2018, the Company adopted the changes required under ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-retirement Benefit Cost under FASB ASC Topic 715, Retirement Benefits as issued by the FASB in March 2017. In accordance with the ASU, beginning on January 1, 2018, the Company reports the current service cost component of net periodic benefit cost in Compensation and benefits on the Company’s Consolidated Statements of Income, and reports the Other components of net periodic benefit cost as a separate item outside of Operating income on the Company’s Consolidated Statements of Income. The Company has applied these changes in presentation retrospectively, which resulted in a decrease in Operating income of $67 million for the three months ended March 31, 2017. These changes in presentation do not result in any changes to net income or earnings per share. Details of the components of net periodic benefit costs are provided in Note 11 Pensions and other benefits. The ASU also prospectively restricts capitalization of net periodic benefit costs to the current service cost component when applicable. This restriction has no impact on the Company’s operating income or amounts capitalized because the Company has and continues to only capitalize an appropriate portion of current service cost for self-constructed properties. Derivatives and Hedging In August 2017, the FASB issued ASU 2017-12, Targeted Improvements to Accounting for Hedging Activities, under FASB ASC Topic 815, Derivatives and Hedging. This improves the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. These amendments also make targeted improvements to simplify the application of the hedge accounting guidance in GAAP. The amendments require the entire change in the fair value of the hedging instrument to be recorded in Other comprehensive income for effective cash flow hedges. Consequently, any ineffective portion of the change in fair value will no longer be recorded to the Consolidated Statement of Income as it arises. While the amendments are effective for public entities beginning on January 1, 2019, early adoption is permitted and the Company early adopted this ASU effective January 1, 2018. Entities are required to apply the amendments in this update to hedging relationships existing on the date of adoption, reflected as a cumulative-effect adjustment as of the beginning of the fiscal year of adoption. Other amendments to presentation and disclosure are applied prospectively. No significant cumulative-effect adjustment was required. Accumulated Other Comprehensive Income - Reclassification In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income under FASB ASC Topic 220, Income Statement - Reporting Comprehensive Income. The current standard ASC Topic 740, Income Taxes, requires deferred tax liabilities and assets to be adjusted for the effect of a change in tax laws or rates with the effect included in income from continuing operations in the reporting period that includes the enactment date. This includes the tax effects of items in Accumulated other comprehensive income ("AOCI") that were originally recognized in Other comprehensive income, subsequently creating stranded tax effects. This ASU allows a reclassification from AOCI to Retained earnings for stranded tax effects specifically resulting from the U.S. federal government's recently enacted tax bill, the Tax Cuts and Jobs Act. The amendments are effective for public entities beginning on January 1, 2019 and early adoption is permitted. Entities are required to apply these amendments either in the period of adoption or retrospectively to each period in which the effect of the change in tax rate from the Tax Cuts and Jobs Act was recognized. The Company early adopted this ASU effective January 1, 2018, electing not to change AOCI or Retained earnings on the Company's Interim Consolidated Financial Statements or disclosure. Future changes Leases

Revenue Recognition (Tables)

Revenue Recognition (Tables)	3 Months Ended
	Mar. 31, 2018
Revenue from Contract with Customer [Abstract]
Disaggregation of Revenue	The following table disaggregates the Company’s revenues from contracts with customers by major source: For the three months ended March 31 (in millions of Canadian dollars) 2018 2017 (1) Freight Grain $ 357 $ 393 Coal 151 148 Potash 112 98 Fertilizers and sulphur 61 59 Forest products 66 67 Energy, chemicals and plastics 257 227 Metals, minerals, and consumer products 183 170 Automotive 71 76 Intermodal 367 325 Total freight revenues 1,625 1,563 Non-freight excluding leasing revenues 23 28 Revenues from contracts with customers 1,648 1,591 Leasing revenues 14 12 Total revenues $ 1,662 $ 1,603 (1)

Changes in Accumulated Other 23

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component (Tables)	3 Months Ended
	Mar. 31, 2018
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Changes in Accumulated Other Comprehensive Loss (AOCL) by Component	For the three months ended March 31 (in millions of Canadian dollars) Foreign currency net of hedging activities (1) Derivatives and (1) Pension and post- (1) Total (1) Opening balance, January 1, 2018 $ 109 $ (89 ) $ (1,761 ) $ (1,741 ) Other comprehensive income before reclassifications — 13 (1 ) 12 Amounts reclassified from accumulated other comprehensive loss — 2 22 24 Net current-period other comprehensive income — 15 21 36 Closing balance, March 31, 2018 $ 109 $ (74 ) $ (1,740 ) $ (1,705 ) Opening balance, January 1, 2017 $ 127 $ (104 ) $ (1,822 ) $ (1,799 ) Other comprehensive (loss) income before reclassifications (2 ) 2 — — Amounts reclassified from accumulated other comprehensive loss — 2 28 30 Net current-period other comprehensive (loss) income (2 ) 4 28 30 Closing balance, March 31, 2017 $ 125 $ (100 ) $ (1,794 ) $ (1,769 ) (1) Amounts are presented net of tax.
Amounts in Pension and Post-retirement Defined Benefit Plans Reclassified from AOCL	Amounts in Pension and post-retirement defined benefit plans reclassified from AOCL are as follows: For the three months ended March 31 (in millions of Canadian dollars) 2018 2017 Amortization of prior service costs (1) $ (1 ) $ (1 ) Recognition of net actuarial loss (1) 30 39 Total before income tax 29 38 Income tax recovery (7 ) (10 ) Net of income tax $ 22 $ 28 (1)

Other Income and Charges (Table

Other Income and Charges (Tables)	3 Months Ended
	Mar. 31, 2018
Other Income and Expenses [Abstract]
Other Income and Charges	For the three months ended March 31 (in millions of Canadian dollars) 2018 2017 Foreign exchange loss (gain) on long-term debt $ 49 $ (28 ) Other foreign exchange gains (1 ) (1 ) Other 3 1 Total other income and charges $ 51 $ (28 )

Income Taxes (Tables)

Income Taxes (Tables)	3 Months Ended
	Mar. 31, 2018
Income Tax Disclosure [Abstract]
Summary of Income Tax Expense	For the three months ended March 31 (in millions of Canadian dollars) 2018 2017 Current income tax expense $ 81 $ 81 Deferred income tax expense 41 67 Income tax expense $ 122 $ 148

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
	Mar. 31, 2018
Earnings Per Share [Abstract]
Number of Shares Used In the Earnings Per Share Calculations	The number of shares used in earnings per share calculations is reconciled as follows: For the three months ended March 31 (in millions) 2018 2017 Weighted-average basic shares outstanding 144.4 146.5 Dilutive effect of stock options 0.4 0.6 Weighted-average diluted shares outstanding 144.8 147.1

Shareholders' Equity (Tables)

Shareholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2018
Equity [Abstract]
Activities Under Share Repurchase Program	The following table provides activities under the share repurchase program: For the three months ended March 31 2018 2017 Number of Common Shares repurchased (1) 1,435,700 — Weighted-average price per share (2) $ 221.76 $ — Amount of repurchase (in millions) (2) $ 318 $ — (1) Includes shares repurchased but not yet canceled at quarter end. (2)

Financial Instruments (Tables)

Financial Instruments (Tables)	3 Months Ended
	Mar. 31, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Fair Value and Carrying Value of Long-term Debt	The carrying values of financial instruments equal or approximate their fair values with the exception of long-term debt: (in millions of Canadian dollars) March 31, 2018 December 31, 2017 Long-term debt (including current maturities): Fair value $ 9,598 $ 9,680 Carrying value 8,357 8,159

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Weighted-Average Fair Value Assumptions	The weighted average fair value assumptions were approximately: For the three months ended March 31, 2018 Grant price $231.59 Expected option life (years) (1) 5.00 Risk-free interest rate (2) 2.23% Expected stock price volatility (3) 25.06% Expected annual dividends per share (4) $2.2500 Expected forfeiture rate (5) 4.5% Weighted-average grant date fair value per option granted during the period $54.09 (1) Represents the period of time that awards are expected to be outstanding. Historical data on exercise behaviour, or when available, specific expectations regarding future exercise behaviour, were used to estimate the expected life of the option. (2) Based on the implied yield available on zero-coupon government issues with an equivalent remaining term at the time of the grant. (3) Based on the historical stock price volatility of the Company’s stock over a period commensurate with the expected term of the option. (4) Determined by the current annual dividend at the time of grant. The Company does not employ different dividend yields throughout the contractual term of the option. (5)

Pensions and Other Benefits (Ta

Pensions and Other Benefits (Tables)	3 Months Ended
	Mar. 31, 2018
Retirement Benefits [Abstract]
Net Periodic Benefit Cost for Defined Benefit Pension Plans and Other Benefits	Net periodic benefit costs for defined benefit pension plans and other benefits recognized in the three months ended March 31, 2018 included the following components: For the three months ended March 31 Pensions Other benefits (in millions of Canadian dollars) 2018 2017 2018 2017 Current service cost (benefits earned by employees) $ 30 $ 25 $ 3 $ 3 Other components of net periodic benefit (recovery) cost: Interest cost on benefit obligation 110 113 4 5 Expected return on fund assets (239 ) (223 ) — — Recognized net actuarial loss 29 38 1 1 Amortization of prior service costs (1 ) (1 ) — — Total other components of net periodic benefit (recovery) cost $ (101 ) $ (73 ) $ 5 $ 6 Net periodic benefit (recovery) cost $ (71 ) $ (48 ) $ 8 $ 9

Condensed Consolidating Finan31

Condensed Consolidating Financial Information (Tables)	3 Months Ended
	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interim Condensed Consolidating Statements of Income	Interim Condensed Consolidating Statements of Income For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,155 $ 470 $ — $ 1,625 Non-freight — 27 89 (79 ) 37 Total revenues — 1,182 559 (79 ) 1,662 Operating expenses Compensation and benefits — 257 115 2 374 Fuel — 168 47 — 215 Materials — 35 15 5 55 Equipment rents — 31 2 — 33 Depreciation and amortization — 104 66 — 170 Purchased services and other — 218 143 (86 ) 275 Total operating expenses — 813 388 (79 ) 1,122 Operating income — 369 171 — 540 Less: Other income and charges 6 48 (3 ) — 51 Other components of net periodic benefit recovery — (96 ) — — (96 ) Net interest expense (income) 8 114 (7 ) — 115 (Loss) income before income tax expense and equity in net earnings of subsidiaries (14 ) 303 181 — 470 Less: Income tax expense — 86 36 — 122 Add: Equity in net earnings of subsidiaries 362 145 — (507 ) — Net income $ 348 $ 362 $ 145 $ (507 ) $ 348 For the three months ended March 31, 2017 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,089 $ 474 $ — $ 1,563 Non-freight — 32 93 (85 ) 40 Total revenues — 1,121 567 (85 ) 1,603 Operating expenses Compensation and benefits — 191 108 1 300 Fuel — 132 38 — 170 Materials — 34 9 6 49 Equipment rents — 36 — — 36 Depreciation and amortization — 109 57 — 166 Purchased services and other — 208 162 (92 ) 278 Total operating expenses — 710 374 (85 ) 999 Operating income — 411 193 — 604 Less: Other income and charges (20 ) (7 ) (1 ) — (28 ) Other components of net periodic benefit recovery — (67 ) — — (67 ) Net interest expense (income) 2 125 (7 ) — 120 Income before income tax expense and equity in net earnings of subsidiaries 18 360 201 — 579 Less: Income tax expense 1 98 49 — 148 Add: Equity in net earnings of subsidiaries 414 152 — (566 ) — Net income $ 431 $ 414 $ 152 $ (566 ) $ 431
Interim Condensed Consolidating Statements of Comprehensive Income	Interim Condensed Consolidating Statements of Comprehensive Income For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 348 $ 362 $ 145 $ (507 ) $ 348 Net (loss) gain in foreign currency translation adjustments, net of hedging activities — (150 ) 130 — (20 ) Change in derivatives designated as cash flow — 21 — — 21 Change in pension and post-retirement defined — 28 1 — 29 Other comprehensive (loss) income before income taxes — (101 ) 131 — 30 Income tax recovery on above items — 6 — — 6 Equity accounted investments 36 131 — (167 ) — Other comprehensive income 36 36 131 (167 ) 36 Comprehensive income $ 384 $ 398 $ 276 $ (674 ) $ 384 For the three months ended March 31, 2017 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 431 $ 414 $ 152 $ (566 ) $ 431 Net gain (loss) in foreign currency translation adjustments, net of hedging activities — 45 (40 ) — 5 Change in derivatives designated as cash flow — 5 — — 5 Change in pension and post-retirement defined — 36 2 — 38 Other comprehensive income (loss) before income taxes — 86 (38 ) — 48 Income tax expense on above items — (17 ) (1 ) — (18 ) Equity accounted investments 30 (39 ) — 9 — Other comprehensive income (loss) 30 30 (39 ) 9 30 Comprehensive income $ 461 $ 444 $ 113 $ (557 ) $ 461
Interim Condensed Consolidating Balance Sheets	Interim Condensed Consolidating Balance Sheets As at March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 43 $ 82 $ — $ 125 Accounts receivable, net — 525 174 — 699 Accounts receivable, inter-company 104 149 205 (458 ) — Short-term advances to affiliates — 1,313 4,805 (6,118 ) — Materials and supplies — 121 33 — 154 Other current assets — 80 143 (84 ) 139 104 2,231 5,442 (6,660 ) 1,117 Long-term advances to affiliates 1,090 — 88 (1,178 ) — Investments — 27 159 — 186 Investments in subsidiaries 10,944 11,862 — (22,806 ) — Properties — 9,016 8,218 — 17,234 Goodwill and intangible assets — — 192 — 192 Pension asset — 1,507 — — 1,507 Other assets — 73 9 — 82 Deferred income taxes 4 — — (4 ) — Total assets $ 12,142 $ 24,716 $ 14,108 $ (30,648 ) $ 20,318 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 102 $ 886 $ 279 $ (84 ) $ 1,183 Accounts payable, inter-company 4 305 149 (458 ) — Short-term advances from affiliates 5,602 508 8 (6,118 ) — Long-term debt maturing within one year — 756 — — 756 5,708 2,455 436 (6,660 ) 1,939 Pension and other benefit liabilities — 670 79 — 749 Long-term advances from affiliates — 1,178 — (1,178 ) — Other long-term liabilities — 93 112 — 205 Long-term debt — 7,549 52 — 7,601 Deferred income taxes — 1,827 1,567 (4 ) 3,390 Total liabilities 5,708 13,772 2,246 (7,842 ) 13,884 Shareholders’ equity Share capital 2,022 1,038 6,307 (7,345 ) 2,022 Additional paid-in capital 45 1,648 261 (1,909 ) 45 Accumulated other comprehensive (loss) income (1,705 ) (1,705 ) 547 1,158 (1,705 ) Retained earnings 6,072 9,963 4,747 (14,710 ) 6,072 6,434 10,944 11,862 (22,806 ) 6,434 Total liabilities and shareholders’ equity $ 12,142 $ 24,716 $ 14,108 $ (30,648 ) $ 20,318 As at December 31, 2017 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 241 $ 97 $ — $ 338 Accounts receivable, net — 508 179 — 687 Accounts receivable, inter-company 97 153 215 (465 ) — Short-term advances to affiliates 500 1,004 4,996 (6,500 ) — Materials and supplies — 120 32 — 152 Other current assets — 31 66 — 97 597 2,057 5,585 (6,965 ) 1,274 Long-term advances to affiliates 590 — 410 (1,000 ) — Investments — 27 155 — 182 Investments in subsidiaries 10,623 12,122 — (22,745 ) — Properties — 8,982 8,034 — 17,016 Goodwill and intangible assets — — 187 — 187 Pension asset — 1,407 — — 1,407 Other assets — 56 13 — 69 Deferred income taxes 3 — — (3 ) — Total assets $ 11,813 $ 24,651 $ 14,384 $ (30,713 ) $ 20,135 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 82 $ 844 $ 312 $ — $ 1,238 Accounts payable, inter-company 3 309 153 (465 ) — Short-term advances from affiliates 5,291 1,185 24 (6,500 ) — Long-term debt maturing within one year — 746 — — 746 5,376 3,084 489 (6,965 ) 1,984 Pension and other benefit liabilities — 672 77 — 749 Long-term advances from affiliates — 1,000 — (1,000 ) — Other long-term liabilities — 108 123 — 231 Long-term debt — 7,362 51 — 7,413 Deferred income taxes — 1,802 1,522 (3 ) 3,321 Total liabilities 5,376 14,028 2,262 (7,968 ) 13,698 Shareholders’ equity Share capital 2,032 1,037 6,730 (7,767 ) 2,032 Additional paid-in capital 43 1,643 259 (1,902 ) 43 Accumulated other comprehensive (loss) income (1,741 ) (1,742 ) 417 1,325 (1,741 ) Retained earnings 6,103 9,685 4,716 (14,401 ) 6,103 6,437 10,623 12,122 (22,745 ) 6,437 Total liabilities and shareholders’ equity $ 11,813 $ 24,651 $ 14,384 $ (30,713 ) $ 20,135
Interim Condensed Consolidating Statements of Cash Flows	Interim Condensed Consolidating Statements of Cash Flows For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 65 $ 392 $ 135 $ (195 ) $ 397 Investing activities Additions to properties — (122 ) (119 ) — (241 ) Proceeds from sale of properties and other assets — 3 1 — 4 Advances to affiliates — (307 ) — 307 — Repayment of advances to affiliates — — 502 (502 ) — Repurchase of share capital from affiliates — 423 — (423 ) — Other — — (1 ) — (1 ) Cash (used in) provided by investing activities — (3 ) 383 (618 ) (238 ) Financing activities Dividends paid (82 ) (82 ) (113 ) 195 (82 ) Return of share capital to affiliates — — (423 ) 423 — Issuance of CP Common Shares 8 — — — 8 Purchase of CP Common Shares (298 ) — — — (298 ) Repayment of long-term debt, excluding commercial paper — (5 ) — — (5 ) Advances from affiliates 307 — — (307 ) — Repayment of advances from affiliates — (502 ) — 502 — Cash used in financing activities (65 ) (589 ) (536 ) 813 (377 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — 2 3 — 5 Cash position Decrease in cash and cash equivalents — (198 ) (15 ) — (213 ) Cash and cash equivalents at beginning of period — 241 97 — 338 Cash and cash equivalents at end of period $ — $ 43 $ 82 $ — $ 125 For the three months ended March 31, 2017 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 63 $ 85 $ 264 $ (101 ) $ 311 Investing activities Additions to properties — (109 ) (121 ) — (230 ) Proceeds from sale of properties and other assets — 1 2 — 3 Advances to affiliates (152 ) — (134 ) 286 — Capital contributions to affiliates — (68 ) — 68 — Other — 5 — — 5 Cash used in investing activities (152 ) (171 ) (253 ) 354 (222 ) Financing activities Dividends paid (73 ) (73 ) (28 ) 101 (73 ) Issuance of share capital — — 68 (68 ) — Issuance of CP Common Shares 28 — — — 28 Repayment of long-term debt, excluding commercial paper — (5 ) — — (5 ) Advances from affiliates 134 149 3 (286 ) — Cash provided by (used in) financing activities 89 71 43 (253 ) (50 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (2 ) — — (2 ) Cash position (Decrease) increase in cash and cash equivalents — (17 ) 54 — 37 Cash and cash equivalents at beginning of period — 100 64 — 164 Cash and cash equivalents at end of period $ — $ 83 $ 118 $ — $ 201

Accounting Changes - Narrative

Accounting Changes - Narrative (Details) $ in Millions	3 Months Ended
	Mar. 31, 2017CAD ($)
Accounting Standards Update 2017-07 [Member]
Change in Accounting Estimate [Line Items]
New Accounting Pronouncement, Effect of Adoption, Quantification	$ 67

Revenue Recognition - Disaggreg

Revenue Recognition - Disaggregation of Revenue (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	$ 1,648	$ 1,591
Total revenues	1,662	1,603
Freight [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	1,625	1,563
Freight [Member] | Grain [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	357	393
Freight [Member] | Coal [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	151	148
Freight [Member] | Potash [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	112	98
Freight [Member] | Fertilizer and Sulphur [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	61	59
Freight [Member] | Forest Products [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	66	67
Freight [Member] | Energy, Chemicals and Plastic [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	257	227
Freight [Member] | Metals, Minerals and Consumer Products [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	183	170
Freight [Member] | Automotive [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	71	76
Freight [Member] | Intermodal [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	367	325
Non-Freight [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	23	28
Leasing revenues	$ 14	$ 12

Changes in Accumulated Other 34

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component - Changes in AOCL by Component (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Accumulated Other Comprehensive Income (Loss) [Line Items]
AOC Income (Loss), Opening balance	$ (1,741)	$ (1,799)
Other comprehensive income (loss) before reclassifications	12	0
Amounts reclassified from accumulated other comprehensive loss	24	30
Net current-period other comprehensive income (loss)	36	30
AOC Income (Loss), Closing balance	(1,705)	(1,769)
Foreign currency net of hedging activities
Accumulated Other Comprehensive Income (Loss) [Line Items]
AOC Income (Loss), Opening balance	109	127
Other comprehensive income (loss) before reclassifications	0	(2)
Amounts reclassified from accumulated other comprehensive loss	0	0
Net current-period other comprehensive income (loss)	0	(2)
AOC Income (Loss), Closing balance	109	125
Derivatives and other
Accumulated Other Comprehensive Income (Loss) [Line Items]
AOC Income (Loss), Opening balance	(89)	(104)
Other comprehensive income (loss) before reclassifications	13	2
Amounts reclassified from accumulated other comprehensive loss	2	2
Net current-period other comprehensive income (loss)	15	4
AOC Income (Loss), Closing balance	(74)	(100)
Pension and post-retirement defined benefit plans
Accumulated Other Comprehensive Income (Loss) [Line Items]
AOC Income (Loss), Opening balance	(1,761)	(1,822)
Other comprehensive income (loss) before reclassifications	(1)	0
Amounts reclassified from accumulated other comprehensive loss	22	28
Net current-period other comprehensive income (loss)	21	28
AOC Income (Loss), Closing balance	$ (1,740)	$ (1,794)

Changes in Accumulated Other 35

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component - Amounts in Pension and Post-Retirement Defined Benefit Plans Reclassified from AOCL (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Accumulated Other Comprehensive Income (Loss) [Line Items]
Income tax recovery	$ (122)	$ (148)
Net of income tax	348	431
Reclassification out of Accumulated Other Comprehensive Income [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Amortization of prior service costs	(1)	(1)
Recognition of net actuarial loss	30	39
Total before income tax	29	38
Income tax recovery	(7)	(10)
Net of income tax	$ 22	$ 28

Other Income and Charges (Detai

Other Income and Charges (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Other Income and Expenses [Abstract]
Foreign exchange loss (gain) on long-term debt	$ 49	$ (28)
Other foreign exchange gains	(1)	(1)
Other	3	1
Total other income and charges	$ 51	$ (28)

Income Taxes - Summary of Incom

Income Taxes - Summary of Income Tax Expense (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Current income tax expense	$ 81	$ 81
Deferred income tax expense	41	67
Income tax expense	$ 122	$ 148

Income Taxes - Narrative (Detai

Income Taxes - Narrative (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Effective tax rate	25.92%	25.60%
Foreign exchange loss (gain) on long-term debt	$ 49	$ (28)
Estimated annual effective tax rate	24.75%	26.50%
Chief Executive Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation and benefits		$ (51)

Earnings Per Share - Narrative

Earnings Per Share - Narrative (Details) - shares shares in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Earnings Per Share [Abstract]
Number of shares outstanding	143.7	146.7
Employee Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Number of options excluded from the computation of diluted earnings per share	0.2	0.5

Earnings Per Share - Number of

Earnings Per Share - Number of Shares Used in Earnings Per Share Calculations (Details) - shares shares in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Earnings Per Share [Abstract]
Weighted average basic shares outstanding	144.4	146.5
Dilutive effect of stock options	0.4	0.6
Weighted average diluted shares outstanding	144.8	147.1

Shareholders Equity - Narrative

Shareholders Equity - Narrative (Details) - CAD ($) $ in Millions	3 Months Ended		11 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Mar. 31, 2018	May 10, 2017
Common Shares repurchased	$ 318
Current Normal Course Issuer Bid (NCIB) [Member]
Share repurchase expiration date	May 14, 2018
Common Shares repurchased (in shares)	1,435,700		3,300,000
Common Shares repurchased	$ 318		$ 699
Current Normal Course Issuer Bid (NCIB) [Member] | Maximum [Member]
Common shares authorized to be repurchased (in shares)				4,380,000
Normal Course Issuer Bid (NCIB) [Member]
Common Shares repurchased (in shares)		0
Common Shares repurchased		$ 0

Shareholders' Equity - Activiti

Shareholders' Equity - Activities Under Shares Repurchase Program (Detail) - CAD ($) $ / shares in Units, $ in Millions	3 Months Ended		11 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Mar. 31, 2018
Common Shares repurchased	$ 318
Current Normal Course Issuer Bid (NCIB) [Member]
Common Shares repurchased (in shares)	1,435,700		3,300,000
Weighted-average price per share	$ 221.76
Common Shares repurchased	$ 318		$ 699
Normal Course Issuer Bid (NCIB) [Member]
Common Shares repurchased (in shares)		0
Weighted-average price per share		$ 0
Common Shares repurchased		$ 0

Financial Instruments - FV and

Financial Instruments - FV and CV of Long-term Debt (Details) - CAD ($) $ in Millions	Mar. 31, 2018	Dec. 31, 2017
Schedule of Investments [Line Items]
Long-term Debt, Fair value	$ 9,598	$ 9,680
Carrying Value Measurement [Member]
Schedule of Investments [Line Items]
Long-term Debt, Carrying value	$ 8,357	$ 8,159

Financial Instruments (Details)

Financial Instruments (Details) $ in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2018CAD ($)	Mar. 31, 2017CAD ($)	Mar. 31, 2018USD ($)	Dec. 31, 2017CAD ($)	Dec. 31, 2017USD ($)
Forward Starting Swaps [Member]
Schedule of Investments [Line Items]
Floating-to-fixed interest rate swaps, Notional amount			$ 500		$ 500
Gain (Loss) on Derivative, Net	$ 19	$ 2
Forward Starting Swaps [Member] | Net Interest Expense [Member]
Schedule of Investments [Line Items]
Derivative losses amortized to net interest expense	3	3
Derivative gains (losses) expected to be amortized to net interest expense	(11)
Forward Starting Swaps [Member] | Accounts Payable and Accrued Liabilities [Member]
Schedule of Investments [Line Items]
Fair value loss	(36)			$ (55)
Net Investment Hedging [Member]
Schedule of Investments [Line Items]
Gain (Loss) on Derivative, Net	$ (151)	$ 46

Stock-Based Compensation - Narr

Stock-Based Compensation - Narrative (Details) - CAD ($) $ / shares in Units, $ in Millions	3 Months Ended		12 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Stock-based compensation expense (recovery)	$ 14	$ (12)
Employee Stock Options
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Number of options issued (shares)	169,968
Weighted average exercise price on the grant date	$ 231.59
Expiration period	7 years
Grant date fair value, options	$ 9
Employee Stock Options | Minimum [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period	12 months
Employee Stock Options | Maximum [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period	48 months
Performance Shares [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period	3 years
Units issued	123,798
Grant date fair value	$ 29
PSU payout percentage			160.00%
Number of trading days			30 days
PSU payout	$ 30
PSUs vested in the period	82,800
Deferred Share Units [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period	48 months
Units issued	7,314
Grant date fair value	$ 2
Chief Executive Officer [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Compensation and benefits		(51)
Pension benefits		$ (27)
Chief Executive Officer [Member] | Employee Stock Options
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Forfeited vested and unvested options		752,145
Chief Executive Officer [Member] | Performance Shares [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Forfeited awards other than options		22,514
Chief Executive Officer [Member] | Deferred Share Units [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Forfeited awards other than options		68,612

Stock-Based Compensation - Weig

Stock-Based Compensation - Weighted-Average Fair Value Assumptions (Details) - Employee Stock Options	3 Months Ended
	Mar. 31, 2018CAD ($)$ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average exercise price on the grant date	$ 231.59
Expected option life (years)	5 years
Risk-free interest rate	2.23%
Expected stock price volatility	25.06%
Expected annual dividends per share | $	$ 2.2500
Estimated forfeiture rate	4.50%
Weighted average grant date fair value of options granted during the year (in CAD per share)	$ 54.09

Pensions and Other Benefits - N

Pensions and Other Benefits - Narrative (Details) - Pension Plans, Defined Benefit [Member] - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Defined Benefit Plan Disclosure [Line Items]
Contributions made by the company	$ 1	$ 12
Refund of plan surplus	$ 10	$ 0

Pensions and Other Benefits -48

Pensions and Other Benefits - Net Periodic Benefit Cost for DB Pension Plans and Other Benefits (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Defined Benefit Plan Disclosure [Line Items]
Total other components of net periodic benefit (recovery) cost	$ (96)	$ (67)
Pension Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
Current service cost (benefits earned by employees)	30	25
Interest cost on benefit obligation	110	113
Expected return on fund assets	(239)	(223)
Recognized net actuarial loss	29	38
Amortization of prior service costs	(1)	(1)
Total other components of net periodic benefit (recovery) cost	(101)	(73)
Net periodic benefit (recovery) cost	(71)	(48)
Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
Current service cost (benefits earned by employees)	3	3
Interest cost on benefit obligation	4	5
Expected return on fund assets	0	0
Recognized net actuarial loss	1	1
Amortization of prior service costs	0	0
Total other components of net periodic benefit (recovery) cost	5	6
Net periodic benefit (recovery) cost	$ 8	$ 9

Contingencies - Legal Proceedin

Contingencies - Legal Proceedings (Details) - Lac-Megantic Rail Incident $ in Millions	Dec. 28, 2017CAD ($)	Oct. 10, 2017CAD ($)	Jul. 11, 2016CAD ($)claim	Jul. 05, 2016CAD ($)	Jul. 04, 2016CAD ($)claim	Apr. 12, 2016CAD ($)	Jul. 06, 2015CAD ($)	Mar. 31, 2018CAD ($)
Claimed damages as a result of derailment
Other Commitments [Line Items]
Amount of fund to be distributed								$ 440
Irving Oil [Member]
Other Commitments [Line Items]
Value of damages sought						$ 60
Quebec Minister of Sustainable Development, Environment, Wildlife and Parks
Other Commitments [Line Items]
Value of damages sought				$ 95
Quebec Attorney General
Other Commitments [Line Items]
Value of damages sought		$ 315					$ 409
Initial Insurer Claimants | Subrogated insurance claim
Other Commitments [Line Items]
Value of damages sought	$ 14				$ 16
Number of subrogated insurers | claim					8
Additional Insurer Claimants | Subrogated insurance claim
Other Commitments [Line Items]
Value of damages sought			$ 3
Number of subrogated insurers | claim			2
The WD Trustee | Damages railcars loss recovery
Other Commitments [Line Items]
Value of damages sought						6
Montreal Maine and Atlantic Railway | World Fuel Entities [Member]
Other Commitments [Line Items]
Value of damages sought						$ 110

Contingencies - Environmental L

Contingencies - Environmental Liabilities (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Site Contingency [Line Items]
Total amount provided for provisions for environmental remediation costs	$ 80		$ 78
Term for expected payments to be made	10 years
Purchased Services and Other [Member]
Site Contingency [Line Items]
Environmental remediation expense	$ 1	$ 1

Condensed Consolidating Finan51

Condensed Consolidating Financial Information - Interim Condensed Consolidating Statements of Income (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenues
Freight	$ 1,625	$ 1,563
Non-freight	37	40
Total revenues	1,662	1,603
Operating expenses
Compensation and benefits	374	300
Fuel	215	170
Materials	55	49
Equipment rents	33	36
Depreciation and amortization	170	166
Purchased services and other	275	278
Total operating expenses	1,122	999
Operating income	540	604
Less:
Other income and charges	51	(28)
Other components of net periodic benefit (recovery) cost	(96)	(67)
Net interest expense (income)	115	120
Income before income tax expense	470	579
Income tax (recovery) expense	122	148
Add: Equity in net earnings of subsidiaries	0	0
Net income	348	431
Consolidating Adjustments and Eliminations [Member]
Revenues
Freight	0	0
Non-freight	(79)	(85)
Total revenues	(79)	(85)
Operating expenses
Compensation and benefits	2	1
Fuel	0	0
Materials	5	6
Equipment rents	0	0
Depreciation and amortization	0	0
Purchased services and other	(86)	(92)
Total operating expenses	(79)	(85)
Operating income	0	0
Less:
Other income and charges	0	0
Other components of net periodic benefit (recovery) cost	0	0
Net interest expense (income)	0	0
Income before income tax expense	0	0
Income tax (recovery) expense	0	0
Add: Equity in net earnings of subsidiaries	(507)	(566)
Net income	(507)	(566)
CPRL (Parent Guarantor) [Member] | Reportable Legal Entities [Member]
Revenues
Freight	0	0
Non-freight	0	0
Total revenues	0	0
Operating expenses
Compensation and benefits	0	0
Fuel	0	0
Materials	0	0
Equipment rents	0	0
Depreciation and amortization	0	0
Purchased services and other	0	0
Total operating expenses	0	0
Operating income	0	0
Less:
Other income and charges	6	(20)
Other components of net periodic benefit (recovery) cost	0	0
Net interest expense (income)	8	2
Income before income tax expense	(14)	18
Income tax (recovery) expense	0	1
Add: Equity in net earnings of subsidiaries	362	414
Net income	348	431
CPRC (Subsidiary Issuer) [Member] | Reportable Legal Entities [Member]
Revenues
Freight	1,155	1,089
Non-freight	27	32
Total revenues	1,182	1,121
Operating expenses
Compensation and benefits	257	191
Fuel	168	132
Materials	35	34
Equipment rents	31	36
Depreciation and amortization	104	109
Purchased services and other	218	208
Total operating expenses	813	710
Operating income	369	411
Less:
Other income and charges	48	(7)
Other components of net periodic benefit (recovery) cost	(96)	(67)
Net interest expense (income)	114	125
Income before income tax expense	303	360
Income tax (recovery) expense	86	98
Add: Equity in net earnings of subsidiaries	145	152
Net income	362	414
Non-Guarantor Subsidiaries [Member] | Reportable Legal Entities [Member]
Revenues
Freight	470	474
Non-freight	89	93
Total revenues	559	567
Operating expenses
Compensation and benefits	115	108
Fuel	47	38
Materials	15	9
Equipment rents	2	0
Depreciation and amortization	66	57
Purchased services and other	143	162
Total operating expenses	388	374
Operating income	171	193
Less:
Other income and charges	(3)	(1)
Other components of net periodic benefit (recovery) cost	0	0
Net interest expense (income)	(7)	(7)
Income before income tax expense	181	201
Income tax (recovery) expense	36	49
Add: Equity in net earnings of subsidiaries	0	0
Net income	$ 145	$ 152

Condensed Consolidating Finan52

Condensed Consolidating Financial Information - Interim Condensed Consolidating Statements of Comprehensive Income (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Condensed Financial Statements, Captions [Line Items]
Net income	$ 348	$ 431
Net (loss) gain in foreign currency translation adjustments, net of hedging activities	(20)	5
Change in derivatives designated as cash flow hedges	21	5
Change in pension and post-retirement defined benefit plans	29	38
Other comprehensive income (loss) before income taxes	30	48
Income tax (expense) recovery on above items	6	(18)
Equity accounted investments	0	0
Other comprehensive income (loss)	36	30
Comprehensive income (loss)	384	461
Consolidating Adjustments and Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Net income	(507)	(566)
Net (loss) gain in foreign currency translation adjustments, net of hedging activities	0	0
Change in derivatives designated as cash flow hedges	0	0
Change in pension and post-retirement defined benefit plans	0	0
Other comprehensive income (loss) before income taxes	0	0
Income tax (expense) recovery on above items	0	0
Equity accounted investments	(167)	9
Other comprehensive income (loss)	(167)	9
Comprehensive income (loss)	(674)	(557)
CPRL (Parent Guarantor) [Member] | Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Net income	348	431
Net (loss) gain in foreign currency translation adjustments, net of hedging activities	0	0
Change in derivatives designated as cash flow hedges	0	0
Change in pension and post-retirement defined benefit plans	0	0
Other comprehensive income (loss) before income taxes	0	0
Income tax (expense) recovery on above items	0	0
Equity accounted investments	36	30
Other comprehensive income (loss)	36	30
Comprehensive income (loss)	384	461
CPRC (Subsidiary Issuer) [Member] | Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Net income	362	414
Net (loss) gain in foreign currency translation adjustments, net of hedging activities	(150)	45
Change in derivatives designated as cash flow hedges	21	5
Change in pension and post-retirement defined benefit plans	28	36
Other comprehensive income (loss) before income taxes	(101)	86
Income tax (expense) recovery on above items	6	(17)
Equity accounted investments	131	(39)
Other comprehensive income (loss)	36	30
Comprehensive income (loss)	398	444
Non-Guarantor Subsidiaries [Member] | Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Net income	145	152
Net (loss) gain in foreign currency translation adjustments, net of hedging activities	130	(40)
Change in derivatives designated as cash flow hedges	0	0
Change in pension and post-retirement defined benefit plans	1	2
Other comprehensive income (loss) before income taxes	131	(38)
Income tax (expense) recovery on above items	0	(1)
Equity accounted investments	0	0
Other comprehensive income (loss)	131	(39)
Comprehensive income (loss)	$ 276	$ 113

Condensed Consolidating Finan53

Condensed Consolidating Financial Information - Interim Condensed Consolidating Balance Sheets (Details) - CAD ($) $ in Millions	Mar. 31, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Current assets
Cash and cash equivalents	$ 125	$ 338
Accounts receivable, net	699	687
Accounts receivable, inter-company	0	0
Short-term advances to affiliates	0	0
Materials and supplies	154	152
Other current assets	139	97
Total current assets	1,117	1,274
Long-term advances to affiliates	0	0
Investments	186	182
Investments in subsidiaries	0	0
Properties	17,234	17,016
Goodwill and intangible assets	192	187
Pension asset	1,507	1,407
Other assets	82	69
Deferred income taxes	0	0
Total assets	20,318	20,135
Current liabilities
Accounts payable and accrued liabilities	1,183	1,238
Accounts payable, inter-company	0	0
Short-term advances from affiliates	0	0
Long-term debt maturing within one year	756	746
Total current liabilities	1,939	1,984
Pension and other benefit liabilities	749	749
Long-term advances from affiliates	0	0
Other long-term liabilities	205	231
Long-term debt	7,601	7,413
Deferred income taxes	3,390	3,321
Total liabilities	13,884	13,698
Shareholders’ equity
Share capital	2,022	2,032
Additional paid-in capital	45	43
Accumulated other comprehensive (loss) income	(1,705)	(1,741)	$ (1,769)	$ (1,799)
Retained earnings	6,072	6,103
Total shareholders' equity	6,434	6,437	$ 5,038	$ 4,626
Total liabilities and shareholders’ equity	20,318	20,135
Consolidating Adjustments and Eliminations [Member]
Current assets
Cash and cash equivalents	0	0
Accounts receivable, net	0	0
Accounts receivable, inter-company	(458)	(465)
Short-term advances to affiliates	(6,118)	(6,500)
Materials and supplies	0	0
Other current assets	(84)	0
Total current assets	(6,660)	(6,965)
Long-term advances to affiliates	(1,178)	(1,000)
Investments	0	0
Investments in subsidiaries	(22,806)	(22,745)
Properties	0	0
Goodwill and intangible assets	0	0
Pension asset	0	0
Other assets	0	0
Deferred income taxes	(4)	(3)
Total assets	(30,648)	(30,713)
Current liabilities
Accounts payable and accrued liabilities	(84)	0
Accounts payable, inter-company	(458)	(465)
Short-term advances from affiliates	(6,118)	(6,500)
Long-term debt maturing within one year	0	0
Total current liabilities	(6,660)	(6,965)
Pension and other benefit liabilities	0	0
Long-term advances from affiliates	(1,178)	(1,000)
Other long-term liabilities	0	0
Long-term debt	0	0
Deferred income taxes	(4)	(3)
Total liabilities	(7,842)	(7,968)
Shareholders’ equity
Share capital	(7,345)	(7,767)
Additional paid-in capital	(1,909)	(1,902)
Accumulated other comprehensive (loss) income	1,158	1,325
Retained earnings	(14,710)	(14,401)
Total shareholders' equity	(22,806)	(22,745)
Total liabilities and shareholders’ equity	(30,648)	(30,713)
CPRL (Parent Guarantor) [Member] | Reportable Legal Entities [Member]
Current assets
Cash and cash equivalents	0	0
Accounts receivable, net	0	0
Accounts receivable, inter-company	104	97
Short-term advances to affiliates	0	500
Materials and supplies	0	0
Other current assets	0	0
Total current assets	104	597
Long-term advances to affiliates	1,090	590
Investments	0	0
Investments in subsidiaries	10,944	10,623
Properties	0	0
Goodwill and intangible assets	0	0
Pension asset	0	0
Other assets	0	0
Deferred income taxes	4	3
Total assets	12,142	11,813
Current liabilities
Accounts payable and accrued liabilities	102	82
Accounts payable, inter-company	4	3
Short-term advances from affiliates	5,602	5,291
Long-term debt maturing within one year	0	0
Total current liabilities	5,708	5,376
Pension and other benefit liabilities	0	0
Long-term advances from affiliates	0	0
Other long-term liabilities	0	0
Long-term debt	0	0
Deferred income taxes	0	0
Total liabilities	5,708	5,376
Shareholders’ equity
Share capital	2,022	2,032
Additional paid-in capital	45	43
Accumulated other comprehensive (loss) income	(1,705)	(1,741)
Retained earnings	6,072	6,103
Total shareholders' equity	6,434	6,437
Total liabilities and shareholders’ equity	12,142	11,813
CPRC (Subsidiary Issuer) [Member] | Reportable Legal Entities [Member]
Current assets
Cash and cash equivalents	43	241
Accounts receivable, net	525	508
Accounts receivable, inter-company	149	153
Short-term advances to affiliates	1,313	1,004
Materials and supplies	121	120
Other current assets	80	31
Total current assets	2,231	2,057
Long-term advances to affiliates	0	0
Investments	27	27
Investments in subsidiaries	11,862	12,122
Properties	9,016	8,982
Goodwill and intangible assets	0	0
Pension asset	1,507	1,407
Other assets	73	56
Deferred income taxes	0	0
Total assets	24,716	24,651
Current liabilities
Accounts payable and accrued liabilities	886	844
Accounts payable, inter-company	305	309
Short-term advances from affiliates	508	1,185
Long-term debt maturing within one year	756	746
Total current liabilities	2,455	3,084
Pension and other benefit liabilities	670	672
Long-term advances from affiliates	1,178	1,000
Other long-term liabilities	93	108
Long-term debt	7,549	7,362
Deferred income taxes	1,827	1,802
Total liabilities	13,772	14,028
Shareholders’ equity
Share capital	1,038	1,037
Additional paid-in capital	1,648	1,643
Accumulated other comprehensive (loss) income	(1,705)	(1,742)
Retained earnings	9,963	9,685
Total shareholders' equity	10,944	10,623
Total liabilities and shareholders’ equity	24,716	24,651
Non-Guarantor Subsidiaries [Member] | Reportable Legal Entities [Member]
Current assets
Cash and cash equivalents	82	97
Accounts receivable, net	174	179
Accounts receivable, inter-company	205	215
Short-term advances to affiliates	4,805	4,996
Materials and supplies	33	32
Other current assets	143	66
Total current assets	5,442	5,585
Long-term advances to affiliates	88	410
Investments	159	155
Investments in subsidiaries	0	0
Properties	8,218	8,034
Goodwill and intangible assets	192	187
Pension asset	0	0
Other assets	9	13
Deferred income taxes	0	0
Total assets	14,108	14,384
Current liabilities
Accounts payable and accrued liabilities	279	312
Accounts payable, inter-company	149	153
Short-term advances from affiliates	8	24
Long-term debt maturing within one year	0	0
Total current liabilities	436	489
Pension and other benefit liabilities	79	77
Long-term advances from affiliates	0	0
Other long-term liabilities	112	123
Long-term debt	52	51
Deferred income taxes	1,567	1,522
Total liabilities	2,246	2,262
Shareholders’ equity
Share capital	6,307	6,730
Additional paid-in capital	261	259
Accumulated other comprehensive (loss) income	547	417
Retained earnings	4,747	4,716
Total shareholders' equity	11,862	12,122
Total liabilities and shareholders’ equity	$ 14,108	$ 14,384

Condensed Consolidating Finan54

Condensed Consolidating Financial Information - Interim Condensed Consolidating Statements of Cash Flows (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	$ 397	$ 311
Investing activities
Additions to properties	(241)	(230)
Proceeds from sale of properties and other assets	4	3
Advances to affiliates	0	0
Repayment of advances to affiliates	0
Capital contributions to affiliates		0
Repurchase of share capital from affiliates	0
Other	(1)	5
Cash used in investing activities	(238)	(222)
Financing activities
Dividends paid	(82)	(73)
Issuance of share capital		0
Return of share capital to affiliates	0
Issuance of CP Common Shares	8	28
Purchase of CP Common Shares	(298)	0
Repayment of long-term debt, excluding commercial paper	(5)	(5)
Advances from affiliates	0	0
Repayments of advances from affiliates	0
Cash used in financing activities	(377)	(50)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	5	(2)
Cash position
Increase (decrease) in cash and cash equivalents	(213)	37
Cash and cash equivalents at beginning of period	338	164
Cash and cash equivalents at end of period	125	201
Consolidating Adjustments and Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	(195)	(101)
Investing activities
Additions to properties	0	0
Proceeds from sale of properties and other assets	0	0
Advances to affiliates	307	286
Repayment of advances to affiliates	(502)
Capital contributions to affiliates		68
Repurchase of share capital from affiliates	(423)
Other	0	0
Cash used in investing activities	(618)	354
Financing activities
Dividends paid	195	101
Issuance of share capital		(68)
Return of share capital to affiliates	423
Issuance of CP Common Shares	0	0
Purchase of CP Common Shares	0
Repayment of long-term debt, excluding commercial paper	0	0
Advances from affiliates	(307)	(286)
Repayments of advances from affiliates	502
Cash used in financing activities	813	(253)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	0	0
Cash position
Increase (decrease) in cash and cash equivalents	0	0
Cash and cash equivalents at beginning of period	0	0
Cash and cash equivalents at end of period	0	0
CPRL (Parent Guarantor) [Member] | Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	65	63
Investing activities
Additions to properties	0	0
Proceeds from sale of properties and other assets	0	0
Advances to affiliates	0	(152)
Repayment of advances to affiliates	0
Capital contributions to affiliates		0
Repurchase of share capital from affiliates	0
Other	0	0
Cash used in investing activities	0	(152)
Financing activities
Dividends paid	(82)	(73)
Issuance of share capital		0
Return of share capital to affiliates	0
Issuance of CP Common Shares	8	28
Purchase of CP Common Shares	(298)
Repayment of long-term debt, excluding commercial paper	0	0
Advances from affiliates	307	134
Repayments of advances from affiliates	0
Cash used in financing activities	(65)	89
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	0	0
Cash position
Increase (decrease) in cash and cash equivalents	0	0
Cash and cash equivalents at beginning of period	0	0
Cash and cash equivalents at end of period	0	0
CPRC (Subsidiary Issuer) [Member] | Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	392	85
Investing activities
Additions to properties	(122)	(109)
Proceeds from sale of properties and other assets	3	1
Advances to affiliates	(307)	0
Repayment of advances to affiliates	0
Capital contributions to affiliates		(68)
Repurchase of share capital from affiliates	423
Other	0	5
Cash used in investing activities	(3)	(171)
Financing activities
Dividends paid	(82)	(73)
Issuance of share capital		0
Return of share capital to affiliates	0
Issuance of CP Common Shares	0	0
Purchase of CP Common Shares	0
Repayment of long-term debt, excluding commercial paper	(5)	(5)
Advances from affiliates	0	149
Repayments of advances from affiliates	(502)
Cash used in financing activities	(589)	71
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	2	(2)
Cash position
Increase (decrease) in cash and cash equivalents	(198)	(17)
Cash and cash equivalents at beginning of period	241	100
Cash and cash equivalents at end of period	43	83
Non-Guarantor Subsidiaries [Member] | Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	135	264
Investing activities
Additions to properties	(119)	(121)
Proceeds from sale of properties and other assets	1	2
Advances to affiliates	0	(134)
Repayment of advances to affiliates	502
Capital contributions to affiliates		0
Repurchase of share capital from affiliates	0
Other	(1)	0
Cash used in investing activities	383	(253)
Financing activities
Dividends paid	(113)	(28)
Issuance of share capital		68
Return of share capital to affiliates	(423)
Issuance of CP Common Shares	0	0
Purchase of CP Common Shares	0
Repayment of long-term debt, excluding commercial paper	0	0
Advances from affiliates	0	3
Repayments of advances from affiliates	0
Cash used in financing activities	(536)	43
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	3	0
Cash position
Increase (decrease) in cash and cash equivalents	(15)	54
Cash and cash equivalents at beginning of period	97	64
Cash and cash equivalents at end of period	$ 82	$ 118