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Subject to adjustments as contemplated in the Agreements, DCO will pay a membership fee in the amount of $XXXXXXXXXX plus XXXXXXXXXX % of audit and legal fees, and BCO will pay a membership fee in the amount of $XXXXXXXXXX plus XXXXXXXXXX% of audit and legal fees. 20. ...

Pursuant to the power granted it under paragraph XXXXXXXXXX of the Plan, as described in 15 above, the Board proposes to amend the first sentence of paragraph XXXXXXXXXX of the Plan as described in 12 above, by deleting the words ", other than a holder that is subject to tax under the Income Tax Act (Canada) in respect of such SAR," as well as the word "may" where it currently appears before "require", so that the sentence would read as follows: "The Board may, in its discretion at the time of grant or at any time thereafter, upon the exercise of an SAR, require a holder electing to exercise an SAR to receive cash in lieu of Common Shares. ...

Position: 1. a) & b)- interest is deductible 1 c)- Opinion provided based on proposed legislation pursuant to 20.2. 2. ...

Reasons: Similar to ruling # E 2001-0079143. XXXXXXXXXX 2002-016141 XXXXXXXXXX, 2002 Dear XXXXXXXXXX: Re: Advance Income Tax Ruling Request XXXXXXXXXX This is in reply to your letter of XXXXXXXXXX, in which you requested an advance income tax ruling in respect of the income tax consequences arising from the proposed transactions described below. ...

The Pubco Notes will have a XXXXXXXXXX-year term and annual interest rate of approximately XXXXXXXXXX %, payable semi-annually. ...

B Co's audited consolidated financial statements for the year ended XXXXXXXXXX indicate that B Co had, on a consolidated basis: Long-term debt of approximately $ XXXXXXXXXX; A weighted average rate of borrowing on the long-term debt of XXXXXXXXXX%; Shareholders' equity of approximately $XXXXXXXXXX; and Short-term notes payable of approximately $XXXXXXXXXX. ...

"investment tax credit" " has the meaning assigned to that expression by subsection 127(9) of the Act. ...

These shares represented XXXXXXXXXX % of the issued and outstanding share capital of XXXXXXXXXX, respectively. 7.1 XXXXXXXXXX. 7.2 XXXXXXXXXX. 7.3 XXXXXXXXXX. 7.4 XXXXXXXXXX. 8. ...

. $ XXXXXXXXXX): XXXXXXXXXX. PROPOSED TRANSACTIONS The parties propose to enter into the following transactions on a date (the "Transaction Date") as early as practical after receiving the rulings given in this letter, provincial tax rulings, United States tax rulings and XXXXXXXXXX: 17. ...

To the best of your knowledge, and that of the taxpayer involved, none of the issues contained herein is: (i) dealt with in an earlier return of the taxpayer or a related person; (ii) being considered by a tax services office or taxation centre in connection with a previously filed tax return of the taxpayer or a related person; (iii) under objection by the taxpayer or a related person; (iv) subject to a ruling previously issued by the Income Tax Rulings & Interpretations Directorate; or (v) before the courts or, if a judgement has been issued, the time limit for appeal to a higher court has not expired. ...