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The common shares of Pubco are listed for trading on the XXXXXXXXXX Stock Exchange under the symbol "XXXXXXXXXX ". 3. ... The rate of interest on Debt 1 and Debt 2 will be equal to the XXXXXXXXXX London Interbank Offered Rate plusXXXXXXXXXX %. 19. ... The rate of interest on the Canco Note will be equal to the XXXXXXXXXX London Interbank Offered Rate plus XXXXXXXXXX %. 25. ...

Parentco is headquartered in XXXXXXXXXX and is the parent company of the "XXXXXXXXXX " group of companies, XXXXXXXXXX. ... The authorized share capital of LLC consists of: (a) XXXXXXXXXX (the "LLC Common Shares"); (b) XXXXXXXXXX; and (c) Special shares (the "LLC Special Shares"), the rights, privileges, conditions and restrictions attached to which include the following: (i) the holders of the LLC Special Shares are entitled to one vote per share, subject to a minimum number of votes equal to XXXXXXXXXX % of the votes attached to all shares of LLC, and a maximum number of votes equal to XXXXXXXXXX % of the total voting rights; (ii) the holders are entitled to a minimum fixed cumulative preferential dividend in the amount of US$XXXXXXXXXX per share per annum (which represents a XXXXXXXXXX % rate per annum based on the amount for which each share was issued), payable when and as declared by the board of managers of LLC; (iii) in addition to the minimum fixed cumulative dividend entitlement, the holders are entitled to participate in any dividends paid on the LLC Common Shares; the participating dividend is (in the aggregate) equal to a percentage (the "Special Share Participating Percentage") of dividends paid to holders of the LLC Common Shares based on the proportion of the total capital of LLC contributed in respect of the Special Shares relative to the total capital contributed in respect of all shares of LLC, to a maximum of $XXXXXXXXXX in aggregate in any year; (iv) the holders of the LLC Special Shares are entitled, from and after the XXXXXXXXXX anniversary of the date of issuance of the shares, to convert such shares into that number of XXXXXXXXXX of the LLC determined by dividing the Issue Price of the Special Share by an amount equal to XXXXXXXXXX % of the fair market value of an LLC Common Share (for this purpose, "Issue Price" of an LLC Special Share is defined as the Canadian dollar equivalent of US$XXXXXXXXXX at the date of its issue); (v) LLC is entitled, from and after the XXXXXXXXXX anniversary of the date of issuance of the Special Shares, to convert all of the Special Shares held by a holder into XXXXXXXXXX on the same basis as is described in (iv) above; and (vi) upon liquidation, the LLC Special Shares are entitled to receive a preferential distribution in priority to the LLC Common Shares equal to the aggregate of (a) the Issue Price of such shares; (b) all accrued and unpaid cumulative dividends on such shares; and (c) the Special Share Participating Percentage of the amount that would, but for such participating rights of the LLC Special Shares, be distributed to the holders of the LLC Common Shares, to a maximum of approximately $XXXXXXXXXX. 20. ...

The Lossco Loan #1 will bear simple interest at a rate equal to the XXXXXXXXXX prime rate of interest plus XXXXXXXXXX % per annum which is not greater than the rate that Profitco would pay to an arm's length Canadian financial institution to borrow an equivalent amount on equivalent repayment terms. 13. ... The Lossco Loan #2 will bear simple interest at a rate equal to the XXXXXXXXXX prime rate of interest plus XXXXXXXXXX % per annum which is not greater than the rate that Profitco would pay to an arm's length Canadian financial institution to borrow an equivalent amount on equivalent repayment terms. 17. ... The Lossco Loan #3 will bear simple interest at a rate equal to the XXXXXXXXXX prime rate of interest plus XXXXXXXXXX % per annum which is not greater than the rate that Profitco would pay to an arm's length Canadian financial institution to borrow an equivalent amount on equivalent repayment terms. 21. ...

To the best of Buyerco's knowledge, the XXXXXXXXXX largest common shareholders of Buyerco immediately before XXXXXXXXXX were: Shareholder % XXXXXXXXXX In XXXXXXXXXX acquired ownership of the shares of the capital stock of Buyerco owned by XXXXXXXXXX. XXXXXXXXXX was the registered owner of approximately XXXXXXXXXX % of the shares of the capital stock of Buyerco and held these shares for various investors who, through brokerage firms or other investment firms, were the beneficial owners of the said shares. 3. ... To the best of Target's knowledge, the XXXXXXXXXX largest common shareholders of Target immediately before XXXXXXXXXX were: Shareholder % BuyerSubco III XXXXXXXXXX XXXXXXXXXX To the best of Target's knowledge, the XXXXXXXXXX largest common shareholders of Target XXXXXXXXXX: Shareholder % XXXXXXXXXX XXXXXXXXXX The above shareholding information was obtained from the non-objecting beneficial owners ("NOBO") lists of Target shares. ...

A CO holds: (i) XXXXXXXXXX % of the shares of F CO, which indirectly holds interests in the XXXXXXXXXX project in XXXXXXXXXX and in XXXXXXXXXX; (ii) XXXXXXXXXX % of the shares of XXXXXXXXXX, a corporation established under the laws of XXXXXXXXXX, which indirectly holds interests in certain XXXXXXXXXX properties in XXXXXXXXXX; and (iii) XXXXXXXXXX % of the shares of XXXXXXXXXX, a corporation established under the laws of XXXXXXXXXX which indirectly holds interests in certain XXXXXXXXXX properties in XXXXXXXXXX (including the XXXXXXXXXX project). 4. ... As at XXXXXXXXXX, XXXXXXXXXX was approximately XXXXXXXXXX % owned by DC through B CO. 4.2 In XXXXXXXXXX, XXXXXXXXXX completed a reverse take over with XXXXXXXXXX. ... DC currently holds through B CO an approximate XXXXXXXXXX % interest in the common shares of XXXXXXXXXX. ...

BCO is a holding company that owns XXXXXXXXXX % of the shares of XXXXXXXXXX which carries on XXXXXXXXXX. 16. ... This $XXXXXXXXXX amount represented XXXXXXXXXX % of the estimated income of CCO to XXXXXXXXXX reportable proportionately (XXXXXXXXXX %) for XXXXXXXXXX tax purposes by the XXXXXXXXXX beneficiary. ... (f) Trust 1 distributed XXXXXXXXXX % of the dividend received from CCO to the Beneficiary resident XXXXXXXXXX and XXXXXXXXXX% to XXXXXXXXXX new corporations incorporated in Paragraph 19(b) that qualify as beneficiaries of Trust 1. ...

The relative sizes of the United States and Canadian business segments operated by the members of US Group and the Canco Group, measured in terms of revenue and assets for financial statement purposes, are approximately as follows: Based on XXXXXXXXXX financial information F/X rate = XXXXXXXXXX Canada U.S. Canada as a % (millions in USD) (millions in USD) of Total Total Operations Revenue XXXXX XXXXX XXXXX Assets XXXXX XXXXX XXXXX XXXXXXXXXX Revenue XXXXX XXXXX XXXXX Assets XXXXX XXXXX XXXXX XXXXXXXXXX Revenue XXXXX XXXXX XXXXX Assets XXXXX XXXXX XXXXX XXXXXXXXXX Revenue XXXXX XXXXX XXXXX Assets XXXXX XXXXX XXXXX XXXXXXXXXX Revenue XXXXX XXXXX XXXXX Assets XXXXX XXXXX XXXXX XXXXXXXXXX Revenue XXXXX XXXXX XXXXX Assets XXXXX XXXXX XXXXX The figures set out in the chart are based on XXXXXXXXXX financial information but continue to represent reasonable approximations of the assets and the annual revenues relating to the various business segments. ... Yours truly, for Director International & Trusts Division Income Tax Rulings Directorate Legislative Policy and Regulatory Affairs Branch ...

Une fois ses études complétées, la somme payable annuellement sera de XXXXXXXXXX $ et ce, tant et aussi longtemps que les fonds seront suffisants. ... Les actions de catégorie « B » sont non votantes, non participantes et donnent droit à un dividende XXXXXXXXXX et non cumulatif au taux de XXXXXXXXXX de XXXXXXXXXX % de la valeur de rachat. ... Les actions de catégorie « C » sont non votantes, non participantes et donnent droit à un dividende XXXXXXXXXX et non cumulatif au taux de XXXXXXXXXX de XXXXXXXXXX % de la valeur de rachat. ...

The Target directors' circular dated XXXXXXXXXX provided that "XXXXXXXXXX " 11. ... The proportion of value that the entire XXXXXXXXXX represents of Amalco is generally estimated at XXXXXXXXXX %. 13. ... The proportion of value that Amalco represents of Pubco I is generally estimated at XXXXXXXXXX %. 19. ...

The transfers from Foreign Pubco to Foreign Holdco 1, and further down the corporate chain, described in (c)(ii), will be either for cash, shares and / or share premium or by way of a capital contribution. ... The aggregate FMV, immediately before the transfer of property by Canadian DC to Canadian TC described in Paragraph 55, of the units of Foreign DC owned by Forco 2 will be equal to or approximate the amount determined by the formula: (A × B/C) + D as found in subparagraph (b)(iii) of the definition of “permitted exchange” in subsection 55(1) on the assumption that Forco 2 is the participant, Canadian DC is the distributing corporation and Foreign DC is the acquiror. ... The aggregate FMV, immediately before the transfer of property by Foreign DC to Foreign TC described in Paragraph 67, of the units of New LLC owned by Foreign Pubco will be equal to or approximate the amount determined by the formula: (A × B/C) + D as found in subparagraph (b)(iii) of the definition of “permitted exchange” in subsection 55(1) on the assumption that Foreign Pubco is the participant, Foreign DC is the distributing corporation and New LLC is the acquiror. ...