Canada: Competition and Antitrust

1. Name of investor:

l

2. Business or mailing address:

l

3. Telephone:

l

Facsimile:

l

Internet:

l

4. Is the investor a WTO investor or a NAFTA investor (ultimate control)?

 Yes

 No

5. Name and Address of the person or entity that controls the investor

l

The manner in which control is exercised

[See Schedule "[l]"] [NTD: only if applicable]

6. Provide annual reports of the investor for the three (3) most recent completed fiscal years

OR

If not available, financial statements for the three (3) most recent completed fiscal years

 Attached

 Attached

See Schedule "A"

(NOTE:  Both the Balance Sheet and the Income Statement are required.)

In answering the following item, you may refer us to your annual reports or to other business material attached (e.g. 10K forms, brochures, etc.)  Otherwise, please provide a separate attachment.

7. (a) Describe the business activities carried on by the Investor.

(b) Describe the business activities carried on by any person or entity that controls the Investor, as identified in item 5.

Included in annual report

Included in other business material

Included in attachment

Included in annual report

Included in other business material

Included in attachment

Identify  [See Schedule "A"] [NTD: only if applicable]

Identify  [See Schedule "A"] [NTD: only if applicable]

8. Name of the vendor

l

Name of the person or entity that controls the vendor

l

9. Copy of purchase and sale agreement

 Attached

[See Schedule "B"] [NTD: only if applicable]

If not available, outline of the principal terms and conditions, including the estimated purchase price to be paid for the total transaction and, where the Canadian business forms only a part of the transaction, please specify the estimated purchase price to be paid for the Canadian business only.

10. Date of implementation of investment

l

If more than one entity (corporation, partnership, joint venture or trust) is acquired, provide the information for each entity.  (Do not forget to include all subsidiaries being acquired.)

11. Name of the Canadian Business

l

12. Business or mailing address of the Canadian Business

l

13. Provide annual reports of the Canadian business for the three (3) most recent completed fiscal years

OR

If not available, financial statements for the three (3) most recent completed fiscal years

 Attached

 Attached

See Schedule "C"

(NOTE:  Both the Balance Sheet and the Income Statement are required.)

In answering the following item, you may refer us to the annual reports of the Canadian business or to other attached business material.  Otherwise, please provide a separate attachment.

14. (a) Describe the business activities carried on by the Canadian business

Included in         Annual Report          OR              attachment or other business material

Identify  See Schedule "D"                              

(b) Indicate the locations in Canada where the business is being carried on, the business activities carried on at each location and the number of employees at each location

Location

Activities

Number of Employees

15. If the investor is not a WTO investor or a NAFTA investor, is the Canadian business, immediately prior to the implementation of the investment, "controlled by a WTO investor or a NAFTA investor"?

 Yes

 No

16. (a) Give the value of all assets of the entity carrying on the Canadian business and of all other entities in Canada control of which is being acquired in this transaction, or if purchasing assets, give the total value of all assets of the Canadian business being acquired:

$ l

AND

(b) If the acquisition of the Canadian business is the result the acquisition of control of a corporation incorporated outside Canada, give the total value of the assets of all entities both in Canada and outside Canada, the control of which is being acquired in this transaction

[$ l or N/A]

THE VALUE OF ASSETS IS THE VALUE SHOWN IN THE APPLICABLE FINANCIAL STATEMENTS, EXPRESSED IN CANADIAN DOLLARS

17. Provide in an attachment a detailed description of the investor's plans for the Canadian business, comparing them with the current operations of the Canadian business. 

See Schedule "D

Identify any individuals whom we may contact concerning this application

Name

Address

Telephone

If you are unable to answer any of the questions relevant to your investment, indicate the reasons why.

N/A

PLEASE ANSWER ALL THE QUESTIONS.  FAILURE TO DO SO WILL DELAY THE REVIEW OF YOUR APPLICATION.

___________________________
Date

___________________________
Signature of Investor

Per

Title

Question

Response

1

Does a state own shares with a majority of voting rights in the investor?

[l]

2

Does a state own shares with a third or more of voting rights in the investor and no other party has a controlling interest?

[l]

3

Does a state own shares with a minority of voting rights of the investor?

[l]

4

If there are state-owned shares, are there any special veto or other decision making rights attached to the state's shares?

[l]

5

Does a state have the power to nominate board members? How many out of a total of what number?

[l]

6

Does a state have the power to appoint the Chief Executive or other senior management?

[l]

7

Does a state have any other authority under the law or documents governing the investor's incorporation or corporate governance, to direct the strategic or operational decision-making of the company?

[l]