Re: Canada Amalgamation [CWILSON-C.FID2144802]

--0000000000000409ae0631f8693e Content-Type: multipart/alternative; boundary="0000000000000409ad0631f8693d" --0000000000000409ad0631f8693d Content-Type: text/plain; charset="UTF-8" Content-Transfer-Encoding: quoted-printable Hi Teio, I shared the below 'summary' of the amalgamtion with Gerri in preparation for her call with KPMG. Leslie Westmoreland [image: Attachments]Mon, Jan 6, 2:58=E2=80=AFPM to me, Nina, Steve, Teio, Rachael Hi Tammi, Please find attached to this e-mail documents to continue the following companies under the *Canada Business Corporations Act*, to allow for the subsequent amalgamation: 1. Orofresh Enterprises Inc. (this company will be continuing under the name of =E2=80=9CTheKey Care Ltd.=E2=80=9D which has been successfully r= eserved with Corporations Canada; 2. Prairie Senior Care Inc. (this company will be continuing as a numbered company); 3. SJD Care Services Inc. (this company will be continuing as a numbered company); and 4. Arya Healthy Living Oakville Inc. (this company will be continuing as a numbered company). We are awaiting the continuation documents for 2004437 Alberta Ltd. and will forward same for execution and return once available. The attached package also contains the outstanding annual maintenance documents for Home Care Assistance (Montreal) Inc. Will you please help clarify that the four entities will cease to exist after the amalgamation is final? That's my understanding, but the above wording gives me pause as it says "continuing as a numbered company." Thank you, Tammi Franzese Senior Corporate Paralegal | TheKey Mobile: 123.456.7890 On Fri, Apr 4, 2025 at 2:21=E2=80=AFPM Nina Kani wrote: > Thanks, Teio - Geri is going to loop Brian and team so we can get these > questions resolved. > > On Fri, Apr 4, 2025 at 11:17=E2=80=AFAM Teio Senda w= rote: > >> Hi Nina, >> >> >> >> I have only provided KPMG with certain corporate documents of the >> amalgamating entities so they can assess any tax impacts. I have not bee= n >> working with KPMG on the questions below. I was under the impression bas= ed >> on the email below that your team was in direct contact with KPMG to wor= k >> through these items? If not, I can forward this email thread to Brian an= d >> Austin to get their thoughts. >> >> >> Regards, >> >> >> Teio >> >> >> >> *From:* Nina Kani >> *Sent:* Friday, April 4, 2025 11:14 AM >> *To:* Teio Senda >> *Cc:* Tammi Franzese ; Steve Koyanagi > skoyanagi@thekey.com>; Geraldine Nath ; >> Germaine Daniels ; Timothy Thomas > tt@thekey.com> >> *Subject:* Re: Canada Amalgamation [CWILSON-C.FID2144802] >> >> >> >> Teio - FYI KPMG is not on these emails. Are you working with someone at >> KPMG on these questions and if so, who are you working with? >> >> >> >> On Wed, Apr 2, 2025 at 11:04=E2=80=AFAM Teio Senda = wrote: >> >> Hi Tammi, >> >> >> >> My comments are below in red. >> >> >> Regards, >> >> >> Teio >> >> >> >> *Teio* >> >> >> >> *Senda* >> >> >> >> *Partner* >> >> >> >> Clark Wilson LLP >> 900=E2=8