--0000000000000b165305b95f32bd Content-Type: multipart/alternative; boundary="0000000000000b165205b95f32bc" --0000000000000b165205b95f32bc Content-Type: text/plain; charset="UTF-8" Content-Transfer-Encoding: quoted-printable Hi Tim, The items he mentions are on your end but should not be difficult. See 3.2 and 3.3 (attached for easy reference) with what we provide and you provide at close. Note that a couple of items are exhibits in the SPA -- meaning, on Monday we just sign the remaining exhibits. BDO is working on the closing statement and they should have it circulated to us soon. It will just show the purchase price and the adjustments. Cheers, Lucas On Wed, Jan 20, 2021 at 8:28 PM Tim Thomas wrote: > Lucas, > > See the email below from our attorney who for some reason has sprung this > on us at the eleventh hour. > > We have a call first thing with him tomorrow to discuss. > > Will you be providing any of these items? > > > > > > *Tim Thomas* > *Home Care Assistance (Montreal) Inc.* > *4464 Ste. Catherine Ouest* > *Westmount, Quebec* > *H3Z 1R7* > *Tel: 514 907 5065* > > *tthomas@homecareassistance.c om* > *www.homecareassistancemontreal.ca > * > > *Blog: Home Care Assistance Montreal > * > *Facebook: HCA Montreal Facebook > * > *Twitter: HCA Montreal Twitter * > > Begin forwarded message: > > *From: *Michael Gaon > *Subject: **Re: Closing* > *Date: *January 20, 2021 at 7:56:19 PM GMT-5 > *To: *Timothy Thomas > *Cc: *Kathy Kis , Tim Thomas tthomas@homecareassistance.com> > > =EF=BB=BFYes but I am not sure who is running > this closing and how this is supposed to work. > > No closing agenda has been prepared and circulated. > > I have never been in direct communication with buyer=E2=80=99s counsel. > > A closing required corporate documents to be prepared along the following > lines: > > - endorsed share certificates amd delivery thereof with the corporate > minute book; > > -transfer forms; > > -board resolutions approving the share transfer; > > -resignations of officers and directors; > > - resignation of existing directors and officers; and > > -mutual releases between the corporation and the directors amd > shareholders. > > Has this all been attended to? I have not been made privy to anything > other than the share purchase agreement to date; > > -repayment of corporate loans and releases of security by the lender. > > Yours truly, > > > *Michael Gaon *Associ=C3=A9 / Partner > 514-878-2861 ext. 115 > *mgaon@kklex.com * > *KUGLER KANDESTIN LLP* > > > > > > On Jan 20, 2021, at 7:31 PM, Timothy Thomas > wrote: > > =EF=BB=BF > We need to time this with the end of a payroll period which is Monday at > 12:01am > > Does 9am work for you? We will try and reach Kathy by text to confirm. > > Thanks > > On Wed, Jan 20, 2021 at 7:28 PM Michael Gaon wrote: > >> I am free for a call tomorrow morning. >> >> I was quite surprised that you have arranged to close in 2 business days= . >> >> >> *Michael Gaon *Associ=C3=A9 / Partner >> 514-878-2861 ext. 11