RE: TheKey Billing Process

Thank you Brian.

Renee Ip
Senior Manager, Indirect Tax
KPMG LLP

Vaughan Metropolitan Centre
100 New Park Place, Suite 1400
Vaughan, ON L4K 0J3
Tel: 416-228-7027
Fax: 905-265-6390
Reneeip@kpmg.ca<mailto:Reneeip@kpmg.ca>

Any advice herein is based on the facts provided to us and on current tax law including judicial and administrative interpretation. Tax law is subject to continual change, at times on a retroactive basis and may result in incremental taxes, interest or penalties. Should the facts provided to us be incorrect or incomplete or should the law or its interpretation change, our advice may be inappropriate. We are not responsible for updating our advice for changes in law or interpretation after the date hereof.
Québec announced through its November 10, 2017 economic plan that it intends to introduce legislation that will prohibit a taxpayer who has carried out a transaction, or series of transactions, subject to a Revenu Québec final assessment based on the general anti-avoidance rule from being able to obtain authorization from the Autorité des marchés financiers (AMF) to bid for or obtain public contracts.  The taxpayer will be listed in the Register of Enterprises Ineligible for Public Contracts.
Our advice is limited to the conclusions specifically set forth herein and KPMG expresses no opinion with respect to any other federal, provincial or foreign tax or legal aspect of the transactions described herein. It should be noted that the Canada Revenue Agency and/or the relevant provincial tax authority and/or a foreign tax authority and/or any other governmental tax authority (collectively a Tax or Revenue Authority) could take a different position with respect to these transactions in which case it may be necessary for you to defend this position on appeal from an assessment or litigate the dispute before the courts, including one or more appellate courts, in order for our conclusions to prevail.  If a settlement were reached with a Tax or Revenue Authority or if such appeal and litigation were not, or were not entirely, successful, the result would likely be different from the views we express herein.  Unless expressly provided for, KPMG’s services do not include representing Client in the event of a challenge by a Tax or Revenue Authority or litigation before any court.
KPMG's advice is for the sole use of KPMG's client.  The advice is based on the specific facts and circumstances and the scope of KPMG’s engagement and is not intended to be relied upon by any other person.  KPMG disclaims any responsibility or liability for any reliance that any person other than the client may place on this advice.

From: brian.fialko@thekey.com <brian.fialko@thekey.com>
Sent: Tuesday, December 12, 2023 3:23 PM
To: Ip, Renee <reneeip@kpmg.ca>; nkani@thekey.com
Cc: steven.kearley@thekey.com; 'Sam Naffaa' <hcao.accounting@thekey.com>; 'Timothy Thomas' <tt@thekey.com>; Williams, Traci <traciwilliams@kpmg.ca>; michael.jichetti@thekey.com; 'Tammi Franzese' <tammi.franzese@thekey.com>; 'Laszlo Kovacs' <laszlo.kovacs@thekey.com>; geraldine.nath@thekey.com; natalie.cahoone@thekey.com
Subject: RE: TheKey Billing Process [EXTERNAL]

Hi Renee,

The addresses provided by legal are listed below. Thank you.

[cid:image001.png@01DA2D40.1928EBC0]

From: brian.fialko@thekey.com<mailto:brian.fialko@thekey.com> <brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>>
Sent: Thursday, December 7, 2023 7:36 PM
To: 'Ip, Renee' <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>>; nkani@thekey.com<mailto:nkani@thekey.com>
Cc: steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>; 'Sam Naffaa' <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; 'Timothy Thomas' <tt@thekey.com<mailto:tt@thekey.com>>; 'Williams, Traci' <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>; michael.jichetti@thekey.com<mailto:michael.jichetti@thekey.com>; 'Tammi Franzese' <tammi.franzese@thekey.com<mailto:tammi.franzese@thekey.com>>; 'Laszlo Kovacs' <laszlo.kovacs@thekey.com<mailto:laszlo.kovacs@thekey.com>>; 'Geraldine Nath' <geraldine.nath@thekey.com<mailto:geraldine.nath@thekey.com>>; natalie.cahoone@thekey.com<mailto:natalie.cahoone@thekey.com>
Subject: RE: TheKey Billing Process

Hi Nina,

Can you please provide the legal addresses for the entities below?

Thank you,

Brian

From: Ip, Renee <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>>
Sent: Tuesday, November 28, 2023 3:22 PM
To: brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>; nkani@thekey.com<mailto:nkani@thekey.com>
Cc: nkani@thekey.com<mailto:nkani@thekey.com>; steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>; 'Sam Naffaa' <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; 'Timothy Thomas' <tt@thekey.com<mailto:tt@thekey.com>>; Williams, Traci <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>; michael.jichetti@thekey.com<mailto:michael.jichetti@thekey.com>; 'Tammi Franzese' <tammi.franzese@thekey.com<mailto:tammi.franzese@thekey.com>>
Subject: RE: TheKey Billing Process

Thanks Brian.  Can I get the address of this entity as well.  It was not included in my original list and this is not one of the entity we prepare returns for.  That said, I just sent a follow up email to Nina has we still have not received any address.  Complete entities names that we require addresses is per below.

[cid:image002.png@01DA2D40.1928EBC0]



Renee Ip
Senior Manager, Indirect Tax
KPMG LLP

Vaughan Metropolitan Centre
100 New Park Place, Suite 1400
Vaughan, ON L4K 0J3
Tel: 416-228-7027
Fax: 905-265-6390
Reneeip@kpmg.ca<mailto:Reneeip@kpmg.ca>

Any advice herein is based on the facts provided to us and on current tax law including judicial and administrative interpretation. Tax law is subject to continual change, at times on a retroactive basis and may result in incremental taxes, interest or penalties. Should the facts provided to us be incorrect or incomplete or should the law or its interpretation change, our advice may be inappropriate. We are not responsible for updating our advice for changes in law or interpretation after the date hereof.
Québec announced through its November 10, 2017 economic plan that it intends to introduce legislation that will prohibit a taxpayer who has carried out a transaction, or series of transactions, subject to a Revenu Québec final assessment based on the general anti-avoidance rule from being able to obtain authorization from the Autorité des marchés financiers (AMF) to bid for or obtain public contracts.  The taxpayer will be listed in the Register of Enterprises Ineligible for Public Contracts.
Our advice is limited to the conclusions specifically set forth herein and KPMG expresses no opinion with respect to any other federal, provincial or foreign tax or legal aspect of the transactions described herein. It should be noted that the Canada Revenue Agency and/or the relevant provincial tax authority and/or a foreign tax authority and/or any other governmental tax authority (collectively a Tax or Revenue Authority) could take a different position with respect to these transactions in which case it may be necessary for you to defend this position on appeal from an assessment or litigate the dispute before the courts, including one or more appellate courts, in order for our conclusions to prevail.  If a settlement were reached with a Tax or Revenue Authority or if such appeal and litigation were not, or were not entirely, successful, the result would likely be different from the views we express herein.  Unless expressly provided for, KPMG’s services do not include representing Client in the event of a challenge by a Tax or Revenue Authority or litigation before any court.
KPMG's advice is for the sole use of KPMG's client.  The advice is based on the specific facts and circumstances and the scope of KPMG’s engagement and is not intended to be relied upon by any other person.  KPMG disclaims any responsibility or liability for any reliance that any person other than the client may place on this advice.

From: brian.fialko@thekey.com<mailto:brian.fialko@thekey.com> <brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>>
Sent: Tuesday, November 28, 2023 3:16 PM
To: Ip, Renee <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>>; nkani@thekey.com<mailto:nkani@thekey.com>
Cc: nkani@thekey.com<mailto:nkani@thekey.com>; steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>; 'Sam Naffaa' <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; 'Timothy Thomas' <tt@thekey.com<mailto:tt@thekey.com>>; Williams, Traci <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>; michael.jichetti@thekey.com<mailto:michael.jichetti@thekey.com>; 'Tammi Franzese' <tammi.franzese@thekey.com<mailto:tammi.franzese@thekey.com>>
Subject: RE: TheKey Billing Process [EXTERNAL]

Hi Renee,

Please bill to HCA Home Care Assistance Canada Inc.

Thank you,

Brian

From: Ip, Renee <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>>
Sent: Tuesday, November 28, 2023 3:07 PM
To: nkani@thekey.com<mailto:nkani@thekey.com>
Cc: nkani@thekey.com<mailto:nkani@thekey.com>; brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>; steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>; Sam Naffaa <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; Timothy Thomas <tt@thekey.com<mailto:tt@thekey.com>>; Williams, Traci <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>; michael.jichetti@thekey.com<mailto:michael.jichetti@thekey.com>; Tammi Franzese <tammi.franzese@thekey.com<mailto:tammi.franzese@thekey.com>>
Subject: RE: TheKey Billing Process

HI Nina, Brian,

We would like to follow up on the below.

Thanks!

Renee Ip
Senior Manager, Indirect Tax
KPMG LLP

Vaughan Metropolitan Centre
100 New Park Place, Suite 1400
Vaughan, ON L4K 0J3
Tel: 416-228-7027
Fax: 905-265-6390
Reneeip@kpmg.ca<mailto:Reneeip@kpmg.ca>

Any advice herein is based on the facts provided to us and on current tax law including judicial and administrative interpretation. Tax law is subject to continual change, at times on a retroactive basis and may result in incremental taxes, interest or penalties. Should the facts provided to us be incorrect or incomplete or should the law or its interpretation change, our advice may be inappropriate. We are not responsible for updating our advice for changes in law or interpretation after the date hereof.
Québec announced through its November 10, 2017 economic plan that it intends to introduce legislation that will prohibit a taxpayer who has carried out a transaction, or series of transactions, subject to a Revenu Québec final assessment based on the general anti-avoidance rule from being able to obtain authorization from the Autorité des marchés financiers (AMF) to bid for or obtain public contracts.  The taxpayer will be listed in the Register of Enterprises Ineligible for Public Contracts.
Our advice is limited to the conclusions specifically set forth herein and KPMG expresses no opinion with respect to any other federal, provincial or foreign tax or legal aspect of the transactions described herein. It should be noted that the Canada Revenue Agency and/or the relevant provincial tax authority and/or a foreign tax authority and/or any other governmental tax authority (collectively a Tax or Revenue Authority) could take a different position with respect to these transactions in which case it may be necessary for you to defend this position on appeal from an assessment or litigate the dispute before the courts, including one or more appellate courts, in order for our conclusions to prevail.  If a settlement were reached with a Tax or Revenue Authority or if such appeal and litigation were not, or were not entirely, successful, the result would likely be different from the views we express herein.  Unless expressly provided for, KPMG’s services do not include representing Client in the event of a challenge by a Tax or Revenue Authority or litigation before any court.
KPMG's advice is for the sole use of KPMG's client.  The advice is based on the specific facts and circumstances and the scope of KPMG’s engagement and is not intended to be relied upon by any other person.  KPMG disclaims any responsibility or liability for any reliance that any person other than the client may place on this advice.

From: Ip, Renee
Sent: Wednesday, November 22, 2023 1:09 PM
To: Nina Kani <nkani@thekey.com<mailto:nkani@thekey.com>>
Cc: nkani@thekey.com<mailto:nkani@thekey.com>; brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>; steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>; Sam Naffaa <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; Timothy Thomas <tt@thekey.com<mailto:tt@thekey.com>>; Williams, Traci <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>; michael.jichetti@thekey.com<mailto:michael.jichetti@thekey.com>; Tammi Franzese <tammi.franzese@thekey.com<mailto:tammi.franzese@thekey.com>>
Subject: RE: TheKey Billing Process [EXTERNAL]

HI Nina,

Unfortunately, no.  The billing team has reverted back that since these are Canadian entities we are servicing, we need to bill the Canadian entity directly.

Regards,

Renee Ip
Senior Manager, Indirect Tax
KPMG LLP

Vaughan Metropolitan Centre
100 New Park Place, Suite 1400
Vaughan, ON L4K 0J3
Tel: 416-228-7027
Fax: 905-265-6390
Reneeip@kpmg.ca<mailto:Reneeip@kpmg.ca>

Any advice herein is based on the facts provided to us and on current tax law including judicial and administrative interpretation. Tax law is subject to continual change, at times on a retroactive basis and may result in incremental taxes, interest or penalties. Should the facts provided to us be incorrect or incomplete or should the law or its interpretation change, our advice may be inappropriate. We are not responsible for updating our advice for changes in law or interpretation after the date hereof.
Québec announced through its November 10, 2017 economic plan that it intends to introduce legislation that will prohibit a taxpayer who has carried out a transaction, or series of transactions, subject to a Revenu Québec final assessment based on the general anti-avoidance rule from being able to obtain authorization from the Autorité des marchés financiers (AMF) to bid for or obtain public contracts.  The taxpayer will be listed in the Register of Enterprises Ineligible for Public Contracts.
Our advice is limited to the conclusions specifically set forth herein and KPMG expresses no opinion with respect to any other federal, provincial or foreign tax or legal aspect of the transactions described herein. It should be noted that the Canada Revenue Agency and/or the relevant provincial tax authority and/or a foreign tax authority and/or any other governmental tax authority (collectively a Tax or Revenue Authority) could take a different position with respect to these transactions in which case it may be necessary for you to defend this position on appeal from an assessment or litigate the dispute before the courts, including one or more appellate courts, in order for our conclusions to prevail.  If a settlement were reached with a Tax or Revenue Authority or if such appeal and litigation were not, or were not entirely, successful, the result would likely be different from the views we express herein.  Unless expressly provided for, KPMG’s services do not include representing Client in the event of a challenge by a Tax or Revenue Authority or litigation before any court.
KPMG's advice is for the sole use of KPMG's client.  The advice is based on the specific facts and circumstances and the scope of KPMG’s engagement and is not intended to be relied upon by any other person.  KPMG disclaims any responsibility or liability for any reliance that any person other than the client may place on this advice.

From: Nina Kani <nkani@thekey.com<mailto:nkani@thekey.com>>
Sent: Wednesday, November 22, 2023 1:04 PM
To: Ip, Renee <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>>
Cc: nkani@thekey.com<mailto:nkani@thekey.com>; brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>; steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>; Sam Naffaa <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; Timothy Thomas <tt@thekey.com<mailto:tt@thekey.com>>; Williams, Traci <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>; michael.jichetti@thekey.com<mailto:michael.jichetti@thekey.com>; Tammi Franzese <tammi.franzese@thekey.com<mailto:tammi.franzese@thekey.com>>
Subject: Re: TheKey Billing Process [EXTERNAL]

Can’t you bill us as the parent?

On Nov 22, 2023, at 9:39 AM, Ip, Renee <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>> wrote:

Hi Nani,

We are looking for the billing address for us to issue the bill.

Thanks!

Renee Ip
Senior Manager, Indirect Tax
KPMG LLP

Vaughan Metropolitan Centre
100 New Park Place, Suite 1400
Vaughan, ON L4K 0J3
Tel: 416-228-7027
Fax: 905-265-6390
Reneeip@kpmg.ca<mailto:Reneeip@kpmg.ca>

Any advice herein is based on the facts provided to us and on current tax law including judicial and administrative interpretation. Tax law is subject to continual change, at times on a retroactive basis and may result in incremental taxes, interest or penalties. Should the facts provided to us be incorrect or incomplete or should the law or its interpretation change, our advice may be inappropriate. We are not responsible for updating our advice for changes in law or interpretation after the date hereof.
Québec announced through its November 10, 2017 economic plan that it intends to introduce legislation that will prohibit a taxpayer who has carried out a transaction, or series of transactions, subject to a Revenu Québec final assessment based on the general anti-avoidance rule from being able to obtain authorization from the Autorité des marchés financiers (AMF) to bid for or obtain public contracts.  The taxpayer will be listed in the Register of Enterprises Ineligible for Public Contracts.
Our advice is limited to the conclusions specifically set forth herein and KPMG expresses no opinion with respect to any other federal, provincial or foreign tax or legal aspect of the transactions described herein. It should be noted that the Canada Revenue Agency and/or the relevant provincial tax authority and/or a foreign tax authority and/or any other governmental tax authority (collectively a Tax or Revenue Authority) could take a different position with respect to these transactions in which case it may be necessary for you to defend this position on appeal from an assessment or litigate the dispute before the courts, including one or more appellate courts, in order for our conclusions to prevail.  If a settlement were reached with a Tax or Revenue Authority or if such appeal and litigation were not, or were not entirely, successful, the result would likely be different from the views we express herein.  Unless expressly provided for, KPMG’s services do not include representing Client in the event of a challenge by a Tax or Revenue Authority or litigation before any court.
KPMG's advice is for the sole use of KPMG's client.  The advice is based on the specific facts and circumstances and the scope of KPMG’s engagement and is not intended to be relied upon by any other person.  KPMG disclaims any responsibility or liability for any reliance that any person other than the client may place on this advice.

From: Nina Kani <nkani@thekey.com<mailto:nkani@thekey.com>>
Sent: Wednesday, November 22, 2023 12:31 PM
To: brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>
Cc: Ip, Renee <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>>; nkani@thekey.com<mailto:nkani@thekey.com>; steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>; Sam Naffaa <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; Timothy Thomas <tt@thekey.com<mailto:tt@thekey.com>>; Williams, Traci <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>; michael.jichetti@thekey.com<mailto:michael.jichetti@thekey.com>; Tammi Franzese <tammi.franzese@thekey.com<mailto:tammi.franzese@thekey.com>>
Subject: Re: TheKey Billing Process [EXTERNAL]

Are you looking for physical address or address for service of process?

On Nov 22, 2023, at 8:42 AM, brian.fialko@thekey.com<mailto:brian.fialko@thekey.com> wrote:

Hi Renee,

I am adding Nina to the email. Nina, when you have a chance can you please provide the addresses for the entities below. Thank you!

<image001.png>

From: Ip, Renee <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>>
Sent: Wednesday, November 22, 2023 11:34 AM
To: brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>
Cc: steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>; 'Sam Naffaa' <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; 'Timothy Thomas' <tt@thekey.com<mailto:tt@thekey.com>>; Williams, Traci <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>
Subject: RE: TheKey Billing Process

HI Brian,

We just wanted to follow up on the below if you can let us know at your earliest convenience.

Regards,

Renee Ip
Senior Manager, Indirect Tax
KPMG LLP

Vaughan Metropolitan Centre
100 New Park Place, Suite 1400
Vaughan, ON L4K 0J3
Tel: 416-228-7027
Fax: 905-265-6390
Reneeip@kpmg.ca<mailto:Reneeip@kpmg.ca>

Any advice herein is based on the facts provided to us and on current tax law including judicial and administrative interpretation. Tax law is subject to continual change, at times on a retroactive basis and may result in incremental taxes, interest or penalties. Should the facts provided to us be incorrect or incomplete or should the law or its interpretation change, our advice may be inappropriate. We are not responsible for updating our advice for changes in law or interpretation after the date hereof.
Québec announced through its November 10, 2017 economic plan that it intends to introduce legislation that will prohibit a taxpayer who has carried out a transaction, or series of transactions, subject to a Revenu Québec final assessment based on the general anti-avoidance rule from being able to obtain authorization from the Autorité des marchés financiers (AMF) to bid for or obtain public contracts.  The taxpayer will be listed in the Register of Enterprises Ineligible for Public Contracts.
Our advice is limited to the conclusions specifically set forth herein and KPMG expresses no opinion with respect to any other federal, provincial or foreign tax or legal aspect of the transactions described herein. It should be noted that the Canada Revenue Agency and/or the relevant provincial tax authority and/or a foreign tax authority and/or any other governmental tax authority (collectively a Tax or Revenue Authority) could take a different position with respect to these transactions in which case it may be necessary for you to defend this position on appeal from an assessment or litigate the dispute before the courts, including one or more appellate courts, in order for our conclusions to prevail.  If a settlement were reached with a Tax or Revenue Authority or if such appeal and litigation were not, or were not entirely, successful, the result would likely be different from the views we express herein.  Unless expressly provided for, KPMG’s services do not include representing Client in the event of a challenge by a Tax or Revenue Authority or litigation before any court.
KPMG's advice is for the sole use of KPMG's client.  The advice is based on the specific facts and circumstances and the scope of KPMG’s engagement and is not intended to be relied upon by any other person.  KPMG disclaims any responsibility or liability for any reliance that any person other than the client may place on this advice.

From: Ip, Renee <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>>
Sent: Wednesday, November 8, 2023 10:02 AM
To: brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>
Cc: steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>; 'Sam Naffaa' <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; 'Timothy Thomas' <tt@thekey.com<mailto:tt@thekey.com>>; Williams, Traci <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>
Subject: RE: TheKey Billing Process [EXTERNAL]

Hi Brian,

Could you please provide us with the address of the following entities so that we can setup them up in our billing system.

<image001.png>

Thanks!

Renee Ip
Senior Manager, Indirect Tax
KPMG LLP

Vaughan Metropolitan Centre
100 New Park Place, Suite 1400
Vaughan, ON L4K 0J3
Tel: 416-228-7027
Fax: 905-265-6390
Reneeip@kpmg.ca<mailto:Reneeip@kpmg.ca>

Any advice herein is based on the facts provided to us and on current tax law including judicial and administrative interpretation. Tax law is subject to continual change, at times on a retroactive basis and may result in incremental taxes, interest or penalties. Should the facts provided to us be incorrect or incomplete or should the law or its interpretation change, our advice may be inappropriate. We are not responsible for updating our advice for changes in law or interpretation after the date hereof.
Québec announced through its November 10, 2017 economic plan that it intends to introduce legislation that will prohibit a taxpayer who has carried out a transaction, or series of transactions, subject to a Revenu Québec final assessment based on the general anti-avoidance rule from being able to obtain authorization from the Autorité des marchés financiers (AMF) to bid for or obtain public contracts.  The taxpayer will be listed in the Register of Enterprises Ineligible for Public Contracts.
Our advice is limited to the conclusions specifically set forth herein and KPMG expresses no opinion with respect to any other federal, provincial or foreign tax or legal aspect of the transactions described herein. It should be noted that the Canada Revenue Agency and/or the relevant provincial tax authority and/or a foreign tax authority and/or any other governmental tax authority (collectively a Tax or Revenue Authority) could take a different position with respect to these transactions in which case it may be necessary for you to defend this position on appeal from an assessment or litigate the dispute before the courts, including one or more appellate courts, in order for our conclusions to prevail.  If a settlement were reached with a Tax or Revenue Authority or if such appeal and litigation were not, or were not entirely, successful, the result would likely be different from the views we express herein.  Unless expressly provided for, KPMG’s services do not include representing Client in the event of a challenge by a Tax or Revenue Authority or litigation before any court.
KPMG's advice is for the sole use of KPMG's client.  The advice is based on the specific facts and circumstances and the scope of KPMG’s engagement and is not intended to be relied upon by any other person.  KPMG disclaims any responsibility or liability for any reliance that any person other than the client may place on this advice.

From: brian.fialko@thekey.com<mailto:brian.fialko@thekey.com> <brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>>
Sent: Tuesday, August 22, 2023 10:40 PM
To: Ip, Renee <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>>
Cc: 'Steven Kearley' <steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>>; 'Sam Naffaa' <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; 'Timothy Thomas' <tt@thekey.com<mailto:tt@thekey.com>>; Williams, Traci <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>
Subject: RE: TheKey Billing Process [EXTERNAL]

Hi Renee, please see authorization below.


I certify that the entity/entities listed below is/are not resident(s) in Canada for purposes of the Excise Tax Act (Canada):

1.      TheKey Holdings LLC





I have personal knowledge of such matters and I am authorized to act on behalf of the above and I have the authority to engage these entities listed above.

Where applicable, I agree to advise KPMG LLP of any change to the residence status of any of the above entities for purposes of the Excise Tax Act.

Brian Fialko, Director of Technical Accounting

From: Ip, Renee <reneeip@kpmg.ca<mailto:reneeip@kpmg.ca>>
Sent: Thursday, August 17, 2023 8:26 PM
To: brian.fialko@thekey.com<mailto:brian.fialko@thekey.com>
Cc: 'Steven Kearley' <steven.kearley@thekey.com<mailto:steven.kearley@thekey.com>>; Sam Naffaa <hcao.accounting@thekey.com<mailto:hcao.accounting@thekey.com>>; Timothy Thomas <tt@thekey.com<mailto:tt@thekey.com>>; Williams, Traci <traciwilliams@kpmg.ca<mailto:traciwilliams@kpmg.ca>>
Subject: TheKey Billing Process

Hi Brian,

As our engagement includes entities that our Canadian resident company, our billing team requires an email from an authorized contact stating that the party we are engaging is non-resident, TheKey Holdings LLC.  That said, the attached word document has instructions for you to send us such email.  The entity that should be listed would be TheKey Holdings LLC.  Appendix A provides you further details and explanation for your reference.

Look forward in receiving your email.

Regards,

Renee Ip
Senior Manager, Indirect Tax
KPMG LLP

Vaughan Metropolitan Centre
100 New Park Place, Suite 1400
Vaughan, ON L4K 0J3
Tel: 416-228-7027
Fax: 905-265-6390
Reneeip@kpmg.ca<mailto:Reneeip@kpmg.ca>

Any advice herein is based on the facts provided to us and on current tax law including judicial and administrative interpretation. Tax law is subject to continual change, at times on a retroactive basis and may result in incremental taxes, interest or penalties. Should the facts provided to us be incorrect or incomplete or should the law or its interpretation change, our advice may be inappropriate. We are not responsible for updating our advice for changes in law or interpretation after the date hereof.
Québec announced through its November 10, 2017 economic plan that it intends to introduce legislation that will prohibit a taxpayer who has carried out a transaction, or series of transactions, subject to a Revenu Québec final assessment based on the general anti-avoidance rule from being able to obtain authorization from the Autorité des marchés financiers (AMF) to bid for or obtain public contracts.  The taxpayer will be listed in the Register of Enterprises Ineligible for Public Contracts.
Our advice is limited to the conclusions specifically set forth herein and KPMG expresses no opinion with respect to any other federal, provincial or foreign tax or legal aspect of the transactions described herein. It should be noted that the Canada Revenue Agency and/or the relevant provincial tax authority and/or a foreign tax authority and/or any other governmental tax authority (collectively a Tax or Revenue Authority) could take a different position with respect to these transactions in which case it may be necessary for you to defend this position on appeal from an assessment or litigate the dispute before the courts, including one or more appellate courts, in order for our conclusions to prevail.  If a settlement were reached with a Tax or Revenue Authority or if such appeal and litigation were not, or were not entirely, successful, the result would likely be different from the views we express herein.  Unless expressly provided for, KPMG’s services do not include representing Client in the event of a challenge by a Tax or Revenue Authority or litigation before any court.
KPMG's advice is for the sole use of KPMG's client.  The advice is based on the specific facts and circumstances and the scope of KPMG’s engagement and is not intended to be relied upon by any other person.  KPMG disclaims any responsibility or liability for any reliance that any person other than the client may place on this advice.



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