Consideration for BHP Billiton Canada Core Zone Assets Sample Clauses

Consideration for BHP Billiton Canada Core Zone Assets. BCDC shall issue preferred shares to BHP Billiton Canada as consideration for the transfer of the BHP Billiton Canada Core Zone Assets. The value of the preferred shares to be issued by BCDC shall be the fair market value of the BHP Billiton Canada Core Zone Assets less the amount of the Assumed Liabilities related to the BHP Billiton Canada Core Zone Assets. BCDC and BHP Billiton Canada shall jointly elect under s. 85(1) of the Tax Act to effect the transfer of the BHP Billiton Canada Core Zone Assets at the lowest amount permitted under that provision, with the intention that BHP Billiton Canada shall realize no taxable income or capital gains on the transfer. BCDC and BHP Billiton Canada shall jointly elect under s. 22 of the Tax Act in respect of any accounts receivable included in the BHP Billiton Canada Core Zone Assets. BCDC and BHP Billiton Canada shall further jointly elect under s. 167(1) of the Excise Tax Act (Canada), with the intention that no GST be applicable on the transfer of the BHP Billiton Canada Core Zone Assets. In this respect and before the transfer, BCDC shall open a GST/HST account with the Canada Revenue Agency under its existing federal Business Number.
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Related to Consideration for BHP Billiton Canada Core Zone Assets

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  • Acquisition for Own Account Purchaser is acquiring the Shares and the Conversion Shares for Purchaser's own account for investment only, and not with a view towards their distribution.

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