1. Foreign Investment Provisions: Required when non-Canadian parties are involved, addressing Investment Canada Act requirements

2. Competition Compliance: Required when the transaction size meets Competition Act thresholds

3. Shareholder Approval: Required when corporate governance rules or articles require shareholder approval

4. Earn-out Provisions: Used when part of the exchange value is contingent on future performance

5. Employment Matters: Required when key employees are affected by the share swap

6. Intellectual Property: Important when IP assets are material to the transaction value

7. Third Party Consents: Required when material contracts need consent for change of control

8. Post-Closing Adjustments: Used when final valuations may need adjustment after closing

1. Schedule A - Description of Exchanged Shares: Detailed description of shares being exchanged, including class, rights, and restrictions

2. Schedule B - Valuation Report: Independent valuation of shares being exchanged

3. Schedule C - Corporate Information: Corporate documents, structure, and ownership information for both parties

4. Schedule D - Financial Statements: Recent financial statements of companies involved

5. Schedule E - Material Contracts: List and copies of material contracts affecting share value

6. Schedule F - Encumbrances: List of any liens, charges, or encumbrances on the shares

7. Schedule G - Required Consents: List of required regulatory and third-party consents

8. Appendix 1 - Closing Documents: Forms of share certificates, transfer documents, and other closing deliverables

9. Appendix 2 - Tax Elections: Required tax forms and elections for the exchange