CompaniesFootnote 1 provides cash support to ad hoc vehicles (PES) through different types of cash facilities with different credit risks. These cash facilities may be credit facilities that include general market disruption clauses, liquidity asset purchase contracts (AAPs) and credit facilities structured in the same way as those that support the issuance of business documents to businesses. OSFI expects companies to control both their credit commitment and their liquidity commitment to THE SPEs. This recommendation specifies the treatment of EPS exposures through certain cash support mechanisms and should be read in conjunction with OSFI B-2: Large Exposure Limits (DTIs) and Large Exposure Limits (Life) and guidelines B-5: Asset Securitization and B-5A Asset Securitization (FBBs). The determination and taxation of behaviours is an important objective of the APA.  The buyer must represent his power to acquire the asset. The seller must represent his power to sell the asset. In addition, the seller argues that the purchase price of the asset is equal to its value and that the seller is not in financial or legal difficulty. Recognizing that the company is ultimately committed to acquired assets and not to EPS, LAPAs should be excluded from the calculation of EPS exposure in guideline B-2. Exposure to the debtor that the company would use in the case of LAPA`s legal status should be aggregated with all other exposures on that debtor. In a merger or acquisition transaction, asset purchase agreements have a number of advantages and disadvantages in relation to the use of a share purchase agreement or a merger agreement. In the event of a share acquisition or merger, the buyer receives all the assets of the target, without exception, but also automatically assumes all the liabilities of the target. An asset acquisition contract not only allows a transaction that transfers only a portion of the assets (which is sometimes desired), but also allows the parties to negotiate what liabilities of the target are explicitly borne by the buyer and allows the buyer to leave behind liabilities that he does not want (or does not know).
One of the drawbacks of an asset sale contract is that it can often result in more control changes.