Why did Municipal Tax Advisory Group Inc disappear? Significant developments subsequent to the second quarter of 2022:
In July 2022, the Company acquired Municipal Tax Equity Consultants Inc. ("MTEC") and the Company’s
associated entity, MTAG Paralegal Professional Corp., acquired MTE Paralegal Professional Corporation
(“MTEP”, and together with MTEC, “MTE”). The purchase price for the acquisition of MTEP is $900, payable
in cash and the aggregate purchase price for the acquisition of MTEC by Voxtur is $3,500, subject to customary
adjustments, paid in a combination of cash, totaling $2,200, and common shares of the Company, with $800 of
the MTEC purchase price satisfied by the issuance of 808,080 Common Shares at closing, priced at $0.99 per
Common Share, and $500 of the MTEC purchase price satisfied by the issuance of up to 505,050 Common Shares,
subject to an escrow hold period of 18 months, priced at $0.99 per share. The number of escrowed shares to be
issued following the escrow hold period are subject to a downward adjustment. In addition, $500 of the cash
portion of the MTEC Purchase Price is subject to an escrow hold period of 18 months.
Consolidated Entity:
As required under the Law Society Act (Ontario) and applicable regulations, MTAG Paralegal Professional Corporation is
a separate professional corporation. The Executive Chairman of the Company, a paralegal licensed in the Province of
Ontario, is the sole shareholder of this professional corporation; however, the Company controls the entity through
contractual arrangements, which also provide that all economic benefit or loss resulting from the entity will be received by
the Company.
All of these transactions are in the normal course of operations and are measured at the transaction amount, being the
amount of consideration established and agreed to by the related parties. The above noted transactions were approved by
the Board of Directors of the Company.
(c) Consolidation
The consolidated financial statements comprise the subsidiaries presented below.
Subsidiary1 Voting Securities Jurisdiction of Year End
Incorporation
iLOOKABOUT Inc. 100% Ontario December 31
iLOOKABOUT (US) Inc. 100% Delaware December 31
Municipal Tax Advisory Group Inc. 100% Ontario December 31
MTAG Paralegal Professional Corporation 0% Ontario December 31
Clarocity Inc. 100% Delaware December 31
Notes:
1. Subsidiaries are legal entities controlled by the Company. Control exists when the Company has power
to direct the relevant activities of an entity and is exposed to or has rights to variable returns from its
involvement with the entity. In certain circumstances, the Company may have control over an entity in
which it does not own more than 50% voting interest. In making this determination, the Company
considers all relevant facts and circumstances in assessing whether it has power over the entity including
rights arising from contractual arrangements that allow the Company to direct the relevant activities and
be exposed to variable returns of the entity, among other considerations.
2. As required under the Law Society Act (Ontario) and applicable regulations, MTAG Paralegal
Professional Corporation is a separate professional corporation. While the Company does not have any
voting rights in this entity, the Company controls the entity through contractual arrangements.
3. Clarocity Inc. owns 100% of the voting securities of each of Clarocity Valuation Servicess, LLC, a
Kansas limited liability company, and Valuation Vision Inc., a California corporation (together,
“Clarocity Group”)