Model Independent Auditors’ Report (Immigrant Investors)

INDEPENDENT AUDITORS’ REPORT

TO IQ IMMIGRANTS INVESTISSEURS INC.

Business Assistance – Immigrant Investor Program

__________________________________________________

Opinion

We have audited the expenditures incurred (column 2) and the financing carried out (column 6) in the tables of expenditures and financing of [company name] (the “Company”) for the period from [date] to [date] for the project …(project title)….

In our opinion, the financial information presented in the attached tables has been prepared, in all material respects, in accordance with the financial reporting provisions set out in section [XX] of the agreement entered into on [date] [if applicable, add: “and amended on [date]”] between IQ Immigrants Investisseurs inc. and the Company.

Basis for Opinion

We conducted our audit in accordance with Canadian generally accepted auditing standards (GAAS). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Tables section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the tables in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter – Accounting Standards and Restriction on Dissemination

We draw attention to note [X] to the tables, which describes the accounting standards applied. The tables were prepared to help the Company meet the terms and conditions of the agreement between Immigrants Investisseurs inc. and the Company. As a result, it is possible that the tables may not be appropriate for another purpose. Our report is intended solely for the Company and Immigrants Investisseurs inc. and should not be disseminated to or used by parties other than the Company and Immigrants Investisseurs inc. Our opinion is not qualified in respect of this matter.

Responsibilities of Management and Those Charged with Governance for the Tables

Management is responsible for the preparation of the tables in accordance with the financial reporting provisions set out in section [XX] of the agreement entered into on [date] [if applicable, add: “and amended on [date]”] between IQ Immigrants Investisseurs inc. and the Company, as well as with the internal controls it considers necessary to permit the preparation of tables free from material misstatement, whether due to fraud or error.

In preparing the tables, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Tables

Our objectives are to obtain reasonable assurance about whether the tables are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian GAAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these tables.

As part of an audit in accordance with Canadian GAAS, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the tables, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the tables or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

[Signature]1

[City], Québec

[Date]

___________________________________________

1 CPA auditor, [accounting designation prior to the coming into force of the CPA Act], public accountancy permit no. [A######]

Model Table of Expenditures
...(Company name)...
Table of Expenditures from … (date)… to ...(date)...
Investment project in the amount of ...(amount)... located at ...(address of project)...

Project	Capitalized expenditures $ (Yes or No)	Amounts provided for under the agreement (1)	Expenditures incurred* to date (cumulative) (2)	Estimated expenditures to complete the project (3)	Overrun or adjustment (4)
Note: Enter the project elements as they appear in the agreement Example: Land and land improvements Building (in square feet) Machinery and equipment Rolling stock Furniture Other (specify)	$	$	$	$	$
TOTAL	$	$	$	$	$
COMMENTS: ...(delays, overruns, amendments, etc.)...
NOTE: Column 1 = Column 2 + Column 3 – Column 4 if applicable
* Expenditures in consideration for which the company has received a good or a service obligating it to pay under the terms of an agreement or contract
Date

Model Table of Financing
...(Company name)...
Table of Financing as at ...(date)...
Investment project in the amount of ...(amount)... located at ...(address of project)...
Financing	Provided for under the agreement (5)	Carried out to date (6)	Estimated amount to complete the project (7)	Overrun or adjustment (8)
Example: Term loan …(bank’s name)… Investissement Québec BDC Other Non-refundable financial contribution Government of Québec Government of Canada Other Share capital Common shares Preferred shares Working capital	$	$	$	$
TOTAL	$	$	$	$
Column 5 = Column 1 Column 6 = Column 2 Column 7 = Column 3 Column 8 = Column 4
Date