Nicky is the sole shareholder of Nic Ltd., a corporation with an October 31 year-end. Nic Ltd. produces Accounting Visors. Nicky started the corporation with an initial capital investment of $30,000 for which he received 1,000 shares. Nicky has let it be known that he wants to sell his business to enable him to build up a new tax consulting business. As a result, Nicky has received two separate offers, both from individuals and both effective January 1,2021. Offer One Over Taxed is willing to pay $1,000,000 for the shares of Nic Ltd. Offer Two Under Taxed is willing to buy the assets through an existing corporation that she owns. Under's offer is as follows: Asset Offer Marketable securities $ 14,000 Accounts receivable 60,000 Inventory 254,000 Land 372,000 Building 330,000 Equipment 12,000 Goodwill 180.000 Total offer $1.222.000 You have been given the following additional information. 1. Details of the assets and liabilities of Nic Ltd. Assets Tax Value Cash $ 15,000 Marketable securities, adjusted cost base 26,000 Accounts receivable face value $62,000 Less: allowance (6.000') 56,000 Inventory, cost amount 230,000 Land, adjusted cost base 144,000 Building undepreciated capital cost (UCC) (capital cost is $235,000) 203,000 Equipment, UCC (capital cost is $65,000) 22,000 Goodwill, UCC Class 14.1 (cost is $38,000; acquired 33,500 2017) Liabilities Trade payables 47,000 Bank loan 118,000 2. The paid-up capital of the outstanding shares in Nic Ltd. is $30,000. 3. The capital dividend account of Nic Ltd. is $94,000 before any sale of assets under the offer above. 4. The non-eligible refundable dividend tax on hand balance of Nic Ltd. was $18,000 on October 31, 2020. 5. Nicky and Under have agreed to file an election under section 22 of the Income Tax Act for the transfer of the accounts receivable should they eventually agree to a deal. 6. Nic Ltd. has the following tax rates: a) 13% on active business income up to the small business deduction limit (there are no associated companies) b) 40% on other income (before the 10%% additional refundable tax on aggregate investment income and before the refundable Part I tax on investment income) The corporation will have a nil GRIP balance at the time of a winding-up. 7. Nicky pays personal tax at the top marginal combined federal and provincial rate of 42.5% on actual dividends from the low-rate income of a CCPC and 50% on all other income. 8. Nicky utilized all of his capital gains exemption on a previous sale of the shares of a qualified small business corporation. Required: Advise Nicky as to which offer will provide him with the most after-tax funds.