A disposition is not a transfer of value if it is shown that it was not intended, and was not made in a transaction intended, to confer any gratuitous benefit on any person and either—
that it was made in a transaction at arm's length between persons not connected with each other, or
that it was such as might be expected to be made in a transaction at arm's length between persons not connected with each other.
Subsection (1) above shall not apply to a sale of unquoted shares or unquoted debentures unless it is shown that the sale was at a price freely negotiated at the time of the sale or at a price such as might be expected to have been freely negotiated at the time of the sale.
In this section—
"disposition" includes anything treated as a disposition by virtue of section 3(3) above;
"transaction" includes a series of transactions and any associated operations.