3. PRESENTATIONS/DELEGATIONS (list, if any, available at meeting) Brant & Brantford Local Housing Corporation Board of Directors May 4, 2016

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1 BRANT & BRANTFORD LOCAL HOUSING CORPORATION BOARD OF DIRECTORS AGENDA WEDNESDAY, JUNE 1, 2016 (IMMEDIATELY FOLLOWING JOHN NOBLE HOME COMMITTEE OF MANAGEMENT WHICH COMMENCES AT 9:00 A.M.) COUNCIL CHAMBERS, BRANTFORD CITY HALL Councillor Kings in the Chair 1. ROLL CALL 2. DECLARATION OF CONFLICTS OF INTEREST 3. PRESENTATIONS/DELEGATIONS (list, if any, available at meeting) 4. CONSENT ITEMS 4.1 Minutes THAT the following Minutes BE ADOPTED: Brant & Brantford Local Housing Corporation Board of Directors May 4, Business Arising from the Minutes (no copy) 5. ITEMS FOR CONSIDERATION 5.1 Approval for the disposition of Ten (10) Brant and Brantford Local Housing Corporation (LHC) Single Family Homes [Financial Impact: Revenue to be placed into City of Brantford Social Housing-Acquisition Reserve Fund] (PHSSS ) A. THAT the LHC comply with any and all directions of The Corporation of the City of Brantford ( City ) regarding the sale of 10 single family homes in the Woodlawn Meadows portfolio, which directions may include, but are not limited to, the transfer of the properties, the manner in which they are listed or sold, and how to distribute the proceeds of sale; and

2 Brant & Brantford Local Housing Corporation Board of Directors Agenda June 1, 2016 Page 2 B. THAT the Chair, and the Chief Executive Officer of the LHC BE AUTHORIZED to sign all documents necessary to effect the contemplated transactions; and C. THAT the City Solicitor, or designate, BE AUTHORIZED to sign all electronic registration documents, where available, and all documents standard or necessarily incidental to the proposed transactions. 5.2 Approval of business related to the 2016 Annual General Meeting of the Brant & Brantford Local Housing Corporation, including adoption of 2015 Financial Statements, appointment of auditor, and ratification of Directors for the Corporation [No Financial Impact] (PHSSS ) A. THAT the date for the Shareholder s Annual General Meeting BE CALLED for Tuesday, June 28, 2016 and be held as part of the scheduled meeting of Brantford City Council; and B. THAT the Manager, Legislative Services BE REQUESTED to fulfill the notice requirements for such Annual General Meeting; and C. THAT the notification for the Annual General Meeting to be delivered by electronic communication methods BE APPROVED; and D. THAT Staff BE REQUESTED to submit to the Shareholder a report on behalf of the Board, to be substantially in the form attached hereto as Appendix A subject to any matters that the Board wishes to be considered by the Shareholder, or amendments deemed necessary by legal counsel; and E. THAT the persons incumbent in the respective positions listed with the City of Brantford, BE RE-APPOINTED as Officers of Brant and Brantford Local Housing Corporation: a. President Mayor b. Vice-President Chair of Social Services Committee c. Chief Executive Officer General Manager, Public Health, Safety & Social Services d. Treasurer/Banking Signing Officer City Treasurer e. Secretary City Clerk or Designate f. Signing Officers President and Vice-President

3 Brant & Brantford Local Housing Corporation Board of Directors Agenda June 1, 2016 Page 3 F. THAT the attached unaudited 2015 Financial Statements of the Brant and Brantford Local Housing Corporation, as at December 31st, 2015 BE APPROVED and subsequently form part of the Board s Annual General Meeting report to the Shareholder; and G. THAT the President and Vice-President BE AUTHORIZED to execute the Financial Statements. 6. PRIVATE AND CONFIDENTIAL ITEMS 7. RESOLUTIONS 8. NOTICES OF MOTION 9. ADJOURNMENT

4 BRANT & BRANTFORD LOCAL HOUSING CORPORATION BOARD OF DIRECTORS MINUTES WEDNESDAY, MAY 4, :52 A.M. (IMMEDIATELY FOLLOWING JOHN NOBLE HOME COMMITTEE OF MANAGEMENT WHICH COMMENCED AT 9:00 A.M.) NOBLE HALL, JOHN NOBLE HOME 97 MOUNT PLEASANT STREET, BRANTFORD Councillor Kings in the Chair 1. ROLL CALL Present: County of Brant Councillor Miller, Councillor Bouma, Councillor Simons, Councillor Cardy City of Brantford Councillor Kings, Councillor Antoski, Councillor McCreary, Mayor Friel Regrets: City of Brantford Councillor Sless, Councillor Van Tilborg Also Present: Mayor Eddy, P. Emerson, G. Rae, J. Atanas, S. Ellins, E. Denton, S. Proulx, M. Cox, M. MacLellan, B. Barnes, M. Jacklyn, K. Schmitte, L. Clarkson, C. Glassford, S. Evenden, D. Miskiw, K. Dickens, K. Anderson, C. Touzel 2. DECLARATION OF CONFLICTS OF INTEREST None 3. PRESENTATIONS/DELEGATIONS (list, if any, available at meeting) None

5 Brant & Brantford Local Housing Corporation Board of Directors Minutes May 4, 2016 Page 2 4. CONSENT ITEMS Moved by Councillor Bouma Seconded by Councillor McCreary THAT all Consent Items BE APPROVED. None of the Consent Items were separated for discussion purposes. The following Consent Items were then voted on and approved: 4.1 Minutes THAT the following Minutes BE ADOPTED: Brant & Brantford Local Housing Corporation Board of Directors February 3, Business Arising from the Minutes (no copy) 4.2 Quarterly Reporting of the Operational Management of the Brant and Brantford Local Housing Corporation units [Financial Impact - None] (PHSSS ) THAT the quarterly report on the operational management for the Brant and Brantford Local Housing Corporation (LHC) units (PHSSS ) BE RECEIVED. ALL CONSENT ITEMS CARRIED 5. ITEMS FOR CONSIDERATION None 6. PRIVATE AND CONFIDENTIAL ITEMS None 7. RESOLUTIONS None

6 Brant & Brantford Local Housing Corporation Board of Directors Minutes May 4, 2016 Page 3 8. NOTICES OF MOTION None 9. ADJOURNMENT The meeting adjourned at 9:54 a.m. Councillor L. Kings Chair C. Touzel Deputy Clerk/Manager, Legislative Services

7 DATE: June 1, 2016 REPORT NO. PHSSS TO: Brant and Brantford Local Housing Corporation Board of Directors FROM: Jo Atanas, General Manager Public Health, Safety & Social Services Maryellen MacLellan, Director of Housing Services PREPARED BY: Kevin O Hara, Manager Housing Operations 1.0 TYPE OF REPORT CONSENT ITEM [ ] ITEM FOR CONSIDERATION [ X ] 2.0 TOPIC Approval for the disposition of Ten (10) Brant and Brantford Local Housing Corporation (LHC) Single Family Homes [Financial Impact: Revenue to be placed into City of Brantford Social Housing-Acquisition Reserve Fund] (PHSSS ). 3.0 RECOMMENDATION A. THAT the LHC comply with any and all directions of The Corporation of the City of Brantford ( City ) regarding the sale of 10 single family homes in the Woodlawn Meadows portfolio, which directions may include, but are not limited to, the transfer of the properties, the manner in which they are listed or sold, and how to distribute the proceeds of sale; and Public Health, Safety and Social Services 220 Colborne Street, P.O. Box 845 Brantford, ON N3T 5R7 Phone: Fax:

8 Report No. PHSSS Date: June 1, 2016 Page 2 B. THAT the Chair, and the Chief Executive Officer of the LHC BE AUTHORIZED to sign all documents necessary to effect the contemplated transactions; and C. THAT the City Solicitor, or designate, BE AUTHORIZED to sign all electronic registration documents, where available, and all documents standard or necessarily incidental to the proposed transactions. 4.0 PURPOSE The purpose of this report is to receive Board approval to proceed with the sale of ten (10) single family homes from the Woodlawn Meadows portfolio, owned by the Brant and Brantford Local Housing Corporation ( LHC ), in accordance with City of Brantford directions. Ministerial Consent for the sale of 10 LHC single family homes was received on February 10, 2016 from the Ministry of Municipal Affairs and Housing. 5.0 BACKGROUND The Woodlawn Meadows portfolio is owned by the LHC. However, the LHC holds legal title only to the properties. Beneficial ownership of the properties is held by The Corporation of the City of Brantford, pursuant to a trust agreement, dated January 21, 2002 ( Agreement ), a copy of which is attached as Appendix A. Section 2 of that agreement states that, the LHC will retain legal title to the assets and shall, upon request of the City, convey the assets to the City or as the City may direct. As a result, the City has the ability to direct the LHC to effect the sale, and to direct that the funds obtained on the sale be for the benefit of the City. A report was presented to the City of Brantford s Social Services Committee, recommending the sale of 10 properties in accordance with Ministerial Consent received from the Ministry of Municipal Affairs and Housing on February 10, The City has directed the sale of these assets, and accordingly the LHC must comply or it would be in breach of the trust agreement. The Chair of the LHC is the Chair of the Social Services Committee, and the Chief Executive Officer is the General Manager of Public Health, Safety and Social Services. 6.0 INPUT FROM OTHER SOURCES Staff with the Legal & Real Estate Department, as well as the Finance Department were consulted and assisted with the preparation of this report.

9 Report No. PHSSS Date: June 1, 2016 Page ANALYSIS The twenty-eight (28) properties located in the Woodlawn Meadows portfolio are owned by the LHC, held in trust by the LHC for the benefit of the City, pursuant to the attached agreement, dated January 21, The City has directed the LHC to affect the sale of ten (10) units in the Woodlawn Meadows portfolio. Proceeds from the sale of units will be used to increase the supply of affordable housing throughout the community. In addition to replacing the ten units of housing to be sold, more affordable housing will be created through this initiative resulting in an innovative approach to enhance future development of the social housing portfolio Staff have not yet made a final decision on which ten (10) properties at Woodlawn Meadows will be sold. Factors affecting this decision will include which current market rent tenants qualify for home ownership and which units become vacant due to a tenant transfer or a tenant moving out for other reasons (natural, or program driven attrition). The proposed sale of ten (10) units may take several years and, with the exception of homes sold to existing market rent tenants, units will be listed on the real estate market in order to produce the best yield for these assets. 7.0 FINANCIAL IMPLICATIONS The Province provided ministerial consent for the sale of these properties with the stipulation that the City, as Service Manager, contributes the proceeds from the sale to a Social Housing Reserve Fund for future Social Housing purposes and to replace the 10 housing units sold. Revenue earnings following the sale of each single family home will be credited to a City reserve created to hold funds for future social housing development; those funds will be used to offset current and/or future new higher-density affordable housing developments. City staff is assessing what manner would be most expeditious for the City to receive the proceeds of sale, giving consideration to potential tax/financial implications for both the City and the LHC (since the City is responsible for all obligations of the LHC). Examples of the options being considered include the following: a. LHC transfers the property and gives a Direction (to have the funds payable directly to the City); b. The proceeds of sale be transferred to the City pursuant to the trust agreement; c. The LHC transfers legal title of the property to the City as beneficial owner pursuant to the trust agreement.

10 Report No. PHSSS Date: June 1, 2016 Page 4 Pursuant to the LHC Bylaws, dividends may not be declared or paid, which is why a dividend payment is not listed as an option CONCLUSION The City is the sole shareholder of the LHC. The LHC holds title to various properties, in trust for the City, pursuant to a trust agreement. The City has approved a report from City Staff recommending the sale of 10 of those properties, and that the proceeds of the sale be received by the City. Given the City has provided direction to the LHC regarding this matter and pursuant to the trust agreement in place, the LHC is required to proceed with the sale. Maryellen MacLellan, Director Housing Services Jo Cupoli-Atanas, General Manager Public Health, Safety & Social Services Kevin O Hara, Manager Housing Operations Attachments: Appendix A City of Brantford Trust Agreement Copy: N/A In adopting this report, is a by-law or agreement required? If so, it should be referenced in the recommendation section. By-law required [ ] yes [ x ] no Agreement(s) or other documents to be signed by Mayor and/or City Clerk [ ] yes [ x ] no Is the necessary by-law or agreement being sent concurrently to Council? [ ] yes [ x ] no

11 Report No. PHSSS Date: June 1, 2016 Page 5 Appendix A Trust Agreement (LHC & City of Brantford)

12 Report No. PHSSS Date: June 1, 2016 Page 6 2. Legal Title Despite Section 1, the LHC will retain legal title to tne assets and shall, upon request of the City, convey the assets to the City or as the City may direct. 3. Assumption of Obligations The City assumes all contractual and other obligations, burdens, liabilities and responsibilities in respect of the assets and business affairs of the'lhc. 4. Assignment of Rights The LHC ass i~ns to the City all rights, privil~ges, remedies and chases in action in relation to the assets. 5. Agreements Where it is proposed to lease any of the assets (either to residential tenants or otherwise), such leases shall be drawn showin.q the City as Landlord and not the LHC. All other agreements in relation to.the assets or the business affairs of the LHC, $hall be in the name of the City. 6. Effective Date This Agreement shall be effective January 1, IN WITNESS WHEREOF THE PARTIES HAVE EXECUTED THIS AGREEMENT ~ Mayor ~s ~, _ Clerk T0e Brant and Brantford Local Hous.ing (::QrP.9'f.iation., '... :: p.er:..... '.: \ Chair.. ~.:i ~ : ' : ~.0.

13 DATE: June 1, 2016 REPORT NO. PHSSS TO: FROM: PREPARED BY: Brant & Brantford Local Housing Corporation Board of Directors Jo Cupoli-Atanas, General Manager Public Health, Safety & Social Services Maryellen MacLellan, Director of Housing Services Kevin O Hara, Manager Housing Operations 1.0 TYPE OF REPORT CONSENT ITEM [ ] ITEM FOR CONSIDERATION [ X ] 2.0 TOPIC Approval of business related to the 2016 Annual General Meeting of the Brant & Brantford Local Housing Corporation, including adoption of 2015 Financial Statements, appointment of auditor, and ratification of Directors for the Corporation [No Financial Impact] (PHSSS ) 3.0 RECOMMENDATION A. THAT the date for the Shareholder s Annual General Meeting BE CALLED for Tuesday, June 28, 2016 and be held as part of the scheduled meeting of Brantford City Council; and B. THAT the Manager, Legislative Services BE REQUESTED to fulfill the notice requirements for such Annual General Meeting; and C. THAT the notification for the Annual General Meeting to be delivered by electronic communication methods BE APPROVED; and Public Health, Safety and Social Services - Housing 220 Colborne Street, P.O. Box 845 Brantford, ON N3T 5R7 Phone: Fax:

14 Report No. PHSSS Date: June 1, 2016 Page 2 D. THAT Staff BE REQUESTED to submit to the Shareholder a report on behalf of the Board, to be substantially in the form attached hereto as Appendix A subject to any matters that the Board wishes to be considered by the Shareholder, or amendments deemed necessary by legal counsel; and E. THAT the persons incumbent in the respective positions listed with the City of Brantford, BE RE-APPOINTED as Officers of Brant and Brantford Local Housing Corporation: a. President Mayor b. Vice-President Chair of Social Services Committee c. Chief Executive Officer General Manager, Public Health, Safety & Social Services d. Treasurer/Banking Signing Officer City Treasurer e. Secretary City Clerk or Designate f. Signing Officers President and Vice President F. THAT the attached unaudited 2015 Financial Statements of the Brant and Brantford Local Housing Corporation, as at December 31st, 2015 BE APPROVED and subsequently form part of the Board s Annual General Meeting report to the Shareholder; and G. THAT the President and Vice-President BE AUTHORIZED to execute the Financial Statements. 4.0 PURPOSE This report seeks Local Housing Corporation Board of Directors approval to call an Annual General Meeting for the Corporation, and approval of 2015 financial statements and matters related to calling the annual meeting. 5.0 BACKGROUND The Brant & Brantford Local Housing Corporation holds title to 874 housing units located in the City of Brantford and Brant County. Members of the City of Brantford Social Services Committee serve as the Board of the corporation, and the sole shareholder for the corporation is The City of Brantford. All functions and activities of the Brant & Brantford Local Housing Corporation (LHC) are managed by City of Brantford staff through regular City of Brantford operations. Oversight of the LHC lies within the Public Health, Safety & Social Services Commission, where the Brantford Housing Department provides day-to-day property management, rent collections, building maintenance, identifies and assists with delivery of capital upgrades for the corporation s building assets.

15 Report No. PHSSS Date: June 1, 2016 Page 3 Legislation applicable to the LHC requires an annual meeting to take place not more than fifteen months following the previous annual meeting. Business associated with the last annual meeting took place on May 19, 2015, and was recorded at a meeting of Brantford City Council on June 22, CORPORATE POLICY CONTEXT The contents of this report support Excellence in Governance and Municipal Management, area Review the City s services [and] adapt to changing demographics; and High Quality of Life and Caring for all Citizens, area Continuing to focus on affordable housing that addresses the shift in demographics. 7.0 INPUT FROM OTHER SOURCES Staff with the Finance Department as well as the Legal & Real Estate Department were consulted and provided input for this report. 8.0 ANALYSIS The LHC is a corporate entity required to follow certain provisions of the Ontario Business Corporations Act. The Board of Directors is responsible, in part, for approval of financial statements for the corporation, approval of an annual meeting, and providing a report to the Shareholder at the annual meeting. All operations, management and financial dealings of the corporation are handled through the City of Brantford s regular business processes. Staff has drafted a report to the Shareholder for the purposes of the annual meeting, which is attached as Appendix A for consideration by the Board. The purpose of an annual meeting is partly a meeting where Directors update and inform the Shareholder. The attached report should accurately reflect the wishes of the Board regarding the information presented to the Shareholder. This includes approval of the non-appointment of auditors given the financial statements for the corporation consists of only one line, $1.00 for share capital, and no transactions occur in the corporation. All balances and transactions related to the operations of the LHC are recorded in the City s financial system and are audited as part of the annual City audit. Regardless of this arrangement, the Ontario Business Corporations Act requires Board approval of the corporation s 2015 financial statement and that the financial statement form part of the Board s report to the Shareholder, City of Brantford Council as a whole, at a scheduled annual meeting.

16 Report No. PHSSS Date: June 1, 2016 Page FINANCIAL IMPLICATIONS There are no financial implications associated with this report CONCLUSION Approval of the recommendations in this report, PHSSS , is required given the described responsibilities of the Board of Directors for the Brant & Brantford Local Housing Corporation. Further, legal counsel has advised that regardless of past practices, utilizing a report process for 2016 and any future annual meetings of the corporation is acceptable and provides efficiencies. Maryellen MacLellan, Director Housing Services Jo Cupoli-Atanas, General Manager Public Health, Safety & Social Services Kevin O Hara, Manager Housing Operations Attachments: Appendix A Annual Meeting Report to Shareholder (PHSSS ) Appendix 1 LHC 2015 Financial Statements In adopting this report, is a by-law or agreement required? If so, it should be referenced in the recommendation section. By-law required [ ] yes [ x ] no Agreement(s) or other documents to be signed by Mayor and/or City Clerk [ ] yes [ x ] no Is the necessary by-law or agreement being sent concurrently to Council? [ ] yes [ x ] no

17 Appendix A to Report PHSSS DATE: June 28, 2016 REPORT NO. PHSSS TO: FROM: PREPARED BY: The Brant & Brantford Local Housing Corporation Shareholder (Brantford City Council) Jo Cupoli-Atanas, General Manager Public Health, Safety & Social Services Maryellen MacLellan, Director of Housing Services Kevin O Hara, Manager Housing Operations 1.0 TYPE OF REPORT CONSENT ITEM [ ] ITEM FOR CONSIDERATION [ X ] 2.0 TOPIC Approval of recommendations forming the 2016 Annual General Meeting of the Brant & Brantford Local Housing Corporation, including adoption of 2015 Financial Statements, appointment of auditor, and ratification of Directors for the Corporation [No Financial Impact] (PHSSS ) 3.0 RECOMMENDATION A. THAT the unaudited financial statements of the Brant and Brantford Local Housing Corporation as at December 31st, 2015 BE ADOPTED; and, B. THAT the Shareholder of the Corporation APPROVE the non-appointment of an auditor for the financial year of the Corporation ending December 31, 2016, pursuant to Section 148 of the Business Corporations Act (Ontario); and, Public Health, Safety and Social Services - Housing 220 Colborne Street, P.O. Box 845 Brantford, ON N3T 5R7 Phone: Fax:

18 Report No. PHSSS Date: June 28, 2016 Page 2 C. THAT the following incumbents, having been appointed as Officers of Brant and Brantford Local Housing Corporation by the Directors, BE RATIFIED in the respective positions listed: a. President Mayor b. Vice-President Chair of Social Services Committee c. Chief Executive Officer General Manager, Public Health, Safety & Social Services d. Treasurer/Banking Signing Officer City Treasurer e. Secretary City Clerk or Designate f. Signing Officers President and Vice President D. AND THAT it be ACKNOWLEDGED that the minutes of the 2015 Annual General Meeting, held in May 2015 and recorded at a meeting of Brantford City Council on June 22, 2015, were adopted by the Shareholders at the meeting of Brantford City Council held on June 28, PURPOSE This report fulfills the Annual General Meeting requirement for the Brant and Brantford Local Housing Corporation pursuant to the Ontario Business Corporations Act. 5.0 BACKGROUND The Brant & Brantford Local Housing Corporation (LHC) holds title to 874 housing units located in the City of Brantford and Brant County. Members of the City of Brantford Social Services Committee serve as the Board of the Corporation, and the sole shareholder for the Corporation is The City of Brantford. All functions and activities of the LHC are managed by City of Brantford staff through regular City of Brantford operations within the Public Health, Safety & Social Services Commission. Legislation applicable to the LHC requires an Annual General Meeting to take place not more than fifteen months following the previous Annual General Meeting. The business associated with the LHC s Annual General Meeting last year took place on May 19, 2015, and was recorded at a meeting of Brantford City Council on June 22, CORPORATE POLICY CONTEXT The contents of this report support Excellence in Governance and Municipal Management, area Review the City s services [and] adapt to changing

19 Report No. PHSSS Date: June 28, 2016 Page 3 demographics; and High Quality of Life and Caring for all Citizens, area Continuing to focus on affordable housing that addresses the shift in demographics. 7.0 INPUT FROM OTHER SOURCES Staff with the Finance Department as well as the Legal & Real Estate Department were consulted and provided input for this report. 8.0 ANALYSIS Pursuant to legislation, the Ontario Business Corporations Act, the LHC is required to call an Annual Meeting of the shareholders. At their Board Meeting held on June 1, 2016, the LHC Board called the shareholder Annual General Meeting for June 28, 2016 to coincide with a scheduled meeting of Brantford City Council. Matters approved through this report form the business of the 2016 Annual General Meeting for the LHC shareholder. Given the structure of the LHC, the purpose of this Annual General Meeting is partly to ensure the Directors (members of Social Services Committee) updates and informs the shareholder, as represented by all members of Brantford City Council. In addition, the shareholder is requested to approve the nonappointment of auditors given the financial statements for the Corporation consists of only one line, $1.00 for share capital, and no transactions occur in the Corporation. Finally, the shareholder is requested to adopt the minutes of the 2015 Annual General Meeting (Appendix A), the 2015 Financial Statements (Appendix B), and to ratify the appointment of Officers for the LHC as detailed in the recommendations of this report. 9.0 FINANCIAL IMPLICATIONS There are no financial implications associated with this report CONCLUSION Approval of the recommendations in this report, PHSSS , is required given legislation related to the Brant & Brantford Local Housing Corporation. Legal counsel has advised that, regardless of past practices, utilizing a report process for 2016 and any future annual meetings of the corporation is acceptable and provides efficiencies.

20 Report No. PHSSS Date: June 28, 2016 Page 4 Maryellen MacLellan, Director Housing Services Jo Cupoli-Atanas, General Manager Public Health, Safety & Social Services Kevin O Hara, Manager Housing Operations Attachments: Appendix A 2015 Annual Meeting Business Minutes Appendix 1 LHC 2015 Financial Statements In adopting this report, is a by-law or agreement required? If so, it should be referenced in the recommendation section. By-law required [ ] yes [ x ] no Agreement(s) or other documents to be signed by Mayor and/or City Clerk [ ] yes [ x ] no Is the necessary by-law or agreement being sent concurrently to Council? [ ] yes [ x ] no

21 Report No. PHSSS Date: June 28, 2016 Page 5 Appendix A 2015 Annual Meeting Business Minutes CITY COUNCIL MINUTES MONDAY, JUNE 22,2015 6:00P.M. COUNCIL CHAMBERS, BRANTFORD CITY HALL Brant and Brantford Local Housing Corporation Board of Directors Report # Resolutions of the Shareholder of the Brant and Brantford Local Housing Corporation A. THAT the Mayor and Clerk BE AUTHORIZED to execute the Resolutions of the Sole Shareholder of the Brant and Brantford Local Housing Corporation Annual General Meeting respecting: Consent to Non-Appointment of Auditors for the year ending December 31, 2015; and Appointment of Directors; and Adoption of Financial Statements (un-audited) for year ending December 31, 2014; and Confirmation of Proceedings for the year ending June 3, 2015 B. THAT the Resolutions of the Sole Shareholder of the Brant and Brantford Local Housing Corporation BE PLACED on the June 22, 2015 Signing Bylaw.

22 BRANTANDBRANTFORDLOCAL HOUSING CORPORATION FINANCIAL STATEMENTS (UNAUDITED) For the year ended December 31, 2015 Nl Mil lards ~ Chartered Accountants

23 BRANTANDBRANTFORDLOCAL HOUSING CORPORATION For the year ended December 31, 2015 INDEX Page NOTICE TO READER FINANCIAL STATEMENTS Statement of Financial Position 2

24 N1 Mil lards ~ Chartered Accountants P.O. Box 367, 96 Nelson Street Brantford, Ontario N3T 5N3 Telephone: (519) Facsimile: (519) NOTICE TO READER On the basis of information provided by management, we have compiled the statement of financial position of Brant and Brantford Local Housing Corporation as at December 31, We have not performed an audit or a review engagement in respect of this financial statement and, accordingly, we express no assurance thereon. Readers are cautioned that this statement may not be appropriate for their purposes. January 25, 2016 Brantford, Ontario CHARTERED PROFESSIONAL ACCOUNTANTS Licensed Public Accountants Millard, Rouse & Rosebrugh LLP Brantford Hagersville Simcoe Delhi Norwich Tillsonburg

25 BRANT AND BRANTFORD LOCAL HOUSING CORPORATION STATEMENT OF FINANCIAL POSITION (UNAUDITED) As at December ASSETS Current Assets Cash and bank SHAREHOLDER'S EQUITY Capital Stock Authorized - an unlimited number of common shares Issued common shares Accumulated Surplus 1 See Notice to Reader