Hydro One Limited (TSX:H)
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Apr 28, 2026, 4:00 PM EST
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AGM 2021

May 26, 2021

Speaker 1

Good morning, everyone, and welcome to Hydro One's Annual General Shareholder Meeting. I am pleased to introduce Mr. Tim Hodgson, Chair of the Board of Directors. Please go ahead.

Speaker 2

Good morning, ladies and gentlemen. It gives me great pleasure to welcome you to the company's 2021 Annual Meeting of Shareholders. As I sit here in my home office, I would like to acknowledge that I am on the traditional territory of the Mississaugas of the Credit First Nation, the Haudenosaunee and the Huron Wendat and that we recognize that this land is now home to many diverse First Nations, Inuit and Metis peoples. As our world continues to navigate the COVID-nineteen pandemic, we made the decision to hold this meeting virtually again to ensure the health and safety of our shareholders, employees and the communities in which we work. This is consistent with many of the safety precautions HybridONE has taken in light of COVID-nineteen.

On behalf of my fellow directors and management, we thank you for your ownership and interest in Hydro One and for participating in this virtual format. I will now call the meeting to order. In accordance with Hydro One Limited's bylaws, I will act as Chair of the meeting. Attending the meeting with me this morning are Mark Poweska, our President and Chief Executive Officer Chris Lopez, our Chief Financial Officer and Maureen Wareham, our Corporate Secretary. My fellow directors who are also joining us virtually today are Sherry Brandt, Blair Coopersmith, David Hay, Jessica McDonald, Stacy Mowbray, Russell Robertson, William Sheffield, Melissa Sonberg and Susan Wilbur Jenner.

On our agenda today, we will first turn to the formal business of the meeting, following which our President and CEO will speak. After Mark's remarks, there will be time for shareholder questions. You can submit your questions in the text box at the bottom left hand corner of the screen throughout the meeting. Maureen Wareham, the Corporate Secretary of the company will serve as secretary and record the proceedings of the meeting. Jerry Trotter and Rosemary Kolakik from Broadridge Financial Solutions will act as scrutineers.

Before we begin, I will ask Maureen to speak to the forward looking information and to review the rules of conduct for transacting business of the meeting.

Speaker 3

Thank you, Chair. Good morning, everyone. First, I would like to draw your attention to the bottom right hand side of your screen, where there is a link entitled Forward Looking Information. This link contains important information regarding forward looking statements that may be made in the course of our remarks this morning or by those speaking in the question and answer session that follows. All listeners are encouraged to read this carefully.

To facilitate the formal business of the meeting, I will propose and Maggie Mulrooney, an employee shareholder will second the formal motions. At this time and at any time during the formal business of the meeting, if you are a registered shareholder who has not provided voting instructions or appointed a proxy holder and wish to vote your shares, you may do so by clicking on the Vote Here button on your screen. Proxy holders may also vote at any time using the same method. The polls will remain open until just before the conclusion of the formal business of the meeting. You must click submit for your vote to be counted.

As our chair said, if you are a shareholder or proxy holder, you may ask questions at any time during the meeting by entering your question in the Ask a Question box on the bottom left hand side of the screen and clicking submit. During the formal business portion of the meeting, we will respond to questions received on items of business. All other questions will be addressed in the Q and A session following our President's remarks. If you have voted your shares prior to the start of the meeting, your vote has been received by the company's scrutineers and there is no need to vote those shares during the meeting unless you wish to revoke or change your vote. Following the meeting, we will post the final voting results on the Investor Relations page of our website.

The results will also be filed on SEDAR. We have been advised by Broadridge Financial Solutions that based on the proxies already deposited with them, enough votes have been cast to carry each of the motions. Chair, those are the rules of conduct for the meeting.

Speaker 2

Thank you, Maureen. We will now proceed with the meeting. The notice of meeting and the form of proxy of voting instructions form was mailed to all shareholders of record as of the close of business on March 31, 2021. The management information circular for the meeting together with our 2020 annual report containing the audited annual financial statements for the year ended December 31, 2020, and the related auditors report were made available through the notice and access system of the Canadian Securities Regulators. They are also available on the bottom right hand side of your screen under Meeting Materials.

We received an affidavit from Broadridge as to the proper mailing of the notice of this meeting and form a proxy to shareholders and a copy of the affidavit will be kept with the minutes of this meeting.

Speaker 3

The scrutineers have provided a report regarding shareholder attendance. Based on the preliminary tabulation of proxies received to date, a quorum is present.

Speaker 2

Thank you, Maureen. I accept the scrutineers report and declare that a quorum of shareholders is present. As a quorum is present and proper notice of the meeting has been given, this meeting is now duly and properly constituted for the transaction of business. The final scrutineers report will be incorporated into the minutes of this meeting. The first item of business is for the shareholders to receive the company's audited consolidated financial statements for the year ended December 31, 2020.

Together with the auditors report, both of which can be found in our 2020 annual report. The 2020 annual report is available to all shareholders through the Investor Relations page of our website and on SEDAR. You can also access the 2020 Annual Report on the right hand side of your screen under Meeting Materials. The next item of business is the election of the Directors of the Company. The Management Information Circular for the meeting lists the 11 director nominees.

The nominees identified in the 2021 Management Information Circular for election as directors in addition to myself are Sherry Brandt, Blair Koppersmith, David Hay, Jessica McDonald, Stacy Mowbray, Mark Poweska, Russell Robertson, Bill Sheffield, Melissa Sonberg and Susan Wahlberg Jenna. I now turn to Maureen to make the nomination.

Speaker 3

Thank you, Chair. I nominate each of the Director nominees named in the 2021 Management Information Circular for this meeting for election as a Director of Hydro One Limited to serve until the next annual meeting of shareholders or until their respective successor is elected or appointed.

Speaker 2

I now turn to Maggie Mulrooney, Manager, Board Relations to second the nomination.

Speaker 4

Chair, I second the nomination.

Speaker 3

Thank you.

Speaker 2

As no notice of additional Director nominees was received in accordance with the company's bylaws, I declare nominations closed. Maureen, have we received any questions relating to this item of business?

Speaker 3

No, Chair, we have not received any questions. As a reminder to shareholders and proxy holders voting at the meeting, to vote on this item of business, click on Vote Here under the right hand side of your screen. And under Item number 1, you will find listed the names of the 11 nominees for election to the Board of Directors listed in the 2021 Management Information Circular. For each nominee, you may vote for or withhold voting. If you have already provided voting instructions or submitted a proxy, you do not need to vote again on this matter unless you wish to change your vote.

Speaker 2

Based on the proxies received by management prior to the meeting, each of the director nominees has received a majority of the votes cast in favor of their election as a director. I confirm that the 11 director nominees named in the 2021 Management Information Circular have been elected as Directors. The next item of business is the appointment of the company's external auditors for the next year and authorizing the Board of Directors to fix their remuneration. I will turn to Maureen to make the nomination.

Speaker 3

Thank you, Chair. I move that KPMG LLP be appointed as the company's external auditors until the next annual meeting of shareholders or until a successor is appointed and that the Board of Directors be authorized to fix the auditors' remuneration.

Speaker 2

I will now turn to Maggie to second the nomination or second the motion, sorry.

Speaker 4

Thank you, Chair. I second the motion.

Speaker 2

Thank you. Maureen, have we received any questions relating to this item of business?

Speaker 3

No, Chair, we have not received any questions. To vote on this item of business, click on Vote Here on the right hand side of your screen and under Item number 2, you may vote for or withhold from voting in respect of the motion. You may not vote for any accounting firm other than KPMG LLP. If you have already provided voting instructions or submitted a proxy, you do not need to vote on this matter unless you wish to change your vote.

Speaker 2

As the company has received a sufficient number of proxies in favor of the appointment of the auditors, the motion is carried. KPMG LLP has been reappointed as the company's external auditors and the Board of Directors is authorized to fix their remuneration. The last item of business is an advisory vote on executive compensation, otherwise known as a say on pay resolution. As described in the 2021 management information circular for this meeting, Hydro One's executive compensation program provides total compensation opportunities that are market competitive relative to peer companies and that are performance based to attract, retain, motivate and reward management talent. It is also compliant with the executive compensation framework the Management Board of Cabinet of the Province of Ontario approved in 2019.

I also note that executive salaries are not included in electricity rates. In other words, our rate payers do not pay for executive compensation. This shareholders say on pay vote forms an important part of the ongoing process of engagement with our shareholders. I will turn to Maureen to make the motion.

Speaker 3

Chair, I move on an advisory basis and not to diminish the role and responsibilities of the Board of Directors that the shareholders accept the approach to executive compensation disclosed in the 2021 management information circular for this meeting.

Speaker 2

I will now turn to Maggie to second the motion.

Speaker 4

Chair, I second the motion.

Speaker 2

Thank you. Maureen, have we received any questions relating to this item of business?

Speaker 3

No, Chair. We have not received any questions. To vote on this item of business, click on Vote Here on the right hand side of your screen and under Item number 3, you may vote for or against in respect

Speaker 2

of the motion. The company received a sufficient number of proxies in favor of the say on pay advisory vote representing approximately 98% cast by proxy prior to the meeting.

Speaker 3

The polls are now closed with respect to voting on all the motions. The final report on voting results provided by the scrutineers after the meeting will be incorporated into the minutes of the meeting. We will also post the final voting results on the Investor Relations page on our website and we'll be filing the results on SEDAR.

Speaker 2

Since there are no other matters of business to come before the formal part of the meeting, the meeting is concluded and terminated. I would now like to turn to Mark Poweska, our President and CEO, who will make his remarks. After hearing from Mark, we will open the floor to shareholder questions.

Speaker 5

Good morning, everyone. I'd like to thank our shareholders, special guests and members of the Hydro One team for joining our 2nd virtual Annual General Meeting of Shareholders. When I reflect back to the beginning of last year, we were poised to start executing on our new vision, mission and strategy. Then in March, our world and daily lives transformed. In the months that followed, we faced uncertainty and new challenges.

With those challenges came the opportunity for us to demonstrate our support for our customers and partners in Ontario. We had our vision, mission, values and strategy as our guide and our commitment to 2 priorities protecting employees and energizing life for all Ontarians. And Hydro One has performed exceptionally well. Despite the challenges, our hardworking and resilient team adapted quickly to successfully execute on our strategy. In 2020, I'm pleased to share that we added 18.5% in total returns to our shareholders and we continue to be committed to increasing our earnings per share by 4% to 7% through 2022.

Our employees take enormous pride in the critical role they play and I would like to thank the entire Hydro One team for their outstanding efforts and their commitment to our customers, each other and all Ontarians. Despite the high case counts of the virus in Ontario, Hydro One fulfilled its responsibility as an essential service and maintained our field work programs while keeping our employees safe. Early on, we altered our work methods and put additional safeguards in place to protect our crews. More than 3,000 of our teammates have been working from home for over a year, enabling us to support our field crews while doing our part to prevent the spread of COVID-nineteen. Our strong processes and safety measures have resulted in a low COVID-nineteen case incident rate compared to the Ontario and the Canadian national averages.

We will continue to be diligent and look forward to a brighter future when we can ease up on the restrictions. In 2020, we put safety first, advocated for the needs of our customers, supported communities and invested in a grid of the future to support economic growth right here in Ontario. Safety and efficiency have always been a key priority for us. While we have seen a decrease in the number of recordable injuries over the past 10 years, we continue to see a growing number of serious injuries. And when I think about the tragic losses we have experienced in recent years, I'm reminded that our accomplishments are muted when we lose one of our own.

To improve our safety culture and to eliminate life altering injuries, we launched the safety improvement team, which provided recommendations that we are putting into action. My career has taught me that a safe company is also an efficient company. Last year, we made progress in becoming the most efficient utility, generating approximately $286,000,000 in productivity savings, an increase of nearly 42% over 2019. These savings will help keep rates as low as possible for our customers and deliver greater value to our shareholders. Our strategy to advocate for our customers and help them make informed decisions resulted in record high customer satisfaction scores last year.

Our industry leading support for customers and communities is demonstrating to all Ontarians that Hydro One is a company that puts people first. Through our pandemic relief and Connected for Life programs, we have provided critical support to customers in their time of need, offering peace of mind and financial relief. As a result of this support, we achieved a record high residential and small business customer satisfaction rate of 87%. We also feel a deep responsibility to support the communities we serve through this crisis. Our charitable partnerships are feeding the most vulnerable, providing free virtual mental health resources and teaching young people how to save a life.

And at a time when charitable donations are down and demand for our services is high, we are proud to support more than 30 local organizations that are working to keep our communities safe. Ontarians are counting on us and we're there for them. Our strategy to be a trusted partner will be key to realizing our vision of a better and brighter future for all. During this historic moment, companies, governments and individuals are all being evaluated for their commitment to helping people and communities, standing up for equity and inclusion and contributing to a more sustainable world. Our responsibility extends to our indigenous partners.

And last year, we sourced $42,000,000 in goods and services from indigenous businesses. This represents our highest spend to date. We also reached out to the indigenous communities we serve and asked how can we support them through the pandemic. This resulted in us partnering with Global Medic to deliver more than 13,500 kits of food and safety supplies to indigenous communities across Ontario. And we were recognized for this work by the Canadian Council For Aboriginal Business, who awarded us with a silver level certification in progressive aboriginal relations, which is an improvement from our bronze level certification in 2017.

Our goal is nothing short of achieving a gold level certification. As a leading Canadian institution and employer, we also see it as our duty to take a leadership position in the fight against systemic racism. In addition to signing on to the BlackNorth Initiative, we started a dialogue with our Black employees with the objective of listening and understanding to help create meaningful racial equality programs at Hydro One. We are building a grid for the future through innovation and new technology and investing in sustainable infrastructure that will support Ontario's economy. As a result, we achieved the 2nd best transmission reliability in the last 12 years.

We completed our distribution and transmission capital projects by deploying approximately $1,900,000,000 of capital and in service over $1,600,000,000 of assets, which was within 2% of our stated goal. This is an outstanding accomplishment considering we paused our operations early on to ensure work was safe. We further supported the economy through buying approximately $1,700,000,000 of goods and services. We continue to innovate and grow our business at home right here in Ontario. We successfully completed the acquisition of Aurilia Power Distribution Corporation and the business assets of Peterborough Distribution Inc.

This consolidation of our business benefits all Hydro One customers because it makes the provincial grid more efficient. Early last year, we launched the Ivy Charging Network, a joint venture that will create Ontario's largest and most connected electric vehicle fast charger network. Our investment in Ivy is part of the shift to support electrification and Ontario's transition to a low carbon future. Ivy opened 23 fast charging sites across Ontario and is on track to have over 160 fast chargers across 60 locations in Ontario by the end of 2021. As we focus on energizing tomorrow, we're in the process of finalizing our multi year investment plan.

The plan is informed by customer feedback and will ensure we are building a safer, smarter and more resilient electricity system to support economic growth now and in the future. We anticipate filing this plan with our regulator in the Q3. During this historic moment, we have seen the very best of our Hydro One team and the crucial role we play in communities across the province. I am proud of how all of our employees have supported customers and one another, adapted to our change in circumstances to execute our strategy and united behind our vision of a better and brighter future for all. Hydro One was selected for Forbes Annual List of Canada's Best Employers for a 6th consecutive time.

This honour reflects Hydro One's ongoing commitment to our incredible employees who proudly energize life for our customers and communities in Ontario. Thank you for joining us today and for investing in Hydro One. I believe that with our strong balance sheet, stable and sustainable operations and an attractive growing dividend that we are the utility of choice for investors. I'm encouraged by the COVID-nineteen vaccine rollout and optimistic about the prospect of hosting next year's Annual General Meeting of Shareholders in person. Until then, I hope you and your families are safe and well.

Thank you.

Speaker 2

Thank you, Mark. At this time, we would like to open the floor to any other questions that shareholders or proxy holders may have relating to the company. I will ask Maureen to review the guidelines for our shareholders' question period. Maureen?

Speaker 3

Thank you, Chair. I will read the questions that are submitted via the web portal and consolidate questions of the same nature. The company does not intend to address any questions that are, among other things, irrelevant to the business of the company or to the business of this annual meeting, related to material non public information of the company, related to personal grievances, derogatory or that are otherwise in bad taste, repetitious statements already made by another shareholder or out of order or not otherwise suitable for the conduct of the Annual Meeting as determined by the Chair or myself in our reasonable judgment. With that, the question period is open and we do have a question. Our first question is from shareholder, Al Best, regarding Smart Meter 2.0.

The question is, seasonal residents are often away from their properties for an extended period. If their individual service line is damaged, it may not be reported to Hydro 1. Smart meters, however, should be able to detect this outage without notification from the property owner. Will Hydro 1 please start automatic reporting to seasonal residents when their individual service is interrupted? This is currently done when multiple properties are affected and this additional service can prevent serious property damage for absent seasonal residents.

It might also calm seasonal residents' feelings related to recent rate increases.

Speaker 2

I'll direct that question to Mark.

Speaker 5

Great. Thank you for your question, Al. Your question really gets at two elements of our strategy. The first being building a grid for the future and the second being advocating for our customers and helping them make informed decisions. As you point out, currently we do provide push notifications, so notifying customers when there is an outage at the system level.

And those are for customers who have registered an email with us or a cell phone number and they receive those. We currently don't have the ability to send out notifications based on individual outages, But as we continue to digitize the grid and upgrade our advanced metering infrastructure, we are assessing how to use this infrastructure to assist customers in managing their usage and their service, including access and notifications on outages. So it is a core part of our strategy to look at how we can leverage these investments to best serve our customers. On the question regarding the Ontario Energy Board's decision to eliminate seasonal rate class, we have submitted an implementation plan to the OEB that puts affordability first. And we encourage customers to get involved in this process.

There is a process which is open for people to register to participate to get your feelings on the table with the Ontario Energy Board. So no matter what the OEB decides, we are committed to working with our customers to offer them relief, flexibility and choice. I hope this answers your question now.

Speaker 3

There we have the second question, although I don't have a shareholder's name. The question is, if Hydro One stands up for diversity and inclusion as well as advocating for customers, why does Hydro One only offer services in English and French, especially in the customer contact centers?

Speaker 2

I'll direct that question to Mark.

Speaker 5

Thanks, Tim. And again, thanks for the question. One of our core values is to stand up for people and that means an inclusive environment for both our employees and for our customers. As you know, the two official languages in Canada are French and English, but you've raised a great point and I will commit to bringing that back to our customer teams and assessing how we can broaden our access for multiple languages.

Speaker 3

Chair, we have no further questions.

Speaker 2

Thank you, Maureen. Given we have no further questions, I think it's appropriate to conclude the question period now. On behalf of the entire Board of Directors and management team of Hydro One, we thank you for your ownership interest and your attendance at our annual meeting today. The secretary has advised that there is a I don't know.

Speaker 3

So we're done. No, we're good. We're done. All done. Thank you.

Speaker 2

Thank you. I started reading Tab A.

Speaker 1

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.

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