AGM 2020

May 7, 2020

Good afternoon, ladies and gentlemen, and welcome to the Killam Apartment REIT's 2020 Meeting of Unitholders. At this time, all lines are in listen only mode. This call is being recorded on Thursday, May 7, 2020. I would now like to turn the conference over to Philip Fraser. Please go ahead. Good afternoon, ladies and gentlemen. My name is Philip Fraser and I am the President and CEO of Killam Apartment REIT. I am pleased to chair this year's Annual Meeting of Unitholders. Many things have changed due to COVID-nineteen in the past 2 months and our annual meeting is no exception. Killam's Executive Vice President, Robert Richardson and Dale Noseworthy, Killam's CFO are with me here today to conduct the formal meeting. We have strongly encouraged all our unitholders to submit their proxies in advance and attend via webcast. During this challenging time of disruption and uncertainty, let me begin by expressing my gratitude to all our employees for their remarkable dedication throughout this crisis. We are proud of our resident managers, maintenance and cleaning teams who have adapted rapidly to this pandemic, ensuring we continue to provide safe and secure housing to our residents. In order to ensure that this meeting covers the required business in an efficient manner, we have prearranged with unitholders and proxy holders to move into second the motions of business. I welcome all guests attending by webcast, but note that only registered unitholders and duly appointed proxy holders physically present at the meeting are entitled to vote on the matters before the meeting. The meeting of unitholders of Killam Apartment REIT will now come to order. With the consent of the meeting, I will ask Ron Baron to act as Secretary of the meeting. Thanks, Bill. The first item of business will be the appointment of a scrutineer. I will ask Colleen Nielsen of Computershare Investor Services Inc. Of Canada to act as scrutineer. I have received the declaration prepared by an officer of Computershare indicating that the notice calling this meeting with the accompanying information circular, former proxy, annual report and auditors report were mailed to all unitholders of record as at March 25, 2020. Accordingly, with the consent of the meeting, the reading of the notice of the meeting will be dispensed with and I request the secretary to keep a copy of the notice of meeting and proof of service with the minutes of this meeting. I would ask the scrutineer to summarize the scrutineers report on attendance. Mr. Chairman, I, the undersigned scrutineer from Computershare Investor Services Inc, hereby report that there are at least 2 unitholders and or proxy holders present at this meeting, representing in person or by proxy 67,842,161 units and 66.27 percent of the total outstanding units of Killam Apartment REIT. Based on the scrutineers report, I declare that the requisite quorum of unitholders is present and direct that the scrutineers report be kept within minutes of this meeting. I now declare that the meeting has been called and is properly constituted for the transaction of business. As a first matter of formal business, I table at this meeting the financial statements of Killam Apartment REIT for the year ended December 31, 2019, with the report of the others hereon. I do not propose to ask unitholders to approve the financial statements. We will now proceed with the election of trustees for the ensuing year. I now declare the meeting open for nominations. I nominate the following persons for the election as trustees of the REIT for the ensuing year or until their successors are elected or appointed: Timothy Banks, Philip Fraser, Robert Kaye, Eldia Landry, Jim Lawley, Arthur Loy, Kareem McIndoe, Laurie McKegan, Robert Richardson, Manford Walt, Wayne Watson. I will now ask Robert Richardson to move and Dale Noseworthy to second the resolution to elect those nominated as trustees. Mr. Chairman, my name is Robert Richardson, and I move that those nominated be elected as trustees of the REIT to hold office until the next annual meeting of the unitholders or until their successors are elected or appointed. Mr. Chairman, my name is Dale Nozeworthy, and I second the motion. You have heard the motion. And if there are no discussion, I ask for those in favor to signify by raising their hand. Any again. I declare the resolution carried and those nominated to be duly elected trustees of the REIT to hold office for the ensuing year or until their successors are elected or appointed. The next item of business is the appointment of auditors. I will ask Robert Richardson to move and Dale Noseworthy to second the resolution appointing the auditors for the ensuing year. Mr. Chairman, my name is Robert Richardson and I move that Ernst and Young LLP Chartered Professional Accountants, be appointed auditors of the REIT to hold office until the next annual meeting of unitholders, at such remuneration as may be fixed by the trustees and the trustees be authorized to fix such remuneration. Mr. Chairman, my name is Dale Noseworthy, and I second the motion. You have heard the motion. And if there are no discussion, I ask for those in favor to signify by raising their hand. Any against? I declare the resolution carried and Ernst and Young LLP to be appointed auditors of the REIT to hold office until the next annual meeting of unitholders at such remuneration as may be fixed by the trustee. The next item of business is an advisory vote on Killam's approach to executive compensation as set forth in the information circular in respect of this meeting. I will now ask Robert Richardson to move and Dale Noseworthy to second the resolution. On an advisory basis, the approach of Killam's approach to executive compensation. Mr. Chairman, my name is Robert Richardson and I move that on an advisory basis and not to diminish the roles and responsibilities of the Board of Trustees that the unitholders accept the approach to executive compensation disclosed in the information circular. Mr. Chairman, my name is Dale Noseworthy, and I second the motion. You've heard the motion and if there is no discussion, I ask for those in favor to signify by raising their hand. Any against, I declare the resolution carried. As there is no further formal business, may I please have a motion to terminate the meeting? I move the meeting be terminated. I second the motion. All those in favor, please signify by raising your hand. I declare the motion carried and the meeting terminated. Thank you, Dale and Robert. Before signing off, we would like to thank our unitholders for their commitment and investment in our company. We will continue to build unitholder value for the long term. And because of our strong performance in 2019, we are well positioned to weather COVID-nineteen's public health crisis. Thank you. Ladies and gentlemen, this concludes your conference call for today. We thank you for participating and ask that you please disconnect your lines.