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Ontario Power Generation Inc

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Ontario Power Generation Inc ANNUAL INFORMATION FORM FOR THE YEAR ENDED DECEMBER 31, 2002 ONTARIO POWER GENERATION INC. March 31 , 2003 TABLE OF CONTENTS Page ITEM 1 - CORPORATE STRUCTURE....................................................................................................................... 1 ITEM 2 - BACKGROUND .......................................................................................................................................... 2 Overview................................................................................................................................................................ 2 Restructuring in the Electricity Industry................................................................................................................ 2 Restructuring in Ontario’s Electricity Industry...................................................................................................... 4 Ontario’s Electricity Market .................................................................................................................................. 4 ITEM 3 - BUSINESS OF OPG..................................................................................................................................... 9 Overview................................................................................................................................................................ 9 Corporate Strategy ............................................................................................................................................... 11 Markets and Customers........................................................................................................................................ 13 Generation Operations ......................................................................................................................................... 17 Human Resources ................................................................................................................................................ 39 Health and Safety................................................................................................................................................. 41 Intellectual Property............................................................................................................................................. 42 Research and Development.................................................................................................................................. 42 Venture Capital.................................................................................................................................................... 43 Information Technology ...................................................................................................................................... 43 Insurance.............................................................................................................................................................. 44 Relationship with the Province and Others.......................................................................................................... 44 Regulation............................................................................................................................................................ 48 Environmental Matters......................................................................................................................................... 59 Legal Proceedings................................................................................................................................................ 63 Risk Factors ......................................................................................................................................................... 63 ITEM 4 - SELECTED CONSOLIDATED FINANCIAL INFORMATION.............................................................. 75 Selected Historical Financial Information ........................................................................................................... 75 Share Capital and Sole Shareholder..................................................................................................................... 75 ITEM 5 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ............................................................................................................................ 75 ITEM 6 - MARKET FOR SECURITIES ................................................................................................................... 76 ITEM 7 - DIRECTORS AND OFFICERS ................................................................................................................. 76 Directors and Senior Management....................................................................................................................... 76 Committees of the Board of Directors ................................................................................................................. 80 Executive Compensation ..................................................................................................................................... 80 Annual Incentive Plan.......................................................................................................................................... 81 Long-Term Incentive Plan ................................................................................................................................... 82 Pension Plans ....................................................................................................................................................... 83 Employment Agreements..................................................................................................................................... 84 Compensation of Directors .................................................................................................................................. 85 ITEM 8 - ADDITIONAL INFORMATION............................................................................................................... 85 GLOSSARY ............................................................................................................................................................... 87 ORGANIZATION ABBREVIATIONS ..................................................................................................................... 87 Technical and Operational Terms........................................................................................................................ 87 All references to dollars in this annual information form are in Canadian dollars. In this annual information form, “Province” refers to the Government of the Province of Ontario (provincial government entity) and “Ontario” refers to the Province of Ontario (geographic area). This annual information form uses certain technical and other terms relating to the electricity industry. See “Glossary” for the definitions or explanations of these terms. ITEM 1 - CORPORATE STRUCTURE Ontario Power Generation Inc. (the “Corporation”) was originally incorporated under the OBCA on December 1, 1998. On April 1, 1999, as part of the reorganization of Ontario Hydro and the related restructuring of the electricity industry in Ontario, the Corporation and its subsidiaries (collectively “OPG”) purchased and assumed certain employees, assets, rights and obligations of the electricity generation business of Ontario Hydro (the “Acquired Business”). On January 1, 2003, 16 of its wholly-owned subsidiaries were amalgamated with the Corporation under the Business Corporations Act (Ontario) (the “OBCA”). The primary purpose of the amalgamation was to simplify the existing corporate structure. OPG’s principal business is the generation and sale of electricity. OPG is one of the largest generators of electricity in North America. OPG sells the electricity that it generates into the markets administered by the Independent Electricity Market Operator (the “IMO”). In turn the electricity is acquired by wholesale customers for use or sale within Ontario or into interconnected markets. As of December 31, 2002, OPG's in-service electricity generation portfolio, with a total net in-service capacity of 22,211 MW consisted of: two nuclear plants (four units at Darlington and four units at Pickering B), six fossil fuelled generating stations; 36 hydroelectric generating stations; and a green energy portfolio of 29 small hydro and two wind generating stations. In addition, OPG's Pickering A nuclear generating station, with a net in- service capacity of 2,060 MW, was laid up in late 1997 and is in the process of being returned to service on a unit by unit basis. The Bruce A and B nuclear generating stations are owned by OPG, however, these stations are leased on a long-term basis to Bruce Power L.P. (“Bruce Power”) and are excluded from OPG’s generation statistics. OPG’s stations offer dispatch flexibility of base load, intermediate and peak capacity and are diversified by fuel type and technology. OPG’s organizational structure is summarized as follows: Generation Subsidiaries: OPG’s hydroelectric and fossil generation assets were held through subsidiaries of the Corporation through 2002, which were amalgamated with the Corporation on January 1, 2003. OPG’s nuclear generation assets are held through subsidiaries of the Corporation; the Pickering and Darlington assets
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