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Leading the World When the World Needs Us Most

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Leading the World When the World Needs Us Most Leading the world when the world needs us most INFORMATION CIRCULAR 2021 We are leading the world TELUS is a dynamic, world-leading communications technology company with $16 billion in annual revenue and 16 million customer connections spanning wireless, data, IP, voice, television, entertainment, video and security. We leverage our global-leading technology and compassion to enable remarkable human outcomes. Our long-standing commitment to putting our customers first fuels every aspect of our business, making us a distinct leader in customer service excellence and loyalty. TELUS Health is Canada’s leader in digital health technology, TELUS Agriculture provides innovative digital solutions throughout the agriculture value chain and TELUS International is a leading digital customer experience innovator that delivers next-generation AI and content management solutions for global brands. Driven by our passionate social purpose to connect all citizens for good, our deeply meaningful and enduring philosophy to give where we live has inspired TELUS, our team members and retirees to contribute more than $820 million and 1.6 million days of service since 2000. This unprecedented generosity and unparalleled volunteerism have made TELUS the most giving company in the world. All financial information is reported in Canadian dollars unless otherwise specified. Copyright © 2021 TELUS Corporation. All rights reserved. Certain products and services named in this information circular are trademarks. The symbols TM and ® indicate those owned by TELUS Corporation or its subsidiaries. All other trademarks are the property of their respective owners. Welcome to our shareholder meeting The TELUS annual general meeting of shareholders will be held on May 7, 2021. As a world leader in social capitalism, TELUS has been able to your right to vote and we facilitate different methods of voting to make a meaningful difference in the lives of citizens, globally. As we enable you to vote in a manner that is most convenient for you. continue to respond to the challenges and uncertainties of the For the second consecutive year, we are leveraging our COVID-19 pandemic, our commitment to social capitalism is driving technology to enable our shareholders to attend our annual our consistent financial and operational success, and enabling the meeting in a virtual format via a live webcast, while staying safe positive impact we are making across the communities we serve. and healthy at home. Registered shareholders and duly In 2020, despite an unprecedented operating environment, appointed proxyholders will have an equal opportunity to attend, we delivered strong financial results, fuelled by the execution participate and vote at this virtual meeting from any location. of our proven growth strategy and our deep belief that doing Non-registered shareholders who have not duly appointed well in business and doing good in our communities are themselves as proxyholders may also attend virtually as guests. mutually inclusive. Our compensation philosophy is to pay for Guests will be able to attend virtually and listen to the meeting performance, and our compensation decisions continue to reflect but will not be able to vote or ask questions at the meeting. this philosophy. For more information on our 2020 performance More information is provided on pages 10 to 15. and leadership in social capitalism, visit telus.com/annualreport We want to thank all our shareholders for your continued and telus.com/sustainability. support and confidence. Inspired by our leadership in social In the pages that follow, you will find information regarding the capitalism, TELUS remains well positioned for the future and items of business for consideration at our upcoming annual we are committed to delivering on our long-standing strategy general meeting. You will also find highlights about our leading to continue making the future friendly for our shareholders, corporate governance practices, including our diversity initiatives customers and communities. and succession planning processes, as well as our executive compensation philosophy and practices. We are pleased to have Sincerely, nominated two new individuals for election as directors, which will further broaden the experience, skills and diversity of our Board. As a shareholder, you have the right to vote your shares on all the Dick Auchinleck items that come before the meeting. We encourage you to exercise Chair of the Board Your vote is important As a shareholder, it is important that you read this material carefully and vote your shares. Please see pages 10 to 15 for detailed voting instructions and deadlines. What’s inside 2 The social capitalism company 36 Corporate governance 70 Compensation discussion and analysis 4 Executive summary 57 Committee reports 102 Executive compensation 57 Audit 9 About the meeting and our Board summary 59 Corporate Governance 9 Notice of annual general meeting 61 Pension 110 TELUS equity compensation plans 10 Information about voting 62 Human Resources 16 Additional information 117 Appendix A: Terms of reference and Compensation 18 Business of the meeting for the Board of Directors 22 About our nominated directors 65 Executive compensation 119 Appendix B: Withdrawn shareholder 32 Director compensation at TELUS proposal 66 Report to shareholders TELUS 2021 INFORMATION CIRCULAR • 1 The social capitalism company Leading the world when the world needs us most Time and time again, our team demonstrates that when things Most giving are at their worst, you can rely on TELUS to be at its best. company Our team’s unwavering commitment to improving the lives of citizens, supported by world-leading networks and unparalleled Throughout 2020, TELUS contributed $85 million, customer service, continues to define TELUS’ leadership in representing five per cent of social capitalism. 2020 pre-tax profits – more than any other Canadian company – In a year like no other, TELUS responded in unprecedented and meaningful ways to to charitable and community ensure citizens remained safe, informed and productive. The following are just some organizations worldwide. of the ways we are helping out. Since 2000, our TELUS family has contributed $1.3 billion, including $820 million in financial Supporting stakeholders when they need us most support and 1.6 million days of Our ability to do well in business and do good in our communities, thanks to the volunteerism, to make the world patronage of our customers, has had a profound impact on the lives of citizens worldwide. a better place. TELUS has dedicated $150 million in support of COVID-19 relief efforts to build public healthcare capacity and support vulnerable communities throughout the pandemic. Additionally, through a unique leadership gift, President and Chief Executive Officer (CEO) Darren Entwistle decided to forgo 25 per cent of his 2020 base salary, which was donated to support essential frontline healthcare workers during COVID-19, as well as hospitals, community health centres and critical research initiatives. As well, the Entwistle Family Foundation matched a portion of the salary donations to maximize the TELUS team’s commitment to supporting healthcare in Canada and helping those most impacted. Building stronger, healthier communities In response to the pandemic, we pivoted our philanthropic funding channels to focus on health initiatives and support charities on the front line of the health crisis. In 2020, the TELUS Friendly Future Foundation™ and TELUS Community Boards contributed $8.9 million to 597 charitable health projects to support and enhance public healthcare capacity and initiatives across Canada. This included funding for new medical technology and equipment, critical research, food and outreach to vulnerable Canadians, virtual education programs and mental health initiatives. Our team introduced TELUS-branded critter masks, which helped keep Canadians safe while raising $535,000 for the Foundation to support pandemic-related initiatives. For the first time, we evolved our TELUS Days of Giving® into a year-long campaign. Throughout 2020, our extended TELUS family volunteered 1.25 million hours of service, including contributing 1.2 million virtual and socially distanced safe acts of giving. TELUS 2021 INFORMATION CIRCULAR • 2 THE SOCIAL CAPITALISM COMPANY Helping vulnerable citizens stay connected Our Connecting for Good® programs enabled us to provide vital connections and care for over 142,000 vulnerable Canadians in 2020. 142,000 We expanded our Internet for Good® program to include low-income Canadians living Canadians positively impacted with disabilities and expedited access to the program for school-aged students in need. by our Connecting for We extended our Mobility for Good® program nationally, providing free smartphones Good programs in 2020 and data plans to more young people transitioning out of foster care, and expanded the program to 2.2 million low-income seniors. We also donated 14,200 devices and free rate plans to help isolated seniors, hospitalized patients and vulnerable Canadians 14,200 stay connected. devices donated in 2020 to keep Our Health for Good® program was broadened nationally, bringing primary at-risk Canadians connected healthcare and mental health support to homeless and other marginalized Canadians through our 11 mobile health clinics. We supported more than 28,000 patient visits during the year, including administering 12,700 COVID-19 assessments and tests. $85 million contributed to charitable and Driving
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