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Morguard Corporation Annual Information Form for the Year Ended December 31, 2014

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Morguard Corporation Annual Information Form for the Year Ended December 31, 2014 Morguard Corporation Annual Information Form For the year ended December 31, 2014 Dated March 4, 2015 MORGUARD CORPORATION ANNUAL INFORMATION FORM DATED MARCH 4, 2015 TABLE OF CONTENTS Page ITEM 1 CORPORATE STRUCTURE ......................................................................................... 3 ITEM 2 GENERAL DEVELOPMENT OF THE BUSINESS ........................................................ 4 ITEM 3 NARRATIVE DESCRIPTION OF THE BUSINESS ....................................................... 9 ITEM 4 DIVIDEND POLICY ...................................................................................................... 16 ITEM 5 DESCRIPTION OF CAPITAL STRUCTURE ............................................................... 16 ITEM 6 MARKET FOR SECURITIES ....................................................................................... 23 ITEM 7 DIRECTORS AND OFFICERS .................................................................................... 24 ITEM 8 LEGAL PROCEEDINGS AND REGULATORY ACTIONS .......................................... 25 ITEM 9 INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS ........................................................................................................ 25 ITEM 10 TRANSFER AGENT AND REGISTRAR ..................................................................... .25 ITEM 11 MATERIAL CONTRACTS ........................................................................................... 26 ITEM 12 INTERESTS OF EXPERTS ......................................................................................... 26 ITEM 13 AUDIT COMMITTEE INFORMATION ......................................................................... 26 ITEM 14 ADDITIONAL INFORMATION ..................................................................................... 27 APPENDIX A SELECTED FINANCIAL INFORMATION APPENDIX B PROPERTY INFORMATION APPENDIX C MANDATE OF THE AUDIT COMMITTEE FORWARD-LOOKING STATEMENTS DISCLAIMER Statements contained herein that are not based on historical or current fact, including without limitation statements containing the words “anticipates,” “believes,” “may,” “continue,” “estimate,” “expects,” and “will” and words of similar import constitute “forward-looking statements”. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward-looking statements. Such factors include, among others, the following: general economic and business conditions, both nationally and in the regions in which the Company operates; changes in business strategy or development/acquisition plans; environmental exposures; financing risk; existing governmental regulations and changes in, or the failure to comply with, governmental regulations; liability and other claims asserted against the Company; and other factors referred to in the Company's filings with Canadian securities regulators. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. The Company does not assume the obligation to update or revise any forward-looking statements. MORGUARD 2 MORGUARD CORPORATION ANNUAL INFORMATION FORM DATED MARCH 4, 2015 ITEM 1 CORPORATE STRUCTURE 1.1 Corporate Structure of the Issuer Morguard Corporation ("Morguard" or the "Company"), was formed by articles of amalgamation under the Canada Business Corporations Act (“CBCA”) on December 29, 2008 as a result of the amalgamation of Morguard Corporation and its wholly-owned subsidiaries, Morguard Investments (Alberta) Limited (federally continued on December 16, 2008), Goldlist Developments Inc. (incorporated on February 1, 1995), Devan Properties Ltd. (amalgamated on August 12, 1999), 3391361 Canada Inc. (incorporated on July 10, 1997) and 3555984 Canada Ltd. (incorporated on November 23, 1998). It had previously been formed by articles of amalgamation under the CBCA on January 1, 2007 as a result of the amalgamation of Morguard and its wholly-owned subsidiaries, Morguard Residential Inc. (federally continued on December 15, 2006), Acktion Capital Corporation (incorporated on July 10, 1997), 3391345 Canada Inc. (incorporated on July 10, 1997) and Orange Properties Ltd. (incorporated on July 27, 1990). Morguard was originally formed by articles of amalgamation on November 30, 1996 as Acklands Limited, later changing its name by articles of amendment to Acktion Corporation (July 18, 1997) and then Morguard Corporation (June 13, 2002). Morguard Residential has been registered and continues to be used as a business name by Morguard. The registered office of the Company is located at 55 City Centre Drive, Suite 1000, Mississauga, Ontario, L5B 1M3. All information contained in this Annual Information Form is presented as at March 4, 2015 unless otherwise specified. 1.2 Intercorporate Relationships The following chart illustrates the relationship between the Company and its material subsidiaries, all of which are 100% owned unless otherwise stated: MORGUARD CORPORATION 46.8% 48.7% Morguard Morguard Revenue Morguard Real Estate North Properties Investments Investment American (America) Inc. Limited Trust Residential Real Estate Investment Trust Morguard Financial Corp. MORGUARD 3 MORGUARD CORPORATION ANNUAL INFORMATION FORM DATED MARCH 4, 2015 Morguard Corporation: A federal corporation that is a reporting issuer listed on the Toronto Stock Exchange (TSX: MRC). Morguard Real Estate Morguard Real Estate Investment Trust (“Morguard REIT”) Investment Trust: (TSX:MRT.UN) is a public closed-end real estate investment trust governed by the laws of Ontario, which owns a diversified portfolio of 49 retail, office and mixed-use income producing properties in Canada with a book value of $2.9 billion and approximately 8.6 million square feet of leaseable space. Revenue Properties A Delaware corporation which owns and manages properties in the (America) Inc.: United States. Morguard Investments An Ontario corporation. Morguard Investments Limited was established Limited: in 1975 and is one of Canada’s premier real estate investment advisory and management companies. Morguard Financial Corp. Morguard Financial Corp. (“Morguard Financial”) provides portfolio management services specializing in real estate equities and income- producing investments. Morguard Financial currently manages the CIBC Canadian Real Estate Mutual Fund for retail investors, the Morguard Real Estate Equities Fund for high net worth and institutional investors, and two balanced pension fund mandates. Morguard North American A public open-end real estate investment trust governed by the laws of Residential Real Estate Ontario whose units are traded on the Toronto Stock Exchange Investment Trust (TSX:MRG:UN) (“Morguard Residential REIT”). Morguard Residential REIT as of December 31, 2014, owned through a limited partnership, interests in a portfolio of 14 Canadian residential apartment buildings and 30 U.S. residential walk-up garden communities consisting of 12,850 residential suites that are located in Ontario, Alberta, Alabama, Colorado, Florida, Georgia, Louisiana, North Carolina, and Texas. ITEM 2 GENERAL DEVELOPMENT OF THE BUSINESS Morguard is a real estate investment company whose principal activities include the acquisition, development and ownership of commercial, hotel and multi-unit residential real estate properties. Morguard is also one of Canada’s premier real estate investment advisors and management companies, representing major institutional and private investors. The Company’s primary goal is to accumulate a portfolio of high-quality real estate assets and then deliver the benefits of such real estate ownership to shareholders. The Company owns a diversified portfolio of office, industrial, retail, hotel and multi-unit residential properties located in Canada and in the United States. These assets are located in major centres across eight Canadian provinces and eight U.S. states. Morguard’s strategy is to acquire or develop a diversified portfolio of commercial, hotel and multi-unit residential real estate assets for both its own accounts and for its institutional clients. The Company’s cash flows are well diversified given the revenue stream earned from its advisory services platform and from the distributions received from Morguard REIT and Morguard Residential REIT. Diversification of the portfolio, by both product type and location, serves to reduce investment risk. Diversification of the portfolio by both product type and geographic location works to reduce investment risk. The Company will divest itself of non-core assets when proceeds can be re-invested to improve returns. MORGUARD 4 MORGUARD CORPORATION ANNUAL INFORMATION FORM DATED MARCH 4, 2015 A primary element of the Company’s business strategy is to generate stable and increasing cash flow and asset value by improving the performance of its real estate investment portfolio and by acquiring or developing real estate properties in sound economic markets. The Company’s business strategy consists of the following elements: Increase property values and cash flow through aggressive leasing of available space, and space becoming available. Take advantage of long-standing relationships with national and regional tenants. Increase portfolio of third-party assets under management. Target and execute redevelopment and expansion projects that will generate
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