Order in Council 1368/2016

On the recommendation of the undersigned, the Lieutenant Governor of Ontario, by and with the advice and concurrence of the Executive Council of Ontario, orders that:

whereas Ontario and First Nations in Ontario, as represented by the Chiefs-in-Assembly (“the First Nations”), announced an agreement-in-principle on July 12, 2016 for Ontario to sell to First Nations for their collective benefit, up to approximately 15 million common shares of Hydro One Limited (“the common shares”), depending on the level of First Nation participation.

and whereas Ontario considers it desirable to enter into one or more loan agreements with an entity that is established for the purpose of borrowing funds from Ontario to purchase the common shares, and whose ultimate interest holders will be eligible First Nations (“the Borrower”);

and whereas the purpose of the loan(s) to the Borrower is to finance the purchase of the common shares as well as to finance certain related costs and expenses;

now therefore, pursuant to the Royal Prerogative:

1.  The Minister of Finance is hereby authorized, on behalf of Her Majesty the Queen in right of Ontario (“Ontario”),
   1. to enter into one or more loan agreements with the Borrower, and any amendments thereto, to lend up to a maximum aggregate principal amount of $275 million for a term not to exceed 25 years; and
   2. to enter into and execute such other agreements, arrangements and documents as the Minister of Finance may consider necessary or desirable in connection with the loan agreement(s),

   all upon such other terms and conditions as the Minister of Finance may determine.

2. Each of the Deputy Minister of Finance and the Chief Executive Officer of the Ontario Financing Authority (each an “authorized officer”) are hereby authorized, on behalf of Ontario, to enter into any agreements, arrangements or documents as such authorized officer may consider necessary or desirable in connection with the loan agreement(s), all upon such terms and conditions as such authorized officer may determine.