The 5^th Annual General Meeting of the Canada Life Canadian Pension Plan Members’ Rights Group (CLPENS) was held at The Royal Canadian Legion, 6 Spring Bank Avenue, Toronto, at 7:00 p.m. on Wednesday, November 5, 2008.

Attendance: 175 CLPENS members; all 8 members of the Executive Committee; and 4 invited guests (Mark Zigler and Clio Godkewitsch of Koskie Minsky; Jonathan Foreman of Harrison Pensa; and John-Paul Marentette, plaintiff) were in attendance.

Opening remarks – The President, Wib Antler, opened the meeting by introducing the CLPENS Executive Committee. He noted that David Kidd would act as the meeting’s secretary and would also vote the 62 proxies which had been assigned to the Executive Committee. Mr. Antler introduced the guests and thanked them for their attendance. He also thanked John Wakeford for acting as scrutineer on any voting matters.

Election of Executive Committee - Mr. Antler noted that 5 Executive Committee members (Wib Antler, Ed Barrett, Alex Harvey, Shriram Mulgund and Gary Nummelin) whose terms expired as of this AGM had agreed to stand for re-election. Upon a motion by John Cartmell which was seconded by Bob Love, these Executive Committee members were unanimously re-elected for a 2-year term.

Constitutional Amendment - Ed Barrett presented a concern that the term limits which were included in the CLPENS constitution would dictate changes in office for a number of Executive Committee members that would not be prudent at this stage of our efforts to finalize a settlement. Accordingly, the following motion was made by Mr. Barrett and seconded by Brian Lynch:

Resolved that Article 6 (Nominations and Elections) of the Constitution shall be amended by striking out the first sentence of the second paragraph which reads: “No Executive officer shall hold the same office for more than two successive terms, but after a lapse of one term may resume the office again.”

This motion was passed unanimously.

Treasurer’s Report – Gary Nummelin provided the Treasurer’s Report as at August 31, 2008.

Start of the year balance $30,469.58

Revenue $ 1,161.21

Expenses $7,775.77

End of year balance $23,855.02

Update on Status of Negotiations - Mr. Antler introduced Mark Zigler who provided an update on the status of the proposed settlement agreement.

Mr. Zigler reported “frustrating news” – the deal is still there but is moving slowly. In addition to the normal issues involved in turning a Memorandum of Understanding into final documentation, the inclusion of 3 other partial wind-ups (Adason Properties, Pelican Foods and Indago) in our settlement has been an added complication.

Also, the Financial Services Commission of Ontario (FSCO) refused to approve a mutually agreed upon settlement between another plan sponsor (Montreal Trust) and its plan members. As a result, similar cases (like ours) are waiting for the results of an appeal launched by the Montreal Trust and its plan members. Although Mr. Zigler was optimistic that the appeal would be successful, he noted that the rejection of this appeal would make our deal “much more complicated”.

While moving slowly, there has been activity since the last AGM. A lengthy agreement was received from Canada Life in June; this document was reviewed by Koskie Minsky and discussed with the CLPENS executive; a response was sent to Canada Life in September; and, hopefully, our lawyers will meet with Canada Life lawyers within the next 30 days. Once this meeting occurs, all parties will continue to work towards completing the settlement. Upon completion of the settlement, all affected class members will be informed of the proposed settlement terms so that the necessary approvals can be obtained.

Mr. Zigler advised that recent adverse market developments should have little impact on our proposed settlement as funds held in respect of the partial plan wind-up have been segregated from other plan assets and held in a very conservative mix (88% fixed income; 12% equities).

In closing, Mr. Zigler noted that the CLPENS Executive had been “patient and diligent” in pursuing a final settlement but that there could be “a couple of other AGMs” before any money is paid out.

Following this update, Mr. Zigler responded to questions from the floor.

Adjournment - There being no further business, upon a motion by Gerry Fryer which was seconded by Karen Lubinsky, the meeting was adjourned.

General Meeting Minutes November 14, 2007

General Meeting Minutes October 25, 2006

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