Directors of Exchange Income Corporation

On July 29, 2009, Exchange Indus­trial Income Fund (“EIIF”) was reor­ga­nized as Exchange Income Cor­po­ra­tion.  All the trustees of EIIF, as well as the direc­tors of EIIF Man­age­ment GP Inc. became direc­tors of Exchange and one addi­tional direc­tor was added. These ten direc­tors, eight of which are inde­pen­dent and are not involved in the day-​​to-​​day man­age­ment of the Com­pany, pro­vide the nec­es­sary over­sight and guid­ance to main­tain proper cor­po­rate governance.

Hon. Gary Fil­mon P.C., O.C., O.M.
Chair­man

Mr. Fil­mon holds a Master’s degree in Civil Engi­neer­ing from the Uni­ver­sity of Man­i­toba. He is a direc­tor of Man­i­toba Tele­com Ser­vices Inc., a direc­tor of Cana­dian Nat­ural Resources Lim­ited, was the Chair­man of FWS Con­struc­tion Ltd. until March 31, 2014 and is and has been a busi­ness con­sul­tant since 2000. Prior thereto he was Pre­mier of the Province of Man­i­toba from 1988 to 1999.

Mr. Fil­mon has been a Direc­tor since July 28, 2009 and was pre­vi­ously a trustee of the Fund.

Dun­can D. Jes­si­man, Q.C.
Exec­u­tive Vice-​​Chairman

Mr. Jes­si­man holds a Bach­e­lor of Com­merce degree and a Law degree from the Uni­ver­sity of Man­i­toba and devel­oped the con­cept of the Com­pany with Mr. Pyle and started it in 2002. Mr. Jes­si­man orig­i­nally served as Chair­man and CEO of the Com­pany, but gave up the Chair­man­ship in 2005 in accor­dance with good gov­er­nance prac­tices at the time. He then gave up the posi­tion of CEO on August 1, 2006 for fam­ily rea­sons and became Exec­u­tive Vice-​​Chairman in charge of spe­cial projects. He began his pro­fes­sional career over 40 years ago as a lawyer at Pit­blado & Hoskin where he was a part­ner at the time of his leav­ing in 1998 to join Aikins, MacAulay & Thor­vald­son LLP as a part­ner, where he prac­ticed in the area of cor­po­rate, com­mer­cial and secu­ri­ties law until July 2005. Mr. Jes­si­man was a mem­ber of the TSX Ven­ture Exchange Win­nipeg Local Advi­sory Com­mit­tee; a for­mer direc­tor of Con­sol­i­dated Prop­er­ties Ltd., a TSX listed com­pany; a for­mer direc­tor of Geocrude Energy Inc., a TSX listed com­pany which was taken over by Canada North West Energy Inc.; a for­mer direc­tor of Pan Cana Indus­tries Ltd., a TSX listed com­pany which was taken over by Geocrude Energy Inc.; and a for­mer direc­tor of Ener­plus Energy Ser­vices Ltd., the man­age­ment com­pany for Ener­plus Resources Fund. Mr. Jes­si­man devotes a sig­nif­i­cant amount of his time to the busi­ness of the Company.

Mr. Jes­si­man has been a Direc­tor since July 28, 2009 and was pre­vi­ously a trustee of the Fund.

Don­ald Streu­ber, C.A.
Chair­man of the Audit Committee

Mr. Streu­ber is Pres­i­dent and CEO of Bison Trans­port Inc. Bison is one of Canada’s largest van truck­load car­ri­ers of freight and has been rec­og­nized as one of Canada’s 50 best man­aged com­pa­nies for the last 19 years. Prior to join­ing Bison in 1999, Mr. Streu­ber was a part­ner at Sill Streu­ber Fiske & Com­pany, Char­tered Accoun­tants. In 2012 Mr. Streu­ber received his F.C.A. des­ig­na­tion from the Insti­tute of Char­tered Accoun­tants of Man­i­toba. Mr. Streu­ber is presently the Chair­man of Cen­tre­Port Canada Inc., was Chair­man of the Cana­dian Truck­ing Alliance until Feb­ru­ary 2014, past Chair­man of the Busi­ness Coun­cil of Man­i­toba, past Chair­man for Prov­i­dence Col­lege and Sem­i­nary, is a mem­ber of the Cana­dian Coun­cil of Chief Exec­u­tives and is Vice Chair­man for the Assini­boine Park Conservancy.

Mr. Streu­ber has been a Direc­tor since July 28, 2009 and was pre­vi­ously a trustee of the Fund.

Gary Buck­ley
Chair­man of Com­pen­sa­tion Committee

Mr. Buck­ley holds a Bach­e­lor of Com­merce from the Uni­ver­sity of Alberta. Mr. Buck­ley has been involved in the hotel and hos­pi­tal­ity indus­try since 1983. Since 1998, Mr. Buck­ley has been the co-​​owner and oper­a­tor of the Elkhorn Resort & Con­fer­ence Cen­ter in Clear Lake, Man­i­toba. Mr. Buck­ley is also the largest share­holder of Gen­e­sis Hos­pi­tal­ity Inc., which owns var­i­ous hotel prop­er­ties in Man­i­toba and else­where. Mr. Buck­ley is also the owner of addi­tional hotel and mobile home properties.

Mr. Buck­ley has been a Direc­tor since July 28, 2009 and was pre­vi­ously a trustee of the Fund.

Michael Pyle
Chief Exec­u­tive Offi­cer of the Company

Mr. Pyle holds an Arts degree (Eco­nom­ics) and a Mas­ters of Busi­ness Admin­is­tra­tion Degree (Finance) from the Uni­ver­sity of Man­i­toba. He served in posi­tions of increas­ing senior­ity cul­mi­nat­ing as Pres­i­dent of The Arc­tic Glac­ier Income Fund (and its pre­de­ces­sor The Arc­tic Group Inc.) from 1998 to 2002. He pre­vi­ously worked with Roy­Nat Cap­i­tal in Win­nipeg from 1990 to 1996 and from 1997 to 1998. Mr. Pyle was employed as the Vice-​​President of Cor­po­rate Devel­op­ment for West­sun Inter­na­tional Inc. in Win­nipeg from 1996 to 1997. Mr. Pyle is cur­rently a direc­tor of Cen­tre­Port Canada Inc. and a direc­tor of Sport Man­i­toba. Mr. Pyle devotes the major­ity of his time to the Company.

Mr. Pyle has been the Chief Exec­u­tive Offi­cer and a Direc­tor of the Com­pany since July 28, 2009. Pre­vi­ously, Mr. Pyle was the Chief Exec­u­tive Offi­cer and a trustee of the Fund.

Edward Warkentin, LL.B.

Mr. Warkentin holds an arts degree from the Uni­ver­sity of Win­nipeg, a law degree from the Uni­ver­sity of Man­i­toba and has been a mem­ber of the Bars of Ontario and Man­i­toba for more than 35 years. Mr. Warkentin was a part­ner at Pit­blado & Hoskin before leav­ing in 1998 to join Aikins, MacAulay & Thor­vald­son LLP as a part­ner, where he prac­tices in the area of cor­po­rate and com­mer­cial law and served as Man­ag­ing Part­ner for 10 years. For­merly he was a direc­tor of Man­i­toba Min­eral Resources Ltd., the Chair and direc­tor of Youth for Christ (Win­nipeg) Inc. and a direc­tor of Grace Hos­pi­tal Board of Man­age­ment. Mr. Warkentin is cur­rently the Chair and a trustee of Artis REIT, a real estate invest­ment trust listed on the TSX and a direc­tor of sev­eral pri­vate cor­po­ra­tions, foun­da­tions and partnerships.

Mr. Warkentin has been a Direc­tor since July 28, 2009 and was pre­vi­ously a trustee of the Fund.

Brad Ben­nett, O.B.C.

Mr. Ben­nett has been the Pres­i­dent of McIn­tosh Prop­er­ties Ltd., a real estate and invest­ment hold­ing com­pany, since 1989. Mr. Ben­nett has served on a num­ber of pub­lic and pri­vate com­pany boards and is cur­rently Chair­man of Quails Gate Win­ery, a direc­tor of Kal Tire Hold­ings Ltd., a direc­tor of Rack­force Net­works Inc. and a direc­tor of British Colum­bia Hydro and Power Authority.

Mr. Ben­nett also cur­rently serves as Chair­man of MITACS and is Vice-​​Chairman of the Fraser Insti­tute. Past pub­lic ser­vice posi­tions include Chair­man of Uni­ver­sity of British Colum­bia, Chair­man of Kelowna Gen­eral Hos­pi­tal Foun­da­tion, Co-​​Chairman of the Cen­tral Okana­gan Hos­pice Cam­paign and Chair­man of Rotary Cen­tre for the Arts Build­ing Com­mit­tee. Mr. Ben­nett received an hon­orary Alumni Award from the Uni­ver­sity of British Colum­bia in 2007, was awarded the Order of British Colum­bia in 2010 and received an hon­orary Doc­tor­ate of Laws from the Uni­ver­sity of British Colum­bia in 2011. Mr. Ben­nett was awarded the Queen’s Dia­mond Jubilee Medal in 2013.

Mr. Ben­nett became a Direc­tor on July 28, 2009.

Ser­ena H. Kraayeveld, F.C.A., ICD.D
Chair­man of Gov­er­nance Committee

Ms. Kraayeveld grad­u­ated with a Bach­e­lor of Com­merce (Hons) from the Uni­ver­sity of Man­i­toba and is a mem­ber of the Insti­tute of Char­tered Accoun­tants of Man­i­toba, the Cana­dian Insti­tute of Char­tered Accoun­tants and the Insti­tute of Cor­po­rate Direc­tors. In 1990, she was elected an FCA by the Insti­tute of Char­tered Accoun­tants of Man­i­toba. Prior to her retire­ment from pub­lic prac­tice in 2008, Ms. Kraayeveld was a tax part­ner with Price­wa­ter­house­C­oop­ers LLP, pro­vid­ing tax and busi­ness advi­sory ser­vices to clients in a broad range of indus­tries and with a vari­ety of issues. In addi­tion, Ms. Kraayeveld served terms as the Man­ag­ing Part­ner of the Win­nipeg Office of Coop­ers & Lybrand and as the Part­ner in Charge of the Win­nipeg tax prac­tice of Price­wa­ter­house­C­oop­ers LLP. Ms. Kraayeveld com­pleted the Direc­tors Edu­ca­tion Pro­gram offered by the Insti­tute of Cor­po­rate Direc­tors and received the ICD.D des­ig­na­tion in 2008. Ms. Kraayeveld cur­rently serves as a direc­tor of CAA Man­i­toba. Past board posi­tions have included the boards of Price­wa­ter­house­C­oop­ers LLP, Coop­ers & Lybrand, Insti­tute of Char­tered Accoun­tants of Man­i­toba, Cana­dian Tax Foun­da­tion, United Way of Win­nipeg, Man­i­toba The­atre Cen­tre, Ducks Unlim­ited Canada and YWCA of Winnipeg.

Ms. Kraayeveld became a Direc­tor on Novem­ber 10, 2011.

Jeff Olin, B.Comm, MBA

Mr. Olin has been the Pres­i­dent and CEO of Vision Cap­i­tal Cor­po­ra­tion, an invest­ment coun­sel­ing and port­fo­lio man­age­ment com­pany which man­ages the Vision Oppor­tu­nity Funds, since 2007. Mr. Olin is presently the Chair­man of Bright­Path Early Learn­ing Inc. Between 2003 and 2007, Mr. Olin served as the Man­ag­ing Part­ner, Ontario and Head of Invest­ment Bank­ing with Des­jardins Secu­ri­ties Inc. Mr. Olin was pre­vi­ously a Man­ag­ing Direc­tor with HSBC Secu­ri­ties Inc. and a Vice-​​President with Canac­cord Cap­i­tal Cor­po­ra­tion. Mr. Olin is a grad­u­ate of the Kel­logg Grad­u­ate School at North­west­ern Uni­ver­sity in Chicago with an MBA. He received his Bach­e­lor of Com­merce degree from the Uni­ver­sity of Toronto.

Mr. Olin became a Direc­tor on May 14, 2013.

Allan Davis, CA

Mr. Davis holds a Bach­e­lor of Com­merce (Hon­ours) from the Uni­ver­sity of Man­i­toba. He is a Char­tered Accoun­tant (1980) and is a mem­ber of the Insti­tute of Char­tered Accoun­tants of Man­i­toba. Mr. Davis is cur­rently the Pres­i­dent and Direc­tor of AFD Invest­ments Inc. a man­age­ment con­sult­ing firm with exten­sive expe­ri­ence in trans­porta­tion, dis­tri­b­u­tion, and man­u­fac­tur­ing. Mr. Davis is the Inde­pen­dent Chair of the Board of Trustees and Chair of the Audit Com­mit­tee of the Boyd Group Income Fund (“Boyd”). Boyd is an open-​​ended mutual fund trust trad­ing on the TSX. By num­ber of loca­tions, Boyd is the largest oper­a­tor of non-​​franchised col­li­sion repair cen­tres in North Amer­ica and a major retail auto glass oper­a­tor in the United States.

Mr. Davis became a Direc­tor on May 15, 2014.