Item - 2021.TA11.6

The Board of Directors of the Toronto Atmospheric Fund:

1.  Approved an investment of up to $500,000 subject to the terms and conditions as set out in Confidential Attachment 1 to the report (April 12, 2021) from the Vice President, Impact Investing.

2.  Directed the Vice President - Impact Investing to implement the investment to the satisfaction of Toronto Atmospheric Fund’s Solicitor.

3.  Directed the Vice President, Impact Investing to undertake a review of all sideletters, ensuring that, in the opinion of the Vice President, Impact Investing, no other LP has been offered any terms which confer an unfair economic advantage or which are of a nature that should have been also offered to the Toronto Atmospheric Fund.

4.  Directed that the confidential information contained in the Confidential Attachment 1 to the report (April 12, 2021) from the Vice President, Impact Investing remain confidential in its entirety, as it contains commercial and financial information, supplied in confidence to The Atmospheric Fund, which, if disclosed, could reasonably be expected to significantly prejudice the competitive position or interfere significantly with the contractual or other negotiations of a person, group of persons, or organization.

5.  Directed that the balance of information in Confidential Attachment 2 to the report (April 12, 2021) from the Vice President, Impact Investing remain confidential as it is about a plan to be applied to any negotiations carried on or to be carried on by or on behalf of the Board of Directors of the Toronto Atmospheric Fund.

The Board of Directors of the Toronto Atmospheric Fund recessed its public meeting to meet in closed session to consider the item as it pertains to commercial and financial information, supplied in confidence to the Toronto Atmospheric Fund, which, if disclosed, could reasonably be expected to significantly prejudice the competitive position, or interfere significantly with the contractual or other negotiations of a person, group of persons, or organization.

Approval is recommended of a Private (Pooled) Equity investment which demonstrates the potential for appropriate risk-adjusted return and strong alignment with TAF’s mandate. This transaction helps to diversify TAF's Impact portfolio; is strongly aligned with our investment philosophy; and is expected to support a pipeline of future deal flow.  The proposed investment of up to $500,000 complies with investment limits, inclusive of the limit specific to private (pooled) equity, and is not subject to additional external approvals, as set out in TAF’s investment policy.