Item - 2024.EX15.7

City Council on June 26 and 27, 2024, adopted the following:

1. City Council adopt the confidential instructions to staff in Confidential Attachment 1 to the report (June 4, 2024) from the City Manager and the Chief Financial Officer and Treasurer.

2. City Council authorize the public release of Confidential Attachment 1 and Confidential Appendix A to the report (June 4, 2024) from the City Manager and the Chief Financial Officer and Treasurer, if Confidential Appendix A to the report (June 4, 2024) from the City Manager and the Chief Financial Officer and Treasurer is executed by the City Manager.

3. City Council direct that Confidential Appendix B to the report (June 4, 2024) from the City Manager and the Chief Financial Officer and Treasurer remain confidential as disclosure of this information could reasonably be expected to prejudice Toronto Hydro's competitive position or interfere significantly with the contractual or other negotiations of Toronto Hydro and result in undue loss to Toronto Hydro; in addition, any disclosure could give rise to a breach of law, including applicable securities law.

June 28, 2024

The confidential instructions to staff in Confidential Attachment 1 to the report (June 4, 2024) from the City Manager and the Chief Financial Officer and Treasurer were adopted by City Council and are now public, the City Solicitor having confirmed that the conditions to make them public have been met, as follows:

1. City Council authorize the City Manager to execute an amendment to the Toronto Hydro Amended and Restated Shareholder Direction in the form of the attached Schedule 1, which includes targeted fixed dividends for the years 2025-2034, including both partial and suspended dividend amounts to be retained by Toronto Hydro in order to be reinvested.

2. City Council authorize the transfer of up to $50 million to Toronto Hydro on or before January 2, 2025, as a special equity subscription, to be withdrawn from the Capital Financing Reserve, for the purposes of supporting Toronto Hydro's prudent regulated capital expenditure programs over time as set out in their annual business plans delivered to the City.

3. City Council authorize the allocation of future dividend payments from Toronto Hydro to the Capital Financing Reserve fund, as required.

4. City Council authorize an annual contribution of up to $25 million to Toronto Hydro from 2025-2034 inclusive as a special equity subscription, with funds to be provided by an offsetting reduction in annual Capital from Current (CFC) funding for a total of $250 million, for the purposes of supporting Toronto Hydro's prudent regulated capital expenditure programs over time as set out in their annual business plans delivered to the City.

5. City Council authorize the Chief Financial Officer and Treasurer to negotiate and settle the definitive and final terms of the Term Sheet attached as Appendix A and the terms and conditions of a subscription agreement for common shares of Toronto Hydro in consideration for the special equity contributions authorized by Parts 2 and 4 above, to be completed on the first business day of each year during the period between January 1, 2025 and December 31, 2034 for a total aggregate amount of $300 million, together with such other definitive agreements and documents (collectively, the Definitive Agreements) as the Chief Financial Officer determines to be necessary or advisable in connection with the special equity subscriptions authorized by Parts 2 and 4 above and in a form authorized by the City Solicitor; and to execute and deliver the Definitive Agreements on behalf of and in the name of the City.

Confidential Attachment 1 and Confidential Appendix A to the report (June 4, 2024) from the City Manager and the Chief Financial Officer and Treasurer are now public, the City Solicitor having confirmed the conditions to make them public have been met, and can be accessed under Background Information (Committee).

Confidential Appendix B to the report (June 4, 2024) from the City Manager and the Chief Financial Officer and Treasurer remains confidential in accordance with the provisions of the City of Toronto Act, 2006, as disclosure of this information could reasonably be expected to prejudice Toronto Hydro's competitive position or interfere significantly with the contractual or other negotiations of Toronto Hydro and result in undue loss to Toronto Hydro; in addition, any disclosure could give rise to a breach of law, including applicable securities law.