Board of Trustees

George Armoyan(2)(a) (Chairman)		President, Geosam Investments Ltd..
Kenneth Chalmers(1)(a)		Corporate Director
Michael Bregman(2)(a)		President and Chief Executive Officer, Tailwind Capital Inc.
Brian Luborsky(2)(a)		President and Chief Executive Officer, Premier Salons of Canada
David Wood(1)(2)(a)		Vice President Finance and Chief Financial Officer, Municipal Group of Companies
Melinda Lee(1)(a)		Corporate Director

 
⁽¹⁾ Audit Committee
⁽²⁾ Compensation and Corporate Governance Committee
^(a) Director of General Donlee Limited

 
Senior Management

Michael Snow		President and Chief Executive Officer, General Donlee Limited
Peter Bowers		General Manager, Industrial Products Division
Gerald Thain		Chief Financial Officer, General Donlee Limited
Dennis Lontok		Controller, Aerospace and Power Generation Products Division
Barbara Houghton		Controller, Industrial Products Division

 
George Armoyan Chairman of the Board, member of the Compensation and Corporate Governance Committee (an independent Trustee).
 
George Armoyan is president of Geosam Investments Limited. George is an entrepreneur with extensive experience in mergers, acquisitions and capitalizing on turn-around opportunities. He has led a number of companies to solid business results over the last 20 years.

Mr. Armoyan also serves on the Board of Royal Host RE IT (TSX: RYL.UN ).

Mr. Armoyan holds a B.Eng. (Civil) from Dalhousie University. In 2008, Mr. Armoyan was named Atlantic Canada’s Entrepreneur Of The Year® by Ernst & Young.

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Kenneth Chalmers Member of the Audit Committee (an independent Trustee).
 
Mr. Chalmers was the President and Chief Executive Officer of PBB Global Logistics Income Fund until its sale to Livingston International Income Fund in January, 2006. He was a member of PBB’s board of directors between 1985 and 2006 and held several senior executive positions with PBB between 2001 and 2006. Prior to 2001, Mr. Chalmers spent 20 years advising senior management and boards of directors on legal and strategic matters as a partner and associate with several Bay Street firms in Toronto. He has LLB and LLM degrees from Osgoode Hall Law School.

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Michael Bregman Member of the Compensation and Corporate Governance Committee (an independent Trustee).
 
Mr. Bregman is the President and Chief Executive Officer of Tailwind Capital Inc., a fund that invests in public companies. He earned an M.B.A. at Harvard Business School in 1977 after graduating with a B.S.Economics (finance) from the Wharton School at the University of Pennsylvania in 1975. He founded mmmuffins inc. in 1979, a leading specialty bakery retailer. He acquired The Second Cup Ltd. in 1988 and served as its Chairman and Chief Executive Officer until its sale in 2002. Mr. Bregman serves on the Board of Directors of Clairvest Group Inc. Michael is an active leader in various community organizations including Mount Sinai Hospital, Rotman School of Business and United Jewish Appeal.

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Brian Luborsky Member of the Compensation and Corporate Governance Committee (an independent Trustee).
 
Mr. Luborsky is the President and Chief Executive Officer of Premier Salons, a private company that he founded in 1984. Premier Salons operates 900 salons and spas throughout Canada and the United States. Mr. Luborsky has more that 20 years experience and earned a Bachelor of Commerce from the University of Toronto. He received his Chartered Accountant designation in 1982 while working at Coopers & Lybrand.

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David Wood Chairman of the Audit Committee and member of the Compensation and Corporate Governance (an independent Trustee).
 
Mr. Wood is the Vice-President Finance and Chief Financial Officer for the Municipal Group of Companies in Bedford, Nova Scotia. Prior to joining The Municipal Group in 1988, Mr. Wood worked for the Accounting Firm of Doane Raymond (Grant Thornton) in it’s New Glasgow and Halifax offices.

Mr. Wood received a Bachelor of Business Administration degree with a major in accounting from Acadia University in 1984. He received his Certified Management Accountant designation in 1994.

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Melinda Lee Member of the Audit Committee (an independent Trustee).
 
Ms. Lee is a Corporate Director at General Donlee as well as Royal Host Income Fund (TSX: RYL.UN) and Supremex Inc. (TSX: SXP.UN). She served as the Vice-President, Investments at Clarke Inc. (TSX: CKI) from 2006 to 2010, after having been Vice-President of Geosam Investments Ltd. from 2003 to 2006. Previous to her role at Geosam, Ms. Lee gained seven years of public accounting experience at Chartered Accountancy firms in Ottawa and Halifax. Ms. Lee earned her Chartered Accountant (CA) designation in 1999, after having completed a Bachelor of Business Administration at St. Francis Xavier University in 1995.

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Michael Snow offers a depth of experience in building global businesses, with a history of driving sustainable growth and profit in sectors including electronics, automation, distribution, power, HVAC, pulp and paper, consumer goods and food, across Asia and the Americas.

Prior to joining General Donlee, Mr. Snow served as President of the Canadian division of Omron Electronics, having also been its Vice President of Marketing for the Americas. He has also provided leadership in global manufacturing and technology for the Irving Group and Emerson Electric over the last 20 years.

Michael is a Professional Engineer (P.Eng.), and holds an MBA from the Richard Ivey School of Business at the University of Western Ontario.

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Peter Bowers is general manager of the Industrial Products Division. Mr. Bowers joined General Donlee in October 2005. Prior to joining General Donlee Limited, he served for three years as Operations Manager of AMS/North American Automation Inc., a manufacturer of CNC machine tools, special purpose machinery and automation equipment, which was preceded by 20 years of varied experience in the machine tool and equipment design areas.

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Gerald Thain is the Chief Financial Officer of General Donlee Limited and has been with the Company since May 2000. Mr. Thain is responsible for all aspects of the finance, human resources, information technology, activities of the Company. Prior to joining General Donlee, Mr. Thain was Controller at Olsen Technology Inc. for 5 years, as well as holding other senior financial management positions. In 1975 he earned his Certified Management Accountant designation from the Ontario Society of Management Accountants.

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Dennis Lontok joined General Donlee Limited as Controller, Aerospace and Power Generation Division in December, 2005. He is responsible for finance and accounting, credit, accounts receivable, accounts payable and costing activities for the division. From 2002 to late in 2005 Dennis was accounting supervisor for Shaw Flex and before that he held finance positions with Moore Corporation and Sprint Canada. He earned his Certified Management Accountant degree from the Society of Management Accountants of Ontario in 1998 after receiving a Bachelor of Commerce degree in accounting from Concordia University.

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Barbara Houghton has been Controller for the Industrial Products Division of General Donlee since 1982. Ms. Houghton is responsible for finance, human resources, taxation, credit and benefits for the division. From 1978 to 1982, Ms. Houghton was an accounting co-ordinator. In 1991 she earned her Certified General Accountant designation from the Certified General Accountants of Ontario.

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(excerpted from 2005 Annual Report)
 
The Trustees consider good corporate governance to be central to the effective and efficient operation of the Fund. However, as a result of the structure of the Fund, compliance with the Ontario Securities Commission’s (“OSC”) recommendations is best addressed by the Trustees of the Fund together with the Board of Directors of the Company. The Fund is a trust created to hold the securities of the Company, directly or indirectly. The Fund does not conduct any active business and the role of the Trustees, pursuant to the Declaration of Trust, is primarily to vote on behalf of and represent the Fund as a shareholder and noteholder of the Company, hold title to the assets of the Fund, declare distributions from the Fund to the Unitholders and provide certain reports to the Unitholders. The business of the Company is supervised by its Board of Directors, directly and through its committees.
 
The committees (and the focus of the corporate governance structure) were initially formed at this operating level, closest to the key areas requiring decision-making and supervision. However, in light of emerging regulatory developments, the Fund moved the Audit Committee up to the Fund level during 2004.
 
On June 17, 2005 the OSC published National Instrument 58-101 “Disclosure of Corporate Governance Practices”. The Fund’s current governance practices are substantially in compliance with the OSC’s governance guidelines. During 2005, the Fund reassessed its governance practices in light of NI 58-101 and the required disclosure in Form 58-101F1. During 2005, the composition of the Board of Trustees and Board of Directors changed. As a result, five of the existing six Trustees and Directors are considered “independent” as are all members of the committees. The Board continues to monitor regulatory developments. The Fund has set out the required disclosure of Corporate Governance Practices in its Management Proxy Circular for the Annual General Meeting that will be held on May 20, 2008.