Morguard North American Residential REIT has three Board committees: Audit, Compensation and
Governance and Investment
Audit
The Board has adopted a written charter for the Audit Committee, which set out the Audit Committee’s
responsibility in reviewing the financial statements of the REIT and public disclosure documents
containing financial information and reporting on such review to the Board, ensuring that adequate
procedures are in place for the review of the REIT’s public disclosure documents that contain financial
information, overseeing the work and reviewing the independence of the external auditors and
reviewing, evaluating and approving the internal control procedures that are implemented and
maintained by management. The Audit Committee is also responsible for supervising the REIT’s
compliance with and implementation of the risk and environmental programs.
Download the Terms of Reference for the Audit Committee.pdf
Compensation and Governance
The C&G Committee is charged with reviewing, overseeing and evaluating the governance and
nominating policies and the compensation policies of the REIT. In addition, the C&G Committee will be
responsible for: (i) assessing the effectiveness of the Board, each of its committees and individual
Trustees; (ii) overseeing the recruitment and selection of candidates as Trustees of the REIT, other than
Morguard’s nominees; (iii) organizing an orientation and education program for new Trustees and
coordinating continuing Trustee development programs; (iv) considering and approving proposals by the
Trustees to engage outside advisers on behalf of the Board as a whole or on behalf of the Independent
Trustees; (v) reviewing and making recommendations to the Board concerning any change in the
number of Trustees composing the Board; (vi) assessing the performance of the officers and other
members of the executive management team of the REIT; and (vii) reviewing and making
recommendations to the Board concerning the level and nature of the compensation payable, if any, to
the Trustees and officers of the REIT.
Download the Terms of Reference for the Compensation and Governance Committee.pdf
Investment
The Investment Committee may authorize, without Board approval, proposed acquisitions, dispositions
or borrowings where the acquisition, disposition or borrowing, including the assumption or granting of
any mortgage of the REIT where the value of such transaction does not exceed $25 million. The
Investment Committee will also recommend to the Board whether to approve or reject proposed
transactions, where the value of such transaction exceeds $25 million.
Download the Terms of Reference for Investment Committee.pdf