Item - 2017.EX26.12

The Executive Committee:

1. Deferred consideration of the item until the September 26, 2017 meeting of the Executive Committee.

This report contains recommendations for actions necessary to comply with the requirements of the Business Corporations Act, (Ontario) R.S.O. 1990, c.B.16 (OBCA) for holding the Annual General Meeting of the Shareholder of Toronto Hydro Corporation (THC) including receipt of Toronto Hydro Corporation's audited annual consolidated financial statements for 2016 and appointment of the auditor for Toronto Hydro Corporation for 2017.

This report also contains recommendations for receipt at the Annual General Meeting of the Shareholder of Toronto Hydro Corporation, other reports provided by Toronto Hydro Corporation as required by the Amended and Restated Shareholder Direction Relating to Toronto Hydro Corporation (Shareholder Direction) which, in addition to the Business Corporations Act, (Ontario) R.S.O. 1990, c.B.16 requirements, include:

- Toronto Hydro Corporation's annual report, environmental performance report and annual information form;

- Toronto Hydro Corporation's report to the Shareholder, consolidated and non-consolidated financial statements and financial statements for its subsidiary companies. Note that Toronto Hydro Corporation has advised the City that Attachments 7, 8, 9 and 10 are confidential due to: the security of the property of the City; and securities requirements arising from Toronto Hydro Corporation's status as an offering corporation under the Business Corporations Act, (Ontario) R.S.O. 1990, c.B.16, Toronto Hydro Corporation's status as a reporting issuer under the Securities Act (Ontario), R.S.O. 1990, c.S.5, and the application by the Ontario Securities Commission of National Instrument 51-102; and

- Toronto Hydro Corporation's disclosure of executive compensation in two parts, with the part in Attachment 11(b) being confidential as it includes personal information about identifiable individuals.