Item - 2021.CT22.11

The Board of Directors of TO Live:

1.  Established an Environmental, Social and Governance Committee consisting of 3 members.

2.  Appointed the following members:

Myriam Gafarou, as Chair

Mustafa Humayun

3.  Requested the Committee to review and recommend the terms of reference for approval by the Board.

Environmental, Social and Governance have become a focus for both profit and not-for-profit

organizations. Indeed, in the corporate world it has become mandatory with almost all companies now establishing Board Committees to deal with these issues. It would seem appropriate for us to establish such a Board Committee.

Myriam Gafarou has not only recommended we form such a Committee but has also agreed to serve as Chair. She and Clyde have had extensive discussions on the matter and we are ready to ask the Board to proceed.

It is recommended the Committee consist of 3 to 5 members, depending upon Board interest.

The Committee terms of reference may be developed and brought forward for approval to the Board by the Committee.

Attached is a commentary on what is motivating the private investment world to focus on ESG. Supporters of the cultural world are frequently involved in the corporate environment and, I expect, are about to focus on ESG in our environment as well.