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Unformatted text preview: tephen is currently also the Managing Director of the
Canadian Coalition for Good Governance, which represents Canada’s leading pension plans and investment
managers who collectively manage over $1.4 trillion in assets on behalf of Canadians. In addition, he is a
lawyer and was a corporate/commercial partner at Smith Lyons (now Gowlings) until 1994.
Michael Curry joined the Investeco team in 2002 and is a Managing Partner. He is Vice Chair of the board at
Organic Meadow and is on its audit committee, and is also Chairman of the board of Rowe Farms. Previously,
Michael was co-owner/operator of a successful building materials distribution company and spent seven years
- 15 - in the Canadian reforestation industry. Michael became focused on the environmental economy in 2001 when
he began researching environmental companies for the E2 Venture Fund.
Alex Chamberlain joined the Investeco team in 2002 and is a Managing Partner. Alex is both a lawyer and
CFA charterholder. Prior to Investeco, Alex practiced law at Smith Lyons (now Gowlings) and worked in the
Corporate Finance and Investment Banking Group at PricewaterhouseCoopers Securities Inc. Alex is a
director of UV Pure Technologies, EnerWorks, and Rowe Farms. He is also on the advisory committee of the
Environmental Finance Workshop Series at the University of Toronto and on the board of the Clean Air
John A. Cook joined the Investeco team in 2006 as a Managing Partner. John has a proven track record for
building external and internal relationships, corporate culture, corporate structure, brand awareness, and
business scale at both large and small companies. Prior to joining Investeco, John was President and Chief
Operating Officer of MaRS Discovery District where he led corporate development and strategy from 2001 to
2005. John has also held executive positions at AIM Funds Management Inc. and BPI Financial Corporation
(now part of CI Funds). John is currently a director of Rowe Farms.
Michael de Pencier is a co-founder of Investeco. Michael is an entrepreneur and environmental investor. He
is Chair of Key Publishers Company Ltd., which under his leadership became Canada’s largest independent
periodical publishing company. In this role, Michael owned, launched or ran many of the country’s leading
magazines, including Toronto Life, Wedding Bells, Where Magazines and Canadian Business. Michael has
also been a successful real estate investor, past Chair of World Wildlife Fund Canada (a $22,000,000
organization with over 90 employees) and the founder of the Green Living Show, an environmental consumer
exhibition, which has attracted speakers such as Bill Clinton and Al Gore. Michael has been honoured with the
Order of Ontario and the Order of Canada. SUMMARY OF PARTNERSHIP AGREEMENT
The following is a summary only of the Partnership Agreement and is qualified in its entirety by reference to
the Partnership Agreement between each of the Limited Partners and the General Partner to be entered into at
or prior to the Initial Closing or a Subsequent Closing, as applicable. The Partnership Agreement takes
priority over this summary and will be provided to qualified investors prior to the Initial Closing or any
Subsequent Closing at which they invest.
The Partnership is a limited partnership formed under the laws of the Province of Ontario as of July 8, 2008
under the Limited Partnerships Act (Ontario).
The General Partner of the Partnership is Investeco General Partner III Corp., an Ontario corporation. The
General Partner is responsible for the management, operation and policy of the Partnership, including all
investment decisions. - 16 - Manager
The Manager will provide certain administrative services to the Partnership.
The Partnership will pay to the Manager an annual fee for it services as Manager (the “Management Fee”)
initially equal to 2% annually of Aggregate Capital Commitments, plus applicable taxes. The Management Fee
will be payable quarterly in advance and will accrue from the date of the Initial Closing until the end of the
Commitment Period. Subsequently, and for as long as the Management Agreement remains in force and
effect, the Management Fee will be an annual amount equal to 1.75% of the Aggregate Capital Commitments,
plus applicable taxes. To the extent that the Management Fee is payable in respect of a period which is less
than a complete quarter of a fiscal year, it will be prorated for such period.
In respect of commitments of the Limited Partners admitted to the Partnership at a Subsequent Closing, the
Manager will be entitled to receive the Management Fee from the date of the Initial Closing to the date of the
Subsequent Closing. This amount will be payable by a Limited Partner and is determined by applying the
annual Management Fee to such Limited Partner’s Capital Commitment for such period, prorated for periods
less than a complete fiscal year. Such amount shall be payable to the Manager from such Limited Partner’s
commitment on the date of t...
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This document was uploaded on 02/19/2014.
- Spring '14