2018 ELECTIONSBoard of Directors

Make your mark at Meridian2018 Application for Nomination

Please note that applications must be received no earlier than Monday, November 13, 2017 and no later than 5:00 p.m. on Monday, January 22, 2018.

Thank you for your interest in becoming a member of Meridian’s Board of Directors. Here you’ll find everything you need to complete the process, including:

The Candidate’s Guide: A quick reference that outlines what you’ll need to do, and how the process of applying for our Board works.

Who can be a Director: What it takes to become a member of our Board.

Selection Criteria: The characteristics of a great Director.

Candidate’s Background Information: A fully-detailed explanation of what the role of a Director is, and what kind of commitment we’ll need from you.

If you’re a champion of the Credit Union cause, an experienced Director with a variety of excellent skills and an all-round, community-minded individual that’s looking for a way to make a difference in your Credit Union, then you may well be just the kind of Candidate we’re looking for!

Applications for Nomination must be marked Confidential and submitted to:

Sunny SodhiReturning OfficerMeridian Credit Union 3280 Bloor Street West Centre Tower, 7th Floor Toronto, Ontario M8X 2X3

Thank you for your interest and good luck!

Be a leader at your Credit Union.

2018 ELECTIONSBoard of Directors

Board of Directors2018 Application for Nomination

Dear Prospective Board Candidate:

We appreciate your participation in our nomination and election process which is anintegral part of ensuring that we maintain a strong governance framework that serves our Members most effectively. Inside this package you will find information that will clarify the qualification criteria for Candidates and expectations of Directors in their role of governing the Credit Union. You will also find everything that you need to complete the nomination process.

To assist those Members who are interested in considering candidacy, the Board appoints a Nominating Committee each year. The Committee's primary role is to ensure Members are fully informed of the nomination and election processes. The Committee also considers the qualifications of Candidates in order to ensure the highest quality board composition, taking into consideration any gaps as identified by the Board in their analysis of the Board's skills, knowledge and experience. This year the Nominating Committee has been tasked with seeking nominees who not only are the best qualified and meet the required criteria but who also possess: information technology expertise; cyber security expertise; a CPA/CA designation; and/or financial institution legal/regulatory expertise. Further details on the process undertaken by the Nominating Committee are outlined on Page 1 of this application package.

If you decide to submit an application for nomination as a Candidate, please complete and submit this application package along with all the required documents, as outlined in the Candidate's Guide section. If you have any questions about the enclosed information, you may contact Sunny Sodhi, our Returning Officer, at returning.officer@meridiancu.ca.

Please note that applications must be received no earlier than Monday, November 13, 2017 and no later than 5:00 p.m. on Monday, January 22, 2018. We would encourage you to start your application process as early as possible in order to allow for preliminary vetting of the substantial application by our Corporate Secretary.

At Meridian we value the dedication and commitment of our Members who choose to participate in our nomination and election process as a Board Candidate. We thank you for your interest in seeking nomination for our Board of Directors.

Yours truly,

Carol Hunter Chair, Nominating Committee

2018 ELECTIONSBoard of Directors

Table of Contents2018 Application for Nomination

Page 1 Meridian’s Election Process – 2018

2 Candidate's Guide

3 Candidate's Undertaking

6 Schedule A - Director Eligibility & Qualification Requirements

9 Schedule B - Selection Criteria

12 Schedule C - Applicant Expertise / Experience Assessment

14 Schedule D - Declaration of Economic Interests

20 Schedule E - Requirements to Disclose

21 Schedule F - Background Information for Candidates

25 Schedule G - Campaigning Rules

26 Meridian Photography Guidelines

Meridian's 2018 Election Process2018 Appl ication for Nomination

Meridian’s Board, as established in the By-Laws, consists of 12 positions and in 2018, four positions need to be filled. As defined in Meridian’s By-Laws and the Board’s Governance policies, the Nominating Committee of the Board plays an integral role in the process of reviewing Candidates who meet the eligibility requirements. This Committee is required to interview all qualifying Candidates (except in the case of a high number of qualifying Candidates where the Committee may engage an external advisor to conduct preliminary interviews) and to evaluate the experience, expertise and qualifications of each Candidate in relation to the specific Director selection criteria established by the Board from time to time, and in consideration of the skill gaps identified by the Board.

Upon completion of the Candidate interviews, and based on the information contained in the Candidate’s application and the results of the interview, the Nominating Committee will make a determination as to the best qualified Candidates to fill the vacant positions. The Committee will then place their recommendation behind those identified Candidates in number equal to the number of vacancies.

The Nominating Committee will advise each Candidate (without an explanation of the reasons) whether they are receiving the Committee’s recommendation or not, and any Candidate not being recommended will have the choice of staying on the ballot and participating in the election. This assures all Candidates that the process remains democratic. The Candidate brochure will indicate to Members the names of those Candidates who have received the recommendation of the Nominating Committee. Non-recommended Candidates in any given year should not be discouraged from submitting an application in a subsequent year, as the diversity and qualifications of the Candidate pool will vary every year.

Meridian’s elections will be conducted via electronic voting on-line and in-branch, during the period of April 2 through April 18, 2018. There will not be nominations from the floor, nor will any voting for Directors take place,at the Annual General Meeting. The results of the election will be announced at the Annual General Meeting, on Tuesday, April 24, 2018.

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Candidate's Guide2018 Appl ication for Nomination

1. Individuals wishing to be Candidates for Meridian’s Board of Directors must be at least 18 years of age, have been a Member of Meridian for a minimum of twelve (12) months as at the last day of the Nominationperiod, and hold the required Membership Share.

2. Additional eligibility requirements are outlined on Schedule A (Page 6) of this Application.

3. If after reviewing the above and the Background Information for Candidates – Schedule F (Page 21-24), a Candidate wishes to make application, he or she must:

A. Complete this Application in its entirety; and

B. Submit it along with the six (6) documents detailed on Page 4 of this Application:•Statement of Interest;•Ballot Statement;•Resume;•Completed Schedule C (Applicant Assessment);•Completed Schedule D (Declaration of Economic Interests by a Restricted Party of Meridian Credit Union Limited);•Completed Schedule E (Requirement to Disclose);

The application must also include a professional photograph as detailed on Pages 4 and 26.

4. A. Applications for Nomination must be marked Confidential and submitted to:

Sunny Sodhi Returning Officer Meridian Credit Union3280 Bloor Street West Centre Tower, 7th Floor Toronto, Ontario M8X 2X3

B. Applications must be received by the Returning Officer between Monday, November 13, 2017and 5:00 p.m. on Monday, January 22, 2018.

Once the Nomination period closes:

5. The Nominating Committee of the Board will validate the Candidate’s eligibility, and thereafter conductCandidate interviews during the period from February 5 through February 7, 2018.

6. The election of Directors by Members will be conducted during the period April 2 through April 18, 2018.

7. The successful Candidates will be announced at Meridian’s Annual General Meeting to be held on Tuesday, April 24, 2018 in Hamilton, Ontario.

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Candidate's Undertaking2018 Appl ication for Nomination

The undersigned hereby applies to be a Candidate for nomination and/or election to the Board of Directors ofMeridian Credit Union Limited (“Meridian”) or (the “Credit Union”). If, as a Candidate, you feel you are unable to attest to a certain issue noted below, please feel free to provide a written explanation of the reasons behind the inability to attest.

I do, or solemnly undertake to:a. stand for election, and, if elected, to serve as a Director;b. observe the provisions of the Credit Unions and Caisses Populaires Act, (“the Act”), as applicable, including

both the qualification requirements noted in Section 91 of the Act, and the provisions of disqualifiedindividuals as outlined in Section 92(1) of the Act. Refer to Schedule B herein. (The Act is accessible at https://www.ontario.ca/laws/statute/94c11);

c. comply with the Duties and Obligations of Directors, including the Directors’ Code of Conduct adopted by theBoard from time to time;

d. provide full financial disclosure to the Credit Union, as required by the Board from time to time;e. in the event that my spouse is engaged in business activities as described under 1a(iv)

of Meridian’s eligibility requirements (Schedule A), disclose the details of same to validate my eligibility;f. observe all the Credit Union’s By-Laws, and the rules relating to the elections and the conduct thereof;g. resign from the Board in the event the Board has determined that, as a Director, I have ceased to meet the

eligibility requirements as set out in the Credit Union’s By-Laws or the Credit Unions and Caisses Populaires Act, (Section 91) (Schedule A herein) or if I have met the test of any of the disqualifying criteria, during my term of office.

For items h) through l), notwithstanding the requirements under the Credit Unions & Caisses Populaires Act, I hereby:h. attest that I have not been held liable in a civil proceeding in connection with financial or business misconduct,

fraud or mismanagement of an entity;i. attest that I have no conflicts of interests that could create a material risk that I will be unable to discharge the

duties of a Director with integrity and in the best interests of the Credit Union;j. attest that I have never been convicted or, or am currently charged with an offence, under the Criminal Code

of Canada, provincial/territorial legislation or any other jurisdiction outside of Canada (including impaired driving but not minor traffic offenses);

k. attest that I have never had a civil judgment or disciplinary action taken against me by any professional or self-regulated body; and

l. attest that I have never (under the laws of any province, territory or country) been petitioned into bankruptcy or made a voluntary assignment into bankruptcy.

Furthermore, I hereby consent to:m. the collection, use and disclosure of credit and/or personal information to, or from Meridian;n. the collection, use and disclosure of credit and/or personal information to or from any background check firm

and/or credit-reporting agency;o. the completion of a police/criminal check, to be administered by an external firm;p. Meridian, the Nominating Committee, and/or an external advisor retained by either Meridian or the

Nominating Committee, searching all available and relevant public records including sources on social media such as Facebook, Google and LinkedIn, and thereby obtaining personal and business information about me, and to the Committee using any such information so obtained, but only for the purpose of evaluating my suitability as a Director and the likelihood that I would, if elected, perform my duties as a Director to the level expected of such a Director.

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Candidate's Undertaking - continued2018 Appl ication for Nomination

I further understand that in order to be eligible for consideration for Nomination, this Application must be completed as required, submitted as referenced in the Notice of Nomination, and be accompanied by the following documents:

1. A written Statement of Interest, not exceeding 400 words, which:

• provides the Membership with enough information about the Candidate from a personal and professional perspective to help them understand the skills and expertise the Candidate would bring to the Board;

• outlines the Candidate’s reasons for seeking election to the Board of Meridian; and• explains why Members should vote for this Candidate.

This Statement will be published by Meridian as received, and will be used to inform the Membership about the Candidate in its election materials;

2. A short written statement, not exceeding 75 words, providing a brief overview of the Candidate which shall be posted on the electronic ballot;

3. A resume that includes disclosures outlining the following:(i) Experience, expertise and qualifications of the Candidate;(ii) Candidate’s involvement in community activities;(iii) Candidate’s past and present service as a director;(iv) Any formal Director education/training accreditations; and(v) Candidate’s professional or other affiliations or Memberships;

4. A completed Applicant Competency Assessment as found on Schedule C (Pages 12-13);

5. A completed Schedule D (Page 14-19) (Declaration of Economic Interests by a Restricted Party and/or Related Party of Meridian Credit Union Limited);

6. A completed Schedule E (Page 20) (Requirement to Disclose);

7. A recent photograph of the Candidate (digital and to be taken by a professional photographer). See Additional Photography Guidelines (Page 26).

The photo must meet the following specifications: • Professional colour photo with a white background;• A front-facing standing half-body pose;• 5”x7” at 300 dpi minimum;• Even, non-dramatic lighting; and• Shot from eye level, with shoulders not cropped.

Reasonable costs of this photograph will be reimbursed by the Credit Union upon submission of a receipt by the Candidate.

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Candidate's Undertaking - continued2018 Appl ication for Nomination

Having signed this Application for Nomination, the Candidate consents to Meridian reviewing any of the Candidate’s financial information on file and to the collection, use and disclosure of credit and/or personal information for the purpose of conducting a background check which may include a credit check, education, credential and employment verification, criminal/police check and social media review for the purpose of determining eligibility of the proposed Candidate for election to the Board.

In addition, the Candidate must be available during February 2018, in order to undergo the evaluation process by the Nominating Committee as set out in the Credit Union’s By-Laws. The Nominating Committee will be conducting Candidate interviews presently scheduled on the following dates:

•February 5, 2018•February 6, 2018•February 7, 2018

The interviews will take place at Meridian’s Toronto Corporate Office.

Candidates will be required to be available on any of these dates or such other date as determined by the Nominating Committee. Candidates are requested to indicate their first and second choice of the three dates noted above. The Nominating Committee will use reasonable efforts to accommodate the dates requested. Please note: Meridian acknowledges that Candidates may incur some travel expenses to attend the interviews.

The following reimbursement criteria applies:

A. Travel expenses up to 300 kilometers one-way will not be reimbursed;B. Travel expenses in excess of 300 kilometers one-way, will be reimbursed up to a maximum of

$300 (receipts are to be provided).

Candidate’s preferred date:

1st Choice:

2nd Choice:

Candidates are encouraged to review the campaigning rules as referenced in Schedule G.

DATED AT , ONTARIO, THIS DAY OF , 201 .

Candidate’s Signature Candidate’s Email Address*

*Note: Candidates will receive an email from Central 1 for Sterling BackCheck requesting their consent for a credit, police/criminal and other background checks and requesting further information in order to conduct such checks.

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Schedule A2018 Application for Nomination

DIRECTOR ELIGIBILITY REQUIREMENTS(as extracted from Meridian’s By-Laws)

1. A person is eligible for election to the position of director if the person meets the following director eligibility requirements:

a. as of the last day of the Nomination Period, the person:

(i) is a Member of the Credit Union

(ii) all of the persons or entities of the Member Connection associated with the member, have been members In Good Standing” continuously for a period of time equal to the lesser of the preceding 6 months and the period of actual membership;

(iii) is not disqualified from becoming or acting as a director pursuant to the Act;

(iv) is not a director, officer, employee, or agent of an entity (other than any other entity for which an exception has been made by the Board from time to time) that is engaged in, or has the reasonable potential to be engaged in, business activity materially and directly competing with the then existing or proposed business activities of the Credit Union;

(v) is not a spouse of a person described in sub-paragraph (iv) above;

(vi) if an incumbent director, has not failed, without in the opinion of the Board reasonable cause, to attend 3 consecutive regular meetings of the directors within the preceding 12 months; or

(vii) is free of any real or perceived conflict of interest that might reasonably be expected (based on a legal opinion), to prevent him or her from acting in the best interests of the Credit Union as a whole, and independently of any particular interest arising as a result of any previous, existing, or future relationship with the Credit Union, its members, customers, competitors, or suppliers;

b. the person is eligible and has been nominated in accordance with the Director Nomination Policy, if applicable.

OTHER DIRECTOR ELIGIBILITY REQUIREMENTS

2. A person is eligible for election to the position of director if the person meets the following director eligibility requirements:

a. has been a member of the Credit Union for at least twelve (12) consecutive months preceding the last day of the Nominating Period; and

b. if the person was not an employee of Meridian Credit Union for at least twenty-four (24) months preceding the last day of the Nominating Period.

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Schedule A - continued2018 Appl ication for Nomination

INDIVIDUAL DIRECTOR QUALIFICATION REQUIREMENTS(as extracted from the Credit Union and Caisses Populaires Act – Section 91)

91. Only a natural person who meets the following criteria is eligible to be a director of a credit union:

1. He or she is a member of the credit union.

2. He or she is at least eighteen years of age.

3. He or she is a Canadian citizen or a person lawfully admitted to Canada for permanent residency who is ordinarily resident in Canada. 1994, c. 11, s. 91

INDIVIDUAL DIRECTOR DISQUALIFICATIONS(as extracted from the Credit Unions and Caisses Populaires Act – Section 92)

92. (1) The following individuals are disqualified from being directors of a credit union:

1. One whose membership in any credit union has been terminated, other than voluntarily.

2. One who has been found under the Substitute Decisions Act, 1992 or under the MentalHealth Act to be incapable of managing property or who has been found to be incapable bya court in Canada or elsewhere.

3. One who is an undischarged bankrupt or who has been discharged as a bankrupt in the five years preceding the date on which he or she may be elected as director.

4. One who is unable to obtain a bond of an insurer licensed under the Insurance Act to write surety and fidelity insurance.

5. One who is more than 90 days in arrears in the payment of a debt owed to the credit union unless the credit union has agreed to extend the time for repayment.

6. One who is a listed person within the meaning of the United Nations Suppression of Terrorism Regulations under the United Nations Act (Canada).

7. One who has been convicted, in the five years preceding the date on which he or she may be elected as a director, of an offence described in subsection (3) and who has not received a pardon for the offence.

8. One whose membership in a professional association has been terminated, in the five yearspreceding the date on which he or she may be elected as director, for professional misconduct.

9. An employee of the credit union or a league in which the credit union is a member or his or her spouse, parent or child.

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Schedule A - continued2018 Appl ication for Nomination

10. A professional advisor who provides services to the credit union in his or her professional capacity or who has provided such services in the three years preceding the date on which he or she may be elected as a director.

11. An employee of the Corporation.

12. A public servant employed under Part III of the Public Service of Ontario Act, 2006 whose employment duties include regulating credit unions.

13. One who has not met the training requirements or qualifications for directors established by the credit union.

14. One who has not met any reasonable condition or qualification set out in the By-laws of the credit union. 2007, c. 7, Sched. 7, s. 58; 2009, c. 33, Sched. 2, s. 21 (2).

Exception(2) An individual is not an employee for the purposes of paragraph 9 of subsection (1) solely because

he or she provides, without remuneration, services to the credit union or league that are ordinarily provided by an employee. 2007, c. 7, Sched. 7, s. 58 (1).

Type of offence(3) An offence referred to in paragraph 7 of subsection (1) is an offence that,

A. is related to the qualifications, functions or duties of a director of a body corporate;

B. involves theft or fraud;

C. involves a contravention or failure to comply with this Act, a predecessor of this Act or an Act governing a subsidiary of the credit union; or

D. involves a contravention or failure to comply with the Securities Act. 2007, c. 7, Sched. 7, s. 58 (1).

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Schedule B2018 Application for Nomination

SELECTION CRITERIA(as extracted from Meridian’s Board Policies)

4.0.7 Director Selection Criteria

In the evaluation of proposed nominees for the purpose of making recommendations, the Nominating Committee uses the Director Eligibility Requirements set out in Appendix B and Director Selection Criteria established by the Board from time to time. The selection criteria to be used by the Nominating Committee are the following:

4.07.2 Recommended Key Criteria

Each Director should have:

1. A high standard of personal values and ethics, including integrity, accountability, commitment and courage;

2. Excellent business and professional judgment;

3. Ability to think strategically and problem solve;

4. Demonstrated mature and collaborative leadership;

5. A strong understanding of corporate governance and the fiduciary duties, roles and responsibilities of the Board as a whole and as an individual director;

6. Strong communication skills, including the ability to listen and speak his/her mind independently andrespectfully;

7. Willingness and ability to commit the required time to the role and actively participate in meetings;

8. Commitment to ongoing training and education for Board skills and duties; and

9. Ability to bring a perspective of external business, finance, and social issues to Board deliberations.

4.0.7.2 Core Competencies of Directors of a Class 2 Credit Union

Each Director should have a strong understanding of each of the following core competencies as outlined by the Deposit Insurance Corporation of Ontario (DICO), or a willingness to achieve a strong understanding within a specified timeframe if elected to the Board:

1. Audit and Compliance: Knowledge and understanding of monitoring and auditing processes to ensure compliance with regulatory standards;

2. Board & CEO Performance: Knowledge of tools and methodologies for setting and evaluating criteria and standards of performance of a board, directors and CEO;

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Schedule B - continued2018 Appl ication for Nomination

3. Credit Union Operations: Knowledge of how a credit union’s infrastructures inter-relate to enable effective and efficient operations while managing risk and regulatory requirements;

4. Financial Literacy/Expertise: Level of financial knowledge to interpret financial statements and financial performance indicators as well as monitoring corrective actions;

5. Governance and Ethics: Level of knowledge and understanding regarding critical elements of good governance and ethics, including board role and responsibilities;

6. Leadership: Attributes of leadership to motivate, influence and support others to accomplish organizational goals;

7. Regulatory Environment with respect to financial services & credit union sector: Familiarity with governing regulatory environment and policies to meet legal, regulatory and governance requirements;

8. Risk Management Oversight; Enterprise Risk Management: Knowledge and understanding of the management framework for identifying, measuring and monitoring significant risk and events; and

9. Strategic Planning: Strategic planning concepts; process; importance of clear strategic direction; monitoring of strategic plan implementation.

4.07.3 Desirable Individual Director Criteria

It is desirable that Directors:

1. Understand the principles behind and share the vision of the Credit Union and have the ability toreflect the values and commitments of the Credit Union, as well as acting in the Credit Union’s best interest at all times;

2. Have insight into Meridian’s role in the co-operative and credit union sectors, and understand the importance of credit unions in their communities;

3. Uphold the values of teamwork demonstrating the ability to operate as “a team“ at Board level and “speak with one voice” once full discussion has been undertaken and a decision made by the Board;

4. Be able to recognize and capitalize on their strengths, while contributing to the collective strengths of the Board;

5. Generally have 7 to 10 years of senior executive or governance experience with organizations thatoperate in a competitive environment, or 7 to 10 years of senior executive or governance experience with public, non-profit or cooperative organizations of a scale and complexity similar to the Credit Union;

6. Have a demonstrated reputation of valuable community involvement;

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Schedule B - continued2018 Appl ication for Nomination

7. Have experience or familiarity with accounting and reporting standards, including financial instruments and International Financial Reporting Standards (IFRS);

8. Have experience or familiarity with capital markets financing instruments (e.g., securitizations, interest rates, balance sheet financing, etc);

9. Have experience or familiarity with economics, treasury or investment services;

10. Have had exposure to, or experience in, entrepreneurial ventures, either from a start-up perspective or from the management of entrepreneurial activities in an on-going enterprise;

11. Have experience in Human Resources management, including expertise in establishing executive compensation programs and/or pension plan administration;

12. Have a demonstrated understanding of information technology, cyber security, social media, and a variety electronic distribution channels and communication methods;

13. Can demonstrate having had direct involvement in developing, planning and implementing a partnership, merger or acquisition;

14. May meet, as applicable or as deemed necessary by the Nominating Committee, the regulatory requirements, qualifications and expectations for Directors on federal bank Boards; and

15. Possess any other skills that the Governance Committee may identify to the Nominating Committee, which skills will be disclosed in the Nomination Application.

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Schedule C2018 Application for Nomination

BOARD OF DIRECTORS APPLICANT COMPETENCY ASSESSMENTMeridian is committed to the principle of a high quality Board of Directors, and expects that each Director brings to the Board a certain level of knowledge and experience, demonstrates certain key attributes and adheres to certain principles. The following self-assessment will assist the Nominating Committee in determining the degree of competency that you bring as a Candidate.

Please indicate your level of expertise/experience by indicating:

E – ExpertS – Strong G – Good B – BasicN/A – no relevant experience

To assist you in answering please refer to the following definitions: Expert: You possess a degree/certificate/diploma in the skill area and/or have significant work experience in

that field.

Strong: You have direct experience, or significant familiarity with the field as part of your employment or volunteer activities.

Good: You understand the basic fundamentals and concepts that are encountered in this skill area.

Basic: You have some knowledge of the competency.

NA: You have no familiarity with the topic or area.

Please Note: If you are elected to the Board, you will be expected to complete a more comprehensive self-assessment of specific competencies within two months of election. This assessment is used to help determine your training and self-development needs in order to fulfill the director training and qualifications requirements as established by the Credit Union.

Competency Area Rating

1. Audit and Compliance:– Knowledge and understanding of monitoring and auditing processes to ensure

compliance with regulatory standards.

2. Board & CEO Performance:– Knowledge of tools and methodologies for setting and evaluating criteria and

standards of performance of a board, directors and CEO.

3. Credit Union Operations:– Knowledge of how a credit union’s infrastructures inter-relate to enable effective

and efficient operations while managing risk and regulatory requirements.

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Schedule C - continued2018 Appl ication for Nomination

4. Financial Literacy/Expertise:– Level of financial knowledge to interpret financial statements and financial

performance indicators as well as monitoring corrective actions.

5. Governance and Ethics:– Level of knowledge and understanding re critical elements of good governance

and ethics, including board role and responsibilities.

6. Leadership:– Attributes of leadership to motivate, influence and support others to accomplish

organizational goals.

7. Regulatory environment with respect to financial services & credit union sector:– Familiarity with governing regulatory environment and policies to meet legal,

regulatory and governance requirements.

8. Risk Management Oversight; Enterprise Risk Management:– Knowledge and understanding of the management framework for identifying,

measuring and monitoring significant risk and events.

9. Strategic Planning:– Strategic planning concepts; process; importance of clear strategic direction;

monitoring of strategic plan implementation.

10. Entrepreneurial Experience:– Experience as or involved with start-up of new venture or enterprise; business

ownerships or management of small/medium sized business;

11. Information Technology:– Degree of understandings of technology and social media, and overall familiarity

with various forms of electronic channel and communication methods.

12. Partnering or Mergers and Acquisitions:– Experience/involvement in development/planning/or implementation of a

partnership or merger/acquisition.

13. Human Resource Management:– Recruitment; hiring criteria and practices; Executive compensation programs;

Executive performance evaluation; pension plan administration.

14. Other areas of expertise/experience. Please specify.

Competency Area Rating

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Schedule D2018 Application for Nomination

DECLARATION OF ECONOMIC INTERESTS BY A RESTRICTED PARTY AND/OR A RELATED PARTY OF MERIDIAN CREDIT UNION LIMITED (MCU)

Name:

please print

Position with/at Meridian Credit Union:

please print

Regulatory Reference Legend:

“CUCPA” means the Credit Unions and Caisses Populaires Act, 1994 (Ontario)“OR” means Ontario Regulation (O. Reg.) 237/09 under CUCPA. “IFRS” means the International Financial Reporting Standards.“IAS” means the International Accounting Standards under IFRS. “IAS 24” means the IAS standard applicable to Related Party Disclosures.

Examples of references

“CUCPA 36” means section 36 of CUCPA.“OR 75(1)(a)c2” means clause 2 of paragraph (a) of subsection 75(1) of OR.

Definitions:

Restricted Party (“RP”) 1

A person or entity is “restricted” in relation to Meridian, if they are or have been within the last 12 months:A. a director or officer of Meridian; B. a spouse of a director or officer of Meridian; C. a “Relative” of a person described in [A] or [B] above, if the relative lives in the home of the above and is

financially dependent on the person described in [A] or [B]; D. a corporation in which a person described in [A] beneficially owns, directly or indirectly, more than 10% of

the voting shares; orE. a corporation controlled by a person described in [A] [B] [C] or [D] above.

Relative 2 means a relative by blood, marriage or adoption.

1 OR 75(1)2 CUCPA 1

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Schedule D - continued2018 Appl ication for Nomination

Connected Persons (“CP”) 3

1. In relation to a Member, another person or entity is a “connected person”, if he or she or it is one of the following:A. a corporation in which the Member holds or beneficially owns, directly or indirectly, at least 35 per cent

(35%) of the voting securities, B. an “Affiliate” of a corporation described in [A], C. a person or entity that has a 50 per cent (50%) interest in a partnership in which the Member also has a

50 per cent (50%) interest, D. a partnership in which the Member is a partner, E. a trust or estate in which the Member has a substantial beneficial interest, F. a trust or estate in respect of which the Member serves as a trustee or in a similar capacity, G. a person or entity on whose financial resources the Member depends to repay a loan to Meridian, H. a person or entity who provides security to Meridian for a loan to the party.

Affiliate 4 means when one body corporate is affiliated with another body corporate if one of them is the subsidiary of the other or both are subsidiaries of the same body corporate or each of them is controlled by the same person.

2. In relation to a Member who is an individual, another individual is a connected person of the Member if that other individual is one of the following:A. a spouse of the Member who is financially dependent on the Member, B. a relative of the Member or of the Member’s spouse who lives in the same home as the Member and who is

financially dependant on the Member or the Member’s spouse.

Conflicts of Interest (“Conflict”) 5

Applies when a Director or Officer:A. is a party to a material contract or proposed material contract with Meridian; B. is a director or officer of an entity that is a party to a material contract or proposed contract with Meridian; C. has a material interest in a person who is a party to a material contact or proposed material contract with

Meridian; orD. is a spouse, parent or child of an individual who is a party to a material contract or proposed material

contract with Meridian.

3 OR 67 c1, c24 CUCPA 5,65 CUCPA 146(1)

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Schedule D - continued2018 Appl ication for Nomination

Related Party (“RLT.PTY”) 6

A person or entity is related to Meridian in connection with the preparation of its financial statements if:A. the person or a close member of that person’s family has control or joint control over Meridian; [this is

impossible, as Meridian is a widely held corporation and voting power is one-member, one vote]B. the person or a close member of that person’s family has significant influence over Meridian;C. the person or a close member of that person’s family is a member of the key management personnel of

Meridian(Executive leadership team; Board of Directors and Officers of Meridian); orD. the entity (a corporation /partnership) is controlled or jointly controlled by a person identified in [A], [B],

or [C].

Close family members of a person described in [A] [B] or [C] above are those family members who may be expected to influence, or be influenced by, that person in their dealings with Meridian and include:

A. that person’s children and spouse or domestic partner;B. children of that person’s spouse or domestic partner; andC. dependants of that person or that person’s spouse or domestic partner.

Parents and siblings are by virtue expected to have influence or be influenced by the individual unless otherwise proven.

Family members outside of the immediate family are normally not expected to influence or be influenced by the individual.

Possible examples of where non-immediate family members would be considered under the definition of “close members of the family” include situations where they: are dependants of the individual; live in the same household; or have strong financial ties.

Control is the power to govern the financial and operating policies of Meridian so as to obtain benefits from its activities.

Joint control is the contractually agreed sharing of control over an economic activity.

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of Meridian, directly or indirectly, including any director (whether executive or otherwise) of Meridian.

Significant influence is the power to participate in the financial and operating policy decisions of an entity, but is not control over those policies. Significant influence may be gained by share ownership, statute or agreement.

6 IAS 24

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Schedule D - continued2018 Appl ication for Nomination

DECLARATIONS

Name of Spouse [RP & RLT.PTY]:

1: Is Spouse financially dependent on me? [RP & CP] Yes___ No___

2: Names of Children and other Relatives financially dependent on me or my spouse and who live in my home [RP & CP]:

3: “Close family members” (please see definition) being those who are expected to influence or be influenced by me (whether or not they are financially dependent) [RLT.PTY]:

a) Names of children of self or spouse/domestic partner:

b) Names of dependents of self or spouse/domestic partner:

c) Names of other individuals who live in the same household as self:

d) Names of other individuals who have strong financial ties to self or spouse/domestic partner:

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Schedule D - continued2018 Appl ication for Nomination

4: Names of Corporations, whether or not they are Members of Meridian, in which I beneficially own, directly or indirectly, more than 10 per cent (10%) of the voting shares, and the affiliates [CP] of said corporations: (please state percentage) [>10%=RP; >35%=CP]:

5: Names of Corporations, Partnerships or Unincorporated Associations, whether or not they are Members of Meridian, in which I beneficially own 50 per cent (50%) or greater of the voting shares and their subsidiaries: (please state percentage) [50% = joint control; >50% = control] [RLT.PTY]

6: Names of Corporations, whether or not they are Members of Meridian, in which I or any one of my spouse, chil-dren and other relatives named above own shares which carry more than 50 percent (50%) of the votes for theelection of directors: [RP]

7: Names of Corporations, Partnerships or Unincorporated Associations, whether or not they are Members of Meridian, in which any one of my spouse or close family members (identified above) own shares which carry 50 percent (50%) or greater of the voting shares and their subsidiaries: (please state percentage) [50% = joint control; >50% = control] [RLT.PTY]

8: Names of Corporations or Unincorporated Associations, whether or not they are Members of Meridian, for which I serve as a Director or Officer [CONFLICT]:

9: Names of Partnerships, whether or not they are Members of Meridian, in which I am a Partner: (please state percentage interest and percentage interest of other partners) [CP]

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Schedule D - continued2018 Appl ication for Nomination

10: Names of Trusts or Estates which are Members of Meridian and in which I have a substantial beneficial interest [CP & RLT.PTY]:

11: Names of Trusts which are Members of Meridian and for which I act as Trustee (including accounts on which I act as attorney for property) [CP]:

12: Names of non-relative Members for whom I have provided financial assistance, including a guarantee or co-signature for loans from the credit union [CP]:

ACKNOWLEDGEMENT

I HEREBY:• acknowledge that this declaration is given for the purposes of assisting Meridian in complying with statutory and regulatory requirements relating to transactions with Restricted Parties [RP], Connected Persons [CP], Con-flicts of Interest [CONFLICT] and Related Parties (RLT.PTY]; • understand that the questions will not necessarily elicit answers that will disclose all of my relatives who may be "restricted parties" under s. 75 of the Ontario Regulation under the Credit Unions and Caisses Populaires Act, nor all of my relatives who may be related parties under IFRS IAS 24 Related Parties;• undertake to disclose to the Board of Directors my connection to any relative who has a material contract or loan with the credit union as soon as I become aware of it; • warrant that the information provided herein is complete and accurate in all material respects as of the date it is given; and • undertake to bring to the attention of the Meridian any subsequent information which would necessitate the completion of a new Declaration.

For Directors and Officers only:Any declaration I have made above to the effect that I am a director or officer of a Corporation, Partnership and/or Unincorporated Association, or have a material interest in a person, shall be regarded as a general notice to the Board of Directors that I am interested in any contract made with that entity or person by Meridian.

DATED AT , ONTARIO, THIS DAY OF , 201 .

Signature of Party Witness

19

Schedule E2018 Application for Nomination

REQUIREMENTS TO DISCLOSE

The Credit Unions and Caisses Populaires Act also requires Board Candidates to disclose if they are a party to a material contract or proposed material contract with the Credit Union. You must include the disclosure in your submission if you:

A. are a party to a material contract or proposed material contract with the Credit Union;B. are a director or an officer of an entity that is a party to a material contract or proposed material

contract with the Credit Union;C. have a material interest in a person who is a party to a material contract or proposed material contract

with the Credit Union; orD. are a spouse, parent or child of an individual who is a party to a material contract or proposed material

contract with the Credit Union.

Please provide details here if any of the above applies.

DATED AT , ONTARIO, THIS DAY OF , 201 .

Candidate Signature

Witness Name Witness Signature

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Schedule F2018 Appl ication for Nomination

BACKGROUND INFORMATION FOR CANDIDATES

Meridian

Meridian is the story of two successful credit union amalgamations since 2005. We officially opened our doors on April 1, 2005, following the merger of Niagara Credit Union and HEPCOE Credit Union – two organizations with a long history of serving the banking needs of our communities.

On June 1, 2011, Meridian amalgamated with Desjardins Credit Union, making Meridian not only Ontario’s largest, but Canada’s fourth largest credit union with total assets under management of more than $15 billion. Serving more than a quarter of a million Members in communities across Ontario, Meridian offers a full range ofbanking, wealth management and credit products and services through our 92 neighbourhood branches, and 7 Commercial Business Centres.

Board of Directors

Meridian Credit Union’s Directors are expected to attend all scheduled Board and Committee meetings in person and be active participants therein. They are also encouraged to attend other Meridian related organizational and community related activities. In addition, Directors new to the credit union system must be willing to attend credit union system conferences. Directors are also required to participate in Director education as outlined below.

The information found below identifies and briefly describes Meridian’s Committees, Director education requirements and a summary of meetings and estimated commitment of time which one might expect when they become a Director of Meridian.

We hope that the information below will assist you in clarifying your obligations should you become a Director. However, if you have any questions regarding the information, or wish to learn more about Meridian’s Governance structure/practices, please contact Sunny Sodhi, Meridian’s Returning Officer at (416) 597-4400 or via email at returning.officer@meridiancu.ca.

1. FULL BOARDThe Board of Directors consists of 12 Directors, each elected by the Membership for a term of three years, subject to a term-limit of 15 consecutive years in office. As part of its oversight responsibilities the Board is responsible for establishing corporate strategies, objectives, policies and performance standards and measuring their achievement; has ultimate accountability for determining the Credit Union’s risk appetite; and hiring and delegating authority to the President & CEO.

2. BOARD COMMITTEESThe Board has established five standing Committees which are assigned responsibilities to assist the Board to carry out its mandate.

The current Committees and their mandates are as follows:A. Governance Committee: The Chair of the Board will be the Chair of the Governance Committee.

This Committee has the responsibility to ensure effective corporate governance, including itsstructure, and the establishment of Committee mandates so that the Board’s responsibility to the Membership is fulfilled. It is responsible to assess the performance of the Board and its Committees.

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Schedule F - continued2018 Appl ication for Nomination

B. Audit & Finance Committee: The Audit & Finance Committee provides the Board with reports on matters related to financial statements, accounting and financial reporting practices, and internal and external control procedures. The Audit & Finance Committee is charged with a number of statutory responsibilities, as required under the Credit Union Act. It also reviews and recommends the annual financial statements including Management’s Discussion & Analysis (MD&A) to the Board. It is responsible to ensure effective oversight of internal and external audit processes and monitoring the independence of the external auditors. It is additionally responsible for monitoring compliance with the Credit Union’s Restricted Party policy.

C. Risk Committee: The Risk Committee is responsible to ensure that robust processes for identifying, managing and monitoring critical risks in the Credit Union are in place. Oversight of all enterprise risks to ensure they are at an acceptable level, as well as the establishment of a risk appetite framework, and monitoring of same. This Committee is responsible for reviewing and approving restricted party loan transactions as required under the Act, as well as exceptions to credits under the Board’s policy limits. The Committee receives regular reporting that allows them to monitor compliance with credit risk management policies and the Deposit Insurance Corporation of Ontario’s standards.

D. Nominating Committee: The Nominating Committee is responsible to oversee the Directornomination, evaluation, selection and election processes for Board Candidates, as well as theoversight of activities associated with the Annual General Meeting of Members, including the development of the Annual Report.

E. Human Resources Committee: This Committee is responsible for overseeing the Human Resources policies and programs for Meridian; ensuring that they are developed, implemented and adhered to by Management in support of the business strategies of Meridian; and providing employees with fair and meaningful employment in a safe and respectful workplace, while remaining consistent with Meridian’s “story” and values, and strategy of being an employer of choice. The Committee has oversight of the employee Pension Plan; the Chief Executive Officer’s performance and compensation; the compensation strategy and talent management plans for the Executive Leadership Team; and ensures effective succession plans are in place at the CEO, Executive Managementlevel, and the Corporate Secretary position. The Committee is also responsible for oversight of Director compensation.

Meetings/Time Commitment

Meridian’s Board and Committees meet quarterly, or at additional times as required. Board and Committee meetings take place clustered over a three to four day period in the same week. It is expected that, in addition to the actual time spent at a Meridian Board or Committee meeting, a Director will fully review all materials (e.g., Board materials, Committee agendas and supporting material) provided prior to attending each meeting. Materials for all Board and Committee meetings are distributed by the Corporate Secretary in electronic format generally one week prior to the scheduled meeting. Elected Directors are expected to be able to receive, print and communicate via electronic means. While travel time to and from meetings will vary with each Director, it is another factor to be considered. Generally, a time commitment of approximately 200 hours per year is typical for a Director.

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Schedule F - continued2018 Appl ication for Nomination

All Directors sit on at least one Committee. Attendance at all Board and Committee meetings is tracked and reported to the Board.

While occasional conference calls are held to deal with special issues between regularly scheduled meetings, for the most part Directors are expected to attend meetings in person. Under exceptional circumstances the Chair may allow participation in a meeting via telephone conference.

The following meeting summary shows the approximate time commitment for each Director during the course of a year:

Board & Committee Meetings

(held quarterly)

Orientation Program

Governance Committee

Audit & Finance Committee

Nominating Committee

Risk Committee

Human Resources Committee

Annual General Meeting

Planning Sessions

Board and committee meetings generally occur quarterly, and are clustered together over a 3 – 4 day period during the same week, although additional meetings may be held in between the quarterly meetings.

The quarterly Board and Committee meetings generally take place from Tuesday to Thursday during the third or fourth week of the months of February, May and August and include one evening dinner each quarter. The last quarterly meeting cluster is held during the third or fourth week of November, from Wednesday to Friday, with a dinner held on Friday evening.

Location of the meetings is at Meridian’s Toronto Corporate Office, in Etobicoke. The Board and Committee meetings for 2018 have been scheduled as follows: • The week of February 12, 2018• The week of May 21, 2018• The week of August 20, 2018• The week of November 19, 2018

For newly elected Directors; usually held following the election and no later than two months after having been elected. Allow one or two full days for orientation.

Meets approximately 4 times during the year (allow 3–4 hours/meeting).

Meets approximately 5 times a year (allow 4–5 hours/meeting).

Meets approximately 4 times per year (allow 2–3 hours/meeting) plus a concentrated period during February when Candidate interviews are conducted.

Meets 4 times per year, with the potential for conference call meetings in between (allow 4-5 hours/meeting).

Meets approximately 5 times per year with greater emphasis during the period October through February (allow 3–4 hours/meeting).

Usually held during the third or last week in April during the evening (3–4 hours). In 2018, this will be held on Tuesday, April 24.

Planning Sessions for Directors generally involve a two-day conference in the Spring. In 2018, this is currently scheduled to occur between Monday, June 25 and Wednesday,June 27.

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Schedule F - continued2018 Appl ication for Nomination

Education

Meridian considers training and development programs for our Directors extremely important to assist them in understanding the roles and responsibilities of being a Director of a Credit Union of our size.

In 2012 the Deposit Insurance Corporation of Ontario established requirements for individual Director competencies, which require Directors to be at certain levels of competency within a specified time period. A self-assessment is used to determine these levels and where the competency level is below the required level, development opportunities are identified for the Director to increase their knowledge. In addition, other in-house training sessions are developed for which attendance is expected. Each Committee regularly holds educational sessions during its scheduled meetings. Directors are required to additionally commit to a specific number of hours of continuing education in a year. The Board allocates funds annually for training and development purposes, and it is incumbent on each Director to consider additional opportunities for development wherever possible.

Remuneration

Directors are paid an annual honourarium in recognition of the significance of the accountabilities and responsibilities associated with governing Meridian, and in recognition of the time required for Directors to fulfill their responsibilities, as well as a fee for each meeting attended. These payments are taxable as personal income. Reasonable expenses are reimbursed as per Board policy.

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Schedule G2018 Application for Nomination

Campaigning Rules

Meridian’s Board has established the following rules as it pertains to campaigning in elections by candidates:1. The Board, under the Credit Unions & Caisse Populaires Act, 1994, may in its discretion, determine from time

to time whether campaigning in elections shall be permitted and/or the method in which Nominees shall be permitted to campaign for election.

2. The purpose of this policy is to create a clear set of guidelines for director candidates to follow, and by including in the Application for Nomination, articulating to Meridian’s Membership the director candidate’s conduct expectations during the director elections process.

3. Formal campaigning by candidates is prohibited. The only written communication that may be used regarding a director candidate’s candidacy in connection with the election, is the information provided to Meridian in the Director Application Package by the nominee. Such written communication may only be distributed by Meridian.

4. The following further defines Meridian’s guidelines:a) Except for the distribution of a Candidate Statement of Interest by Meridian in accordance with

paragraph 3 above, candidates may only campaign in the election by speaking directly person to person with an individual Member, either face to face, by telephone, via e-mail or text messaging. Candidates may not use social media to announce or promote their candidacy.

b) Director candidates are not permitted to use traditional media (brochures, newsletters, flyers); or disseminate campaign materials including messaging via mass electronic distribution; advertising; rallies etc., to promote their candidacy in the election.

c) Director candidates may not organize public meetings to promote their candidacy.d) Director candidates must not solicit or participate in interviews with the media in connection with

the election or place any advertisements or statements regarding their candidacy in the election in any newspaper, website, or other publication or media, or permit anyone to do so, on the director candidate’s behalf.

e) Director candidates are not permitted to campaign on Meridian property, including ATM vestibules or inside branches. This includes physically positioning ones-self on Credit Union premises to speak to those entering or attending at Branches. If third parties, beyond the control of the directorcandidate or Meridian choose to ignore this restriction, the director candidate may be asked to show evidence they have not encouraged the support and have made a strong attempt to discourage it.

f) No campaigning expenditures; org) No activities that would reflect negatively on the professionalism of the Credit Union.

5. No Director Candidate shall interfere with or permit any person on their behalf to interfere with the duties of Meridian employees. To minimize any potential conflict of interest, direct contact during the election between director candidates and employees including existing directors is limited to Meridian’s ReturningOfficer. Direct contact means in person, by telephone, or by email/text or similar. Assistance provided during the election will be limited to administrative or informational details.

6. Current Directors may not formally or informally express support or non-support for any director candidates, except through the formal board endorsement process administered by the Nominating Committee, and through the director’s right to cast a vote in the election.

7. All director candidates are expected to abide by these guidelines. Any director candidate that contravenes these guidelines may be disqualified. The Nominating Committee has the power to exercise remedies, including the ability to invalidate a Nomination, as it determines under the circumstances.

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Meridian Photography Guidelines2018 Application for Nomination

TMTrademarks of Meridian Credit Union Limited.

Photos are to be taken by a professional photographer. Photos taken using smart phones do not have a high enough resolution to reproduce the image.

Preparation and wardrobe

Business attire – Solid or small pattern dark suit (blue, charcoal, black) Preferably solid light shirt (neutrals, white, off white, beige or pastel yellow, blue)No patterns but texture is okayAvoid stripes or bold patternsTidy and styled hair

At photoshoot

Professional colour photo with a white background Shoot from eye level, front facing – half bodyEven, non-dramatic lightingMANDATORY pose: standing – half body

Provided Images

Taken by a professional photographer Minimum size – 5” x 7” at 300 dpiHigh resolution Jpeg formatPhoto images to be emailed to Returning.Officer@meridiancu.ca

(lighting too dramaticImproper background)

(wardrobe too casual)

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