NEW MILLENNIUM TECHNOLOGY TRUST. Distribution Reinvestment Plan

Transcription

1 NEW MILLENNIUM TECHNOLOGY TRUST Distribution Reinvestment Plan Introduction New Millennium Technology Trust (the Trust ) wishes to establish this automatic distribution reinvestment plan (the Plan ) to provide holders (the Unitholders ) of Units of the Trust (the Units ) with a means to reinvest distributions declared and payable to them as Unitholders in additional Units (the Plan Units ), as described herein. Distributions on Units (and on Plan Units) will be reinvested on behalf of those Unitholders who participate in the Plan ( Plan Participants ) by Montreal Trust Company of Canada, as agent under the Plan (the Plan Agent ) on the terms and conditions contained in a reinvestment plan agency agreement (the Agreement ) dated as of July 12, 1999, among the Trust, Triax Investment Management Inc. (the Manager ) and the Plan Agent, the material provisions of which are summarized below. Participation in the Plan In order to become a Plan Participant, a Unitholder must elect to participate in the Plan by delivery to the Plan Agent through his or her investment advisor or any other broker, dealer, bank, trust company or other participant (a CDS Participant ) in the depository service of The Canadian Depository for Securities Limited, of written notice of such intention, in sufficient time for notice to be provided to the Plan Agent. Administration The Trust expects to make quarterly distributions to Unitholders of record on or about the last Business Day of March, June, September and December in each year (a Record Date for Distribution ). The Trust shall pay to the Plan Agent, on behalf of the Plan Participants, all distribution amounts, net of withholding taxes, paid on Units (including Plan Units) for which Plan Participants are the owners on each Record Date for Distribution. The Plan Agent shall purchase Plan Units for the Plan Participants on the terms and conditions set out below under Purchase of Units by Agent and in the Agreement. Plan Units will be held by the Plan Agent in a segregated account on behalf of the Plan Participants. Plan Units may not be sold, transferred, pledged or otherwise disposed of by Plan Participants while such Plan Units remain in the Plan. A Plan Participant who wishes to sell, transfer, pledge or dispose of any Plan Units, in accordance with the terms and conditions of the Trust Agreement, must first instruct his or her CDS Participant to withdraw Plan Units from the Plan and transfer the Plan Units into the Plan Participant s account with such CDS Participant (or any other CDS Participant).

2 Purchase of Units by Plan Agent If the Market Price of the Units (as defined in the Agreement) on the applicable Record Date for Distribution is greater than the Net Asset Value per Unit (as defined in the Agreement) on such date, or if the Units are not trading on any market, purchases will be made from the Trust through the issue of new whole Units on the Distribution Payment Date at a price per Unit equal to the greater of (i) Net Asset Value per Unit on the Record Date for Distribution and (ii) 95% of the Market Price on the Record Date for Distribution. If the Market Price of the Units on the applicable Record Date for Distribution is less than the Net Asset Value per Unit on such date, purchases will be made in the market at any time during the 15 Business Day period next following each Distribution Payment Date, at such times as the Market Price of the Units is less than the Net Asset Value per Unit as at the Record Date for Distribution. Upon the expiration of such 15 Business Day period the unused part, if any, of the distribution attributable to the Plan Participants shall be used to purchase Plan Units from the Trust at a price per Unit equal to the greater of (i) Net Asset Value per Unit on the Record Date for Distribution and (ii) 95% of the Market Price on the Record Date for Distribution. The Plan Units purchased in the market or from the Trust will be allocated on a pro rata basis to the Plan Participants. Notwithstanding that the Trust will not issue fractional Units, a Plan Participant s pro rata entitlement to Units purchased pursuant to the Plan may result in the Plan Participant holding a fraction of a Plan Unit. A cash adjustment for any such fractional Plan Unit will be paid to a Plan Participant upon the withdrawal from or termination by the Plan Participant of his or her participation in the Plan or upon termination of the Plan based on the Net Asset Value per Unit on the day of such withdrawal or termination. Participants Accounts, Reports and Certificates The Plan Agent will maintain a separate account for each Plan Participant. Each Plan Participant s account will be credited by the Plan Agent with that number of Plan Units purchased for such Plan Participant s account. The applicable CDS Participant will furnish to each Plan Participant a statement of the Plan Units purchased for the Plan Participant s account in respect of each distribution and the cumulative total of all Plan Units purchased for such account. These reports will be the only record for Plan Participants of the cost of each purchase of Plan Units. All such reports should be retained by Plan Participants for income tax purposes. In addition, each Plan Participant will receive annually the appropriate tax information for recording distribution income. The automatic reinvestment of distributions under the Plan will not relieve Plan Participants of any income tax applicable to such distributions. Unless and until the Trust terminates its arrangement with The Canadian Depositary for Securities Limited under which Units are issued in book-entry form only, Plan Participants will not be entitled to receive from the Plan Agent a certificate evidencing ownership of Plan Units

3 Voting of Plan Units Plan Units held on a record date for a vote of Unitholders may be voted in the same manner as the Plan Participants Units of record may be voted, either in person or by proxy. Commissions and Administrative Costs There will be no commissions or brokerage charges payable on the purchase of Plan Units which are purchased directly from the Trust s treasury. Any commissions or brokerage charges payable upon the purchase of Plan Units in the market will be added to the cost of the Plan Units for the purpose of determining whether Plan Units should be purchased from treasury or in the market. Administrative costs associated with the operation of the Plan will be borne by the Trust as set out in the prospectus of the Trust dated June 28, 1999 (the Prospectus ). Use of Proceeds Proceeds received by the Trust upon the purchase of Plan Units will be invested by the Trust s investment advisor in accordance with the investment objective, investment strategy, and investment restrictions governing the Trust as set out in the Prospectus. Responsibilities of the Trust, the Manager and the Plan Agent None of the Trust, the Manager or the Plan Agent shall be liable for any act done in good faith or for any good faith omission to act. In particular, without limiting the generality of the foregoing, none of the Trust, the Manager or the Plan Agent shall have any liability with respect to the prices at which Plan Units are purchased for the Plan Participants accounts or the times at which such purchases are made. Plan Participants should recognize that none of the Trust, the Manager or the Plan Agent can assure a gain or protect against loss as a result of a Plan Participant holding Plan Units. Termination of Participation Plan Participants may terminate their participation in the Plan by providing 10 Business Days written notice through his or her CDS Participant to the Plan Agent. The notice must include the name of the CDS Participant through which the Plan Participant holds Units. Such notice, if actually received no later than 10 Business Days prior to the Record Date for Distribution, will have effect for such distribution. The Plan Participant s account will be settled by (i) transferring such Plan Participant s Plan Units to the Plan Participant s account (which must be specified in the notice) with the CDS Participant through which the Plan Participant holds Units and (ii) by issuing a cheque representing a cash adjustment for any fractional Plan Units. If the notice is received later than 10 Business Days prior to the Record Date for Distribution, termination and settlement of the Plan Participant s account will take place as soon as practicable after the Distribution Payment Date

4 After a Plan Participant s account is so terminated and settled, distributions to such former Plan Participants will be by cheque. Amendments, Suspension or Termination of Plan and Plan Agent The Manager of the Trust may, in its sole discretion, upon not less than 30 days notice to the Plan Agent and Plan Participants, suspend or terminate the Plan at any time. The Trust may also amend the Plan at any time with the prior consent of the Plan Agent and The Toronto Stock Exchange, such consent not to be unreasonably withheld. If the Plan is terminated, the Plan Participant s account will be settled by (i) transferring such Plan Participant s Plan Units to the Plan Participant s account with the CDS Participant through which the Plan Participant holds Units and (ii) by issuing a cheque representing a cash adjustment for any fractional Plan Units. The Manager may, in its sole discretion, and upon 90 days notice to the Plan Agent, remove the Plan Agent and appoint any other Person licensed to carry on the business of a trustee in Ontario as the Plan Agent. Similarly, the Plan Agent may resign as agent under the Plan upon 90 days notice to the Manager and upon delivery to the Trust of all documents and monies being held by the Plan Agent on the Trust s behalf pursuant to the Agreement. Effective Date Subject to receipt of all required regulatory approvals, the Plan shall be deemed effective for any distributions made after the date set out below. Notices All notices required to be given to Plan Participants will be mailed to them by the applicable CDS Participant at the address shown on the records of such CDS Participant. Written communications to the Trust or the Manager should be addressed to: New Millennium Technology Trust c/o Triax Investment Management Inc. 70 York Street Suite 1400 Toronto, Ontario M5J 1S9 Attention: Chief Executive Officer Facsimile: (416)

5 IN WITNESS WHEREOF NEW MILLENNIUM TECHNOLOGY TRUST, by its manager Triax Investment Management Inc., hereby evidences its approval of this Plan as of the 12th day of July, 1999, by its signature below. NEW MILLENNIUM TECHNOLOGY TRUST, by its manager, Triax Investment Management Inc