Annual General Meeting

Watch the 2023 AGM - Skyliine Apartment REIT video

Jason Castellan: [00:00:59]

Good morning and welcome to the Annual General Meeting of Unitholders of Skyline Apartment Real Estate Investment Trust, hereinafter referenced as “the REIT.” I’m Jason Castellan, Co-Founder of Skyline Group of Companies and the REIT. It is my pleasure to welcome you here today for this meeting and to introduce Mr. Jonathan Halpern, our Chairman of the Board of Trustees.

Jonathan Halpern: [00:01:19]

Thank you, Jason, and welcome everyone. Thank you for joining us today. We’re excited to be hosting our virtual meeting, which allows us to be more inclusive and reach a greater number of our Unitholders. In keeping with the digital approach to this year’s meeting, it is now 9:07 a.m. Eastern Time on June 13, 2023, and this meeting is officially called to order.

And now I would like to introduce the other members of the board:

Jason Castellan, who you heard earlier, is Co-Founder and Chief Executive Officer of Skyline Group of Companies and who has served as one of our Trustees since the REIT’s inception in 2006;

Jason Ashdown, Co-Founder and Chief Sustainability Officer of Skyline Group of Companies, who has also served as one of our Trustees since 2006;

Martin Castellan, Co-Founder and Chief Administrative Officer of Skyline Group of Companies, who has also served since 2006;

Robert Breadner, who has served as one of our Trustees since 2009;

Edward Perlmutter, who has served as one of our Trustees since 2013;

Jeffrey Neumann, who has served as one of our Trustees since 2016;

and Susan Taves, who has also served as one of our Trustees since 2016.

We are also joined here today by our independent auditors, RLB LLP.

And finally, the REIT has appointed Broadridge Financial Services Inc. to act as scrutineer and who is managing our electronic elections process.

The Board of Trustees fixed May 1, 2023, as the record date for determining Unitholders entitled to vote at this meeting. An affidavit has been delivered attesting to the fact that either 1) a notice of internet availability of the notice of the meeting, the proxy statement, and the 2022 Annual Report to Unitholders; or 2) the documents themselves were emailed and/or mailed on or about May 19, 2023, to all Unitholders as of the record date, and will be incorporated into the minutes of this meeting.

The Unitholder list shows that as of the record date, there were 74,448,353 Units outstanding and entitled to vote this meeting. We have received the preliminary scrutineer’s report, and based on that report, there are represented in person or by proxy trust Units representing more than 10% of the voting power of all issued and outstanding Units entitled to vote on the record date. Therefore, a quorum is present for purposes of transacting business.

Now, I will present the matters to be voted upon. Proposal one is the election of the independent trustees for election as Trustees to hold office until the 2024 Annual Meeting of Unitholders or until their successors are duly elected and qualified. Can I have a motion to elect the presented slate of independent trustees?

Jason Castellan: [00:04:03]

I, Jason Castellan, as a fellow Unitholder, move to elect Jonathan Halpern, Robert Breadner, Edward Perlmutter, Jeffrey Neumann, and Susan Taves as Trustees of Skyline Apartment REIT until the 2024 Annual Meeting of Unitholders.

Jonathan Halpern: [00:04:20]

And can I have a seconder?

Wayne Byrd: [00:04:20]

I, Wayne Byrd, as a fellow Unitholder, second the motion.

Jonathan Halpern: [00:04:25]

Thank you. Proposal two is the reappointment of RLB LLP as auditors of the REIT.

Can I have a motion to re-appoint RLB LLP as independent auditors of the REIT?

Jason Castellan: [00:04:36]

I, Jason Castellan, move to reappoint RLB LLP as independent auditors of Skyline Apartment REIT.

Jonathan Halpern: [00:04:43]

And can I have a seconder?

Wayne Byrd: [00:04:44]

I, Wayne Byrd, second the motion.

Jonathan Halpern [00:04:45]

Thank you. It is now 9.10 a.m. Eastern Time on June 13, 2023, and the polls are now open for voting on the previously motioned proposals. Any Unitholder who hasn’t yet voted or wishes to change their vote may do so by clicking on the “vote here” button on the web portal and following the instructions there. You must click “submit” for your vote to be counted. Unitholders who have sent in proxies or voted via telephone or internet and do not want to change their vote do not need to take any further action. We’ll provide the following two minutes to allow voting to take place.

Now that everyone has had the opportunity to vote. I now declare the polls for the 2023 Annual Unitholder Meeting closed. We have been informed by the Inspector of Election that the preliminary vote report shows that the nominees for election to the Board have been duly elected and that RLB LLP has been reappointed as the REIT’s auditors. There being no further business, the annual meeting of Unitholders of Skyline Apartment REIT is now adjourned.

Jason Castellan [00:05:48]

That concludes our meeting. We thank you for your attendance today and continued support. Thank you and have a great day.

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