Domestic LPs

Offering

Each Class will have its own investment portfolio comprised of CEE flow through shares, CDE flow through shares, and CEE flow through shares most suitable for residents of Québec (i.e., for CEE flow through share issuers primarily in Québec).

Rollover transaction

It currently is contemplated that the Partnership will transfer its assets (consisting of the three portfolios) to a mutual fund corporation managed by the Portfolio Advisor (Front Street Investment Management Inc.) or an affiliate thereof on a s. 85(2) basis in exchange for redeemable shares, and then distribute 99.99% of such shares to the Limited Partners pro rata under s. 85(3). If this transaction is not implemented by 31 May 2016, the Partnership will be dissolved on or about 30 June 2016.

Canadian tax consequences

Holders of National CEE Class Units or Québec CEE Class Units will be entitled to deduct 100% of the CEE renounced by the Partnership and allocated to them in respect of the fiscal year of the Partnership (30% in the case of renounced CDE for holders of the National CDE Class Units in respect of most renounced CDE). Where a limited partner finances units with limited-recourse amount debt, any resulting CEE or CEE reduction will be allocated first to that partner. Dissolution of the Partnership (in lieu of the Rollover transaction) generally would occur on a rollover basis provided the Partnership is a Canadian partnership, a s. 98(3) election is made and a partition can occur under the applicable provincial law.

Three separate federal and Québec tax shelter identification numbers were obtained in respect of the three Classes. Separate discussion of Québec income tax considerations.