AUDIT & FINANCE COMMITTEE MEETING PUBLIC...

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AUDIT & FINANCE COMMITTEE MEETING PUBLIC SESSION Thursday, April 21, 2016 at 9:15 a.m. Boardroom, 787 Ouellette Avenue, Windsor, Ontario Commissioners J. Elliott D. Lawson H. Payne E. Sovran 1. Call to Order & Declarations of Conflicts of Interest 2. Summary of Business 3. Meeting Minutes 3.1 WUC Audit & Finance Meeting Minutes of November 20, 2015 4. EnWin Executive Reports 4.1 President & CEO (not applicable) 4.2 Vice President Finance & CFO 4.2.1 WUC Audit Findings Report 4.2.2 WUC 2015 Q4 Audited Financial Statements 4.2.3 WUC 2015 Financial Year in Review 4.2.4 Sinking Fund Update Report 4.3 Vice President Asset Management (not applicable) 4.4 Vice President Operations (not applicable) 5. In Camera Session 5.1 Meeting Minutes (under separate cover) 6. Other Business 7. Administrative Business 7.1 2016 Meeting Schedule 8. Conclude Meeting WUC Audit & Finance Committee Meeting - Agenda 1

Transcript of AUDIT & FINANCE COMMITTEE MEETING PUBLIC...

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AUDIT & FINANCE COMMITTEE MEETINGPUBLIC SESSION

Thursday, April 21, 2016 at 9:15 a.m.

Boardroom, 787 Ouellette Avenue, Windsor, Ontario

Commissioners

J. Elliott D. Lawson

H. Payne E. Sovran

1. Call to Order & Declarations of Conflicts of Interest

2. Summary of Business

3. Meeting Minutes

3.1 WUC Audit & Finance Meeting Minutes of November 20, 2015

4. EnWin Executive Reports

4.1 President & CEO (not applicable)

4.2 Vice President Finance & CFO

4.2.1 WUC Audit Findings Report

4.2.2 WUC 2015 Q4 Audited Financial Statements

4.2.3 WUC 2015 Financial Year in Review

4.2.4 Sinking Fund Update Report

4.3 Vice President Asset Management (not applicable)

4.4 Vice President Operations (not applicable)

5. In Camera Session

5.1 Meeting Minutes (under separate cover)

6. Other Business

7. Administrative Business

7.1 2016 Meeting Schedule

8. Conclude Meeting

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SUMMARY OF BUSINESS

WINDSOR UTILITIES COMMISSION AUDIT & FINANCE COMMITTEE

THURSDAY, APRIL 21, 2016

PUBLIC SESSION

Item Pg# Recommendation

1. NA Call to Order and Declarations of Conflicts of Interest

NA That the agenda be approved.

3.1 3-5That the WUC A&F Committee Meeting Minutes of November 20, 2015 be adopted.

4.2.1. 6-25That the Windsor Utilities Commission Audit Findings Report for December 31, 2015 be received.

4.2.2. 26-58

That the Windsor Utilities Commission 2015 Q4 Audited Financial Statements be recieved;

And that the Windsor Utilities Commission 2015 Q4 Audited Financial Statements be recommended to the Board of Commissioners for approval.

4.2.3. 59-64

That the Windsor Utilities Commission 2015 Financial Year Review be received;

And that the Windsor Utilities Commission 2015 Financial Year Review be recommended to the Board of Commissioners for receipt.

4.2.4. 65-67

That the WUC Sinking Fund Update Report be received;

And that the WUC Sinking Fund Update Report be recommended to the WUC Board of Commissioners for receipt.

5. NA

That the Commission move in camera.

That the in camera session be concluded.

That the recommendations discussed in camera be brought forward for consideration.

That the WUC Audit & Finance In Camera Meeting Minutes of November 20, 2015 be adopted.

7.1 68-69 That the 2016 Meeting Schedule be received.

8 NA That the meeting be adjourned.

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WINDSOR UTILITIES COMMISSION

AUDIT & FINANCE COMMITTEE MEETING PUBLIC MEETING MINUTES

NOVEMBER 20, 2015 A public meeting of the Windsor Utilities Commission Audit and Finance Committee was held on Friday, November 20, 2015, in the Boardroom at 787 Ouellette Avenue, Windsor, Ontario. ATTENDANCE Commissioners: John Elliott, Doug Lawson, Hilary Payne, Egidio Sovran Management: Interim CEO/CFO & VP of Finance, V. Zuber, VP Asset

Management, J. Wladarski, VP Operations, J. Stuart, Director, Regulatory Affairs, P. Gleason, Controller, B. Pougnet and Recording Secretary, C. Menard

Guests: Commissioner, Jim Drummond, Cynthia Swift, KPMG Lead

Audit Engagement Partner and Amy Robillard, KPMG Account Manager

CALL TO ORDER & DECLARATION OF CONFLICTS OF INTEREST There being quorum and proper notices received, the Chair called the meeting to order at 9:00 a.m. No conflicts were declared. Moved by D. Lawson and seconded by J. Elliott That the agenda be approved. -CARRIED MINUTES Moved by D. Lawson and seconded by H. Payne That the WUC Audit & Finance Meeting Minutes of October 23, 2015 be adopted. -CARRIED Q3 2015 FINANCIAL STATEMENTS B. Pougnet provided a detailed overview of the WUC Q3 Statements, specifically the Q3 variances. The Committee was advised that revenue is down as a result of consumption. The Committee expressed concern regarding the current shortfall. Management advised that the rate structure may require some modifications to address potential losses and that a rate study will be conducted in 2016 to address the

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2 WUC AUDIT & FINANCE COMMITTEE Public Meeting Minutes November 20, 2015 current cost structure. The Committee was satisfied with the information provided. A. Robillard of KPMG left at 9:32 a.m. The Committee was advised that the 2016 budget is very conservative and that Management is confident that this approach will address the concerns raised regarding Q3 revenue deficits. Moved by H. Payne and seconded by D. Lawson That the Windsor Utilities Commission Q3 2015 Financial Statements be received; And that the Windsor Utilities Commission Q3 2015 Financial Statements be recommended to the Board of Commissioners for approval. -CARRIED WUC AUDIT PLANNING REPORT C. Swift, KPMG Lead Audit Engagement Partner, provided a detailed review of the Audit Planning Report. Several questions were asked about the executive summary provided. The Committee was satisfied with the response provided by KPMG’s lead audit partner. Moved by J. Elliott and seconded by D. Lawson That the WUC Audit Planning Report for December, 31, 2015 be received. -CARRIED C. Swift of KPMG left at 9:46 a.m. CASH MANAGEMENT ALTERNATIVES There was a discussion about potential cash flow shortfalls. The Committee was advised that Management is confident that a positive cash position can be managed; however, tools have been identified to address shortfalls should they arise. The Committee was satisfied with the options provided. Moved by D. Lawson and seconded by H. Payne That the WUC Cash Management Alternatives Report be received. -CARRIED IN CAMERA SESSION Moved by D. Lawson and seconded by H. Payne Pursuant to the Municipal Act section 239 (2), that the Commission be directed to move in camera for the purpose of consideration of the following items of business:

• WUC Audit & Finance In Camera Meeting Minutes of October 23, 2015

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• A Personal Matter about an identifiable individual, including municipal or local board employees -CARRIED

In camera session commenced at 9:57 a.m. In camera session concluded at 10:16 a.m. TRANSMISSION OF RECOMMENDATIONS Moved by D. Lawson and seconded by H. Payne That the recommendations discussed in camera be brought forward for consideration. -CARRIED Moved by D. Lawson and seconded by H. Payne That the WUC Audit & Finance Committee In Camera Meeting Minutes of October 23, 2015 be adopted. -CARRIED Moved by H. Payne and seconded by J. Elliott That the Confidential Report concerning a Personal Matter be received; And that the Confidential Report concerning a Personal Matter about an identifiable individual, including municipal or local board employees be recommended to the Board of Commissioners; And that Management proceed as directed. -CARRIED 2015 MEETING SCHEDULE Moved by H. Payne and seconded by J. Elliott That the 2015 Meeting Schedule Report be received. -CARRIED 2016 DRAFT MEETING SCHEDULE Moved by J. Elliott and seconded by H, Payne That the 2016 Draft Meeting Schedule be received. -CARRIED ADJOURNMENT Moved by H. Payne and seconded by J. Elliott That the meeting be adjourned. -CARRIED Meeting adjourned at 10:18 a.m. Recording Secretary Chair

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AUDIT

Windsor Utilities Commission

Audit Findings Report For the year ended December 31, 2015

April 21, 2016

kpmg.ca

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2015

 

 

Table of Contents Executive summary 3 

Audit risks and results 4 

Critical accounting estimates 5 

Significant accounting policies and practices 6 

Financial statement presentation and disclosure 7 

Audit adjustments and differences 8 

Control observations 9 

Appendices 10 

Appendix 1: Required communications 11 

Appendix 2: Audit Quality and Risk Management 18 

Appendix 3: Background and professional standards 19 

At KPMG, we are passionate about earning your trust. We take deep personal accountability, individually and as a team, to deliver

exceptional service and value in all our dealings with you.

At the end of the day, we measure our success from the only perspective that matters – yours.

The contacts at KPMG in

connection with this report are:

Cynthia Swift

Audit Engagement Partner

Tel: 519-251-3520

[email protected]

Amy Robillard

Audit Manager

Tel: 519-251-3506

[email protected]

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2015

Executive summaryPurpose of this report The purpose of this Audit Findings Report is to assist you, as a member of the Audit

and Finance Committee, in your review of the results of our audit of the financial

statements of Windsor Utilities Commission (hereinafter referred to as the

“Commission”) as at and for the year ended December 31, 2015.

This Audit Findings Report builds on the Audit Plan we presented to the Audit and

Finance Committee on November 20, 2015.

Changes from the Audit Plan There have been no significant changes in our audit approach as discussed in our

Audit Planning Report presented to the Audit and Finance Committee on November

20, 2015.

Audit risks and results During our presentation of our audit plan, we discussed with you significant and other

financial reporting risks, and our approach to address those risks during our audit.

We have not identified any significant matters to report to the Audit and Finance

Committee associated with those risks.

Audit adjustments and differences We did not identify differences that remain uncorrected.

We did not identify any adjustments that were communicated to management

and subsequently corrected in the financial statements.

Finalizing the audit As of April 4, 2016, we have completed the audit of the financial statements, with the

exception of certain remaining procedures, which include amongst others:

receipt of management representation letter;

completing our discussions with the Audit and Finance Committee;

obtaining evidence of the Board’s approval of the financial statements.

We will update you on significant matters, if any arising from the completion of the

audit, including the completion of the above procedures. Our auditors’ report will be

dated upon the completion of any remaining procedures.

Control and other observations No significant deficiencies have come to our attention.

Critical accounting estimates Overall we are satisfied with the reasonability of critical accounting estimates taken.

The most critical areas of estimates relate to: unbilled revenue, property, plant and

equipment and post-retirement benefits.

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2015

Audit risks and results

Other areas of focus

Why

Our significant findings from the audit

Related party transactions

Due to the Water System Operating Agreement and Employee Arrangement Agreements in place between Enwin Utilities Ltd. (“EnWin”) and WUC, there is increased public awareness around the related party transactions of this entity.

KPMG recalculated the compensation calculations in the respective agreements to ensure that they are accurate and reflective of the terms and conditions of the underlying agreements. Furthermore, KPMG ensured that the balances outstanding and annual transactions between the Commission and EnWin, were in agreement. No exceptions were identified to report to the Audit and Finance Committee.

Fraud risk Presumed risk of management override of controls resulting in a risk of fraud. This presumption is required for all entities under Canadian Audit Standards.

KPMG completed the requisite testing over journal entries and performed a retrospective review of estimates. No exceptions were identified to report to the Audit and Finance Committee.

Inherent risk is the susceptibility of a balance or assertion to misstatement which could be material, individually or when aggregated with other misstatements,

assuming that there are no related controls.

Other areas of focus for our audit, as identified in our discussion with you in the Audit Plan, include the following:

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2015

Critical accounting estimates Critical accounting estimates Asset / liability

Balance ($’000s)

KPMG comment

Unbilled revenue

$4,188 The Commission recognizes unbilled revenue based upon estimates of water consumed by the customers since the date of each customer’s last meter reading. KPMG performed audit procedures over the data/inputs into the calculation of unbilled revenue as well as substantive analytical procedures. No exceptions were identified that are required to be reported to the Audit and Finance Committee.

Property, plant and equipment

$239,572 When capitalizing property, plant and equipment the Commission is required to make estimates regarding the identification of components of property, plant and equipment as required by IAS 16, Property, plant and equipment as well as the respective useful lives of the component. KPMG performed substantive tests of details over additions to property, plant and equipment as well as substantive analytical procedures over the amortization of property, plant and equipment. No exceptions were identified that are required to be reported to the Audit and Finance Committee.

Post-retirement benefits

$6,251 The Commission engages Eckler Ltd. to prepare a valuation of its post-retirement benefits liability at December 31, 2013, extrapolated to December 31, 2015. KPMG performed procedures over the underlying data used as the basis for calculating such benefits, assessed the reasonableness of the assumptions, as well as gained an understanding of the nature, scope of the work performed by the actuaries. No exceptions were identified that are required to be reported to the Audit and Finance Committee.

We believe Management’s process for identifying critical accounting estimates is considered adequate.

Under IFRS (IAS 1, 125),

management is required

to disclose information

in the financial

statements about the

assumptions it makes

about the future, and

other major sources of

estimation uncertainty at

the end of the reporting

period, that have a

significant risk of

resulting in a material

adjustment to carrying

amounts of assets and

liabilities within the next

financial year. Generally,

these are considered to

be “critical accounting

estimates.”

We have summarized

our assessment of the

subjective areas.

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2015

Significant accounting policies and practices There have been no initial selections of, or changes to, significant accounting policies and practices to bring to your attention.

Significant accounting policies and practices are disclosed in Note 3 to the financial statements.

Future Changes

Future changes to significant accounting policies and practices are disclosed in Note 3(k) to the financial statements. These changes include:

IFRS 9, Financial Instruments, replaces the existing guidance in IAS 39, Financial Instruments, Recognition and Measurement. It includes revisions in guidance on the classification and measurement of financial instruments. This standard is effective for annual reporting periods beginning on or after January 1, 2018, with early adoption permitted.

IFRS 15, Revenue from Contracts with Customers establishes a comprehensive framework over determining whether, how much and when revenue is recognized. It replaces existing revenue recognition guidance, including IAS 18 Revenue, IAS 11, Construction Contracts and IFRIC 13, Customer Loyalty Programmes. IFRS 15 is effective for annual reporting periods beginning on or after January 1, 2017, with early adoption permitted.

The Commission is presently assessing the potential impact on its financial statements resulting from the application of these changes in financial reporting standards.

IFRS 16 Leases - IFRS 16, issued on January 13, 2016, introduces a single lessee accounting model and requires a lessee to recognize assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of low value. A lessee is required to recognize a right-of-use asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments. This standard substantially carries forward the lessor accounting requirements of IAS 17, while requiring enhanced disclosures to be provided by lessors. Other areas of the lease accounting model have been impacted, including the definition of a lease. Transitional provisions have been provided.

IFRS 16 is effective for annual reporting periods beginning on or after January 1, 2019, with early adoption permitted for entities that apply IFRS 15 at or before the date of initial adoption of IFRS 16. IFRS 16 will replace IAS 17. The Commission is assessing the potential impact on its financial statements resulting from the application of IFRS 16.

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2015

Financial statement presentation and disclosure The presentation and disclosure of the financial statements are, in all material respects, in accordance with the Commission’s relevant financial reporting framework.

Misstatements, including omissions, if any, related to disclosure or presentation items are in the Management’s representation letter included in the Appendices. We also

highlight the following:

Form, arrangement, and content of the financial statements

The form, arrangement and content of the financial statements at December 31, 2015 is considered appropriate.

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2015

Audit adjustments and differences Corrected audit adjustments We did not identify any adjustments that were communicated to Management and subsequently corrected in the financial statements.

Uncorrected audit differences We did not identify differences that remain uncorrected.

Audit adjustments and

differences identified

during the audit have been

categorized as Corrected

audit adjustments; or

Uncorrected audit

differences. These include

disclosure adjustments

and differences.

Although the uncorrected

differences have no effect

on our auditors’ report,

these uncorrected

differences or the

underlying matters

regarding adjustments or

differences (e.g., control

deficiencies) could

potentially cause future

annual or interim financial

statements to be

materially misstated or

have an implication on the

financial reporting process.

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2015

Control observations Significant deficiencies During the course of our audit procedures, we did not identify significant deficiencies in internal controls over financial reporting.

Other control deficiencies During the course of our audit procedures, we did not identify other controls deficiencies in internal controls over financial reporting.

In accordance with

professional standards,

we are required to

disclose any control

deficiencies that we

determined to be

significant (“significant

deficiencies”).

We identified the

following control

deficiencies that we

determined to be

significant deficiencies in

ICRF.

In accordance with

professional standards,

we are required to

communicate to the

Audit and Finance

Committee any control

deficiencies that we

determined, individually

or in the aggregate, to be

significant (“significant

deficiencies”).

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2015

Appendices Appendix 1: Required communications

Appendix 2: Audit Quality and Risk Management

Appendix 3: Background and professional standards

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2015

Appendix 1: Required communications In accordance with professional standards, there are a number of communications that are required during the course of and upon completion of our audit. These include:

Auditors’ report – the conclusion of our audit is set out in our draft auditors’ report as attached

Management representation letter – we will obtain from Management at the completion of annual audit. In accordance with professional standards, a copy of the

management representation letter has been appended to this report for the review of the Audit and Finance Committee.

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ABCD

KPMG LLP 618 Greenwood Centre 3200 Deziel Drive Windsor ON N8W 5K8 Canada

Telephone (519) 251-3500 Telefax (519) 251-3530 (519) 251-3540 Internet www.kpmg.ca

KPMG LLP is a Canadian limited liability partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. KPMG Canada provides services to KPMG LLP. KPMG Confidential

INDEPENDENT AUDITORS’ REPORT

To the Shareholder of Windsor Utilities Commission We have audited the accompanying financial statements of Windsor Utilities Commission, which comprise the balance sheet as at December 31, 2015, the statements of comprehensive income, change in equity and cash flows for the year then ended, and notes, comprising a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Canadian generally accepted auditing standards. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements present fairly, in all material respects, the financial position of Windsor Utilities Commission as at December 31, 2015 and its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards. Chartered Professional Accountants, Licensed Public Accountants Date of approval Windsor, Canada

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KPMG LLP 618 Greenwood Centre3200 Deziel DriveWindsor, Ontario N8W 5K8Canada

Date of approval

Ladies and Gentlemen:

We are writing at your request to confirm our understanding that your audit was for the purpose ofexpressing an opinion on the financial statements (hereinafter referred to as "financial statements")of Windsor Utilities Commission ("the Entity") as at and for the period ended December 31, 2015.

We confirm that the representations we make in this letter are in accordance with the definitions asset out in Attachment I to this letter.

We confirm that, to the best of our knowledge and belief, having made such inquiries as weconsidered necessary for the purpose of appropriately informing ourselves:

GENERAL:

1) We have fulfilled our responsibilities, as set out in the terms of the engagement letter datedNovember 5, 2015, for:

a) the preparation and fair presentation of the financial statements and believe that thesefinancial statements have been prepared and present fairly in accordance with the relevantfinancial reporting framework

b) providing you with all relevant information, such as all financial records and related dataand complete minutes of meetings, or summaries of actions of recent meetings for whichminutes have not yet been prepared, of shareholders, board of directors and committeesof the board of directors that may affect the financial statements, and access to suchrelevant information

c) such internal control as management determined is necessary to enable the preparation offinancial statements that are free from material misstatement, whether due to fraud orerror

d) ensuring that all transactions have been recorded in the accounting records and arereflected in the financial statements

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INTERNAL CONTROL OVER FINANCIAL REPORTING:

2) We have communicated to you all deficiencies in the design and implementation ormaintenance of internal control over financial reporting of which management is aware.

FRAUD & NON-COMPLIANCE WITH LAWS AND REGULATIONS:

3) We have disclosed to you:

a) the results of our assessment of the risk that the financial statements may be materiallymisstated as a result of fraud

b) all information in relation to fraud or suspected fraud that we are aware of and thataffects the Entity and involves: management, employees who have significant roles ininternal control, or others, where the fraud could have a material effect on the financialstatements

c) all information in relation to allegations of fraud, or suspected fraud, affecting theEntity’s financial statements, communicated by employees, former employees,regulators, or others

d) all known instances of non-compliance or suspected non-compliance with laws andregulations, including all aspects of contractual agreements, whose effects should beconsidered when preparing financial statements

e) all known actual or possible litigation and claims whose effects should be consideredwhen preparing the financial statements

SUBSEQUENT EVENTS:

4) All events subsequent to the date of the financial statements and for which the relevantfinancial reporting framework requires adjustment or disclosure in the financial statementshave been adjusted or disclosed.

RELATED PARTIES:

5) We have disclosed to you the identity of the Entity’s related parties and all the related partyrelationships and transactions / balances of which we are aware and all related partyrelationships and transactions / balances have been appropriately accounted for and disclosedin accordance with the relevant financial reporting framework.

ESTIMATES:

6) Measurement methods and significant assumptions used by us in making accountingestimates, including those measured at fair value, are reasonable.

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NON-SEC REGISTRANTS OR NON-REPORTING ISSUERS:

7) We confirm that the Entity is not a Canadian reporting issuer (as defined under anyapplicable Canadian securities act) and is not a United States Securities and ExchangeCommission (“SEC”) Issuer (as defined by the Sarbanes-Oxley Act of 2002). We alsoconfirm that the financial statements of the Entity will not be included in the consolidatedfinancial statements of a Canadian reporting issuer audited by KPMG or an SEC Issueraudited by any member of the KPMG organization.

GOING CONCERN:

EMPLOYEE FUTURE BENEFITS:

8) We confirm the Entity has identified, properly classified and accounted for, either as adefined benefit plan or a defined contribution plan in accordance with IAS 1, EmployeeBenefits. There are no other plans.

9) On the basis of the process established by us, and having made appropriate enquiries, we aresatisified that the actuarial assumptions underlying the valuation of the defined benefitobligation is consistent with our knowledge of the population profile.

10) We agree with the findings of Eckler Ltd. as management's expert in the preparation of theactuarial report for accounting purposes in accordance with IAS 19. We did not give orcause any instructions to be given to the actuaries with respect to the values or amountsderived in an attempt to bias their work, and we are not otherwise aware of any matters thathave had an impact on the independence or objectivity of the actuaries.

Yours very truly,

WINDSOR UTILITIES COMMISSION

By: Ms. Victoria Zuber, Acting Chief Executive Officer and Chief Financial Officer

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Attachment I – Definitions

MATERIALITY

Certain representations in this letter are described as being limited to matters that are material.Misstatements, including omissions, are considered to be material if they, individually or in theaggregate, could reasonably be expected to influence the economic decisions of users taken on thebasis of the financial statements. Judgments about materiality are made in light of surroundingcircumstances, and are affected by the size or nature of a misstatement, or a combination of both.

FRAUD & ERROR

Fraudulent financial reporting involves intentional misstatements including omissions of amountsor disclosures in financial statements to deceive financial statement users.

Misappropriation of assets involves the theft of an entity’s assets. It is often accompanied by falseor misleading records or documents in order to conceal the fact that the assets are missing or havebeen pledged without proper authorization.

An error is an unintentional misstatement in financial statements, including the omission of anamount or a disclosure.

RELATED PARTIES

In accordance with International Financial Reporting Standards related party is defined as:

A related party is a person or entity that is related to the entity that is preparing its financialstatements (in this Standard referred to as the 'reporting entity'). (a) A person or a closemember of that person's family is related to a reporting entity if that person: (i) has control orjoint control over the reporting entity; (ii) has significant influence over the reporting entity; or (iii) is a member of the key management personnel of the reporting entity or of a parent of thereporting entity. (b) An entity is related to a reporting entity if any of the following conditionsapplies: (i) The entity and the reporting entity are members of the same group (which meansthat each parent, subsidiary and fellow subsidiary is related to the others). (ii) One entity is anassociate or joint venture of the other entity (or an associate or joint venture of a member of agroup of which the other entity is a member). (iii) Both entities are joint ventures of the samethird party. (iv) One entity is a joint venture of a third entity and the other entity is an associateof the third entity. (v) The entity is a post-employment benefit plan for the benefit ofemployees of either the reporting entity or an entity related to the reporting entity. If thereporting entity is itself such a plan, the sponsoring employers are also related to the reportingentity. (vi) The entity is controlled or jointly controlled by a person identified in (a). (vii) Aperson identified in (a)(i) has significant influence over the entity or is a member of the keymanagement personnel of the entity (or of a parent of the entity).

In accordance with International Financial Reporting Standards a related party transaction isdefined as:

A related party transaction is a transfer of resources, services or obligations between a reportingentity and a related party, regardless of whether a price is charged.

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2014

Appendix 2: Audit Quality and Risk Management KPMG maintains a system of quality control designed to reflect our drive and

determination to deliver independent, unbiased advice and opinions, and also

meet the requirements of Canadian professional standards.

Quality control is fundamental to our business and is the responsibility of every

partner and employee. The following diagram summarises the six key elements

of our quality control systems.

Visit http://www.kpmg.com/Ca/en/services/Audit/Pages/Audit-Quality-Resources.aspx for more information.

Other controls include:

– Before the firm issues its audit report, Engagement Quality Control Reviewer reviews the appropriateness of key elements of publicly listed client audits.

– Technical department and specialist resources provide real-time support to audit teams in the field.

We conduct regular reviews of engagements and partners. Review teams are independent and the work of every audit partner is reviewed at least once every three years.

All KPMG partners and staff are required to act with integrity and objectivity and comply with applicable laws, regulations and professional standards at all times.

We do not offer services that would impair our independence.

The processes we employ to help retain and develop people include:

– Assignment based on skills and experience;

– Rotation of partners;

– Performance evaluation;

– Development and training; and

– Appropriate supervision and coaching.

We have policies and procedures for deciding whether to accept or continue a client relationship or to perform a specific engagement for that client.

Existing audit relationships are reviewed annually and evaluated to identify instances where we should discontinue our professional association with the client.

• We have policies and guidance to ensure that work performed by engagement personnel meets applicable professional standards, regulatory requirements and the firm’s standards of quality.

Independence, integrity, ethics and objectivity

Personnel management

Acceptance & continuance of

clients / engagements

Engagement performance

standards

Independent monitoring

Other risk management

quality controls

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2014

Appendix 3: Background and professional standards Internal control over financial reporting

As your auditors, we are required to obtain an understanding of internal control over financial reporting (ICFR) relevant to the preparation and fair presentation of the

financial statements in order to design audit procedures that are appropriate in the circumstances for the purpose of expressing an opinion on the financial statements, but

not for the purpose of expressing an opinion on internal control. Accordingly, we do not express an opinion on the effectiveness of internal control.

Our understanding of ICFR was for the limited purpose described above and was not designed to identify all control deficiencies that might be significant deficiencies and

therefore, there can be no assurance that all significant deficiencies and other control deficiencies have been identified. Our awareness of control deficiencies varies with

each audit and is influenced by the nature, timing, and extent of audit procedures performed, as well as other factors.

The control deficiencies communicated to you are limited to those control deficiencies that we identified during the audit.

Documents containing or referring to the audited financial statements

We are required by our professional standards to read only documents containing or referring to audited financial statements and our related auditors’ report that are

available through to the date of our auditors’ report. The objective of reading these documents through to the date of our auditors’ report is to identify material

inconsistencies, if any, between the audited financial statements and the other information. We also have certain responsibilities, if on reading the other information for

the purpose of identifying material inconsistencies, we become aware of an apparent material misstatement of fact.

We are also required by our professional standards when the financial statements are translated into another language to consider whether each version, available through

to the date of our auditors’ report, contains the same information and carries the same meaning.

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Windsor Utilities Commission Audit Findings Report for the year ended December 31, 2014

kpmg.ca KPMG LLP, an Audit, Tax and Advisory firm (kpmg.ca) and a Canadian limited liability partnership established under the laws of Ontario, is the Canadian member firm of KPMG International Cooperative (“KPMG International”). KPMG member firms around the world have 155,000 professionals, in 155 countries.

The independent member firms of the KPMG network are affiliated with KPMG International, a Swiss entity. Each KPMG firm is a legally distinct and separate entity, and describes itself as such.

© 2014 KPMG LLP, a Canadian limited liability partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved.

The KPMG name, logo and “cutting through complexity” are registered trademarks or trademarks of KPMG International.

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AGENDA SUBMISSION

To: EWU Audit & Finance Committee & Board of Directors

WUC Audit & Finance Committee & Board of Commissioners April 4, 2016

From: Victoria Zuber

Re: Windsor Utilities Commission 2015 Audited Financial Statements Please find enclosed the draft audited financial statements for the Windsor Utilities Commission for the year ended December 31, 2015. RECOMMENDATION: EWU Audit & Finance Committee

That the Windsor Utilities Commission 2015 Audited Financial Statements be received;

And that the Windsor Utilities Commission 2015 Audited Financial Statements be recommended to the EWU Board of Directors for receipt.

EWU Board of Directors

That the Windsor Utilities Commission 2015 Audited Financial Statements be received, as recommended by EWU Audit & Finance Committee.

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EWU Audit & Finance Committee and Board of Directors WUC Audit & Finance Committee and Board of Commissioners 2 April 4, 2016 RECOMMENDATION (continued): WUC Audit & Finance Committee

That the Windsor Utilities Commission 2015 Audited Financial Statements be received;

And that the Windsor Utilities Commission 2015 Audited Financial Statements be recommended to the Board of Commissioners for approval.

WUC Board of Commissioners

That the Windsor Utilities Commission 2015 Audited Financial Statements be approved, as recommended by WUC Audit & Finance.

Vice President, Finance and CFO

Encls

Windsor Utilities Commission 2015 Audited Financial Statements

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Financial Statements of

WINDSOR UTILITIES COMMISSION

Year Ended December 31, 2015

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WINDSOR UTILITIES COMMISSION Table of Contents December 31, 2015

Financial statements:

Balance Sheet 1

Statement of Profit and Other Comprehensive Income 2

Statement of Changes in Equity 3

Statement of Cash Flows 4

Notes to Financial Statements 6 – 29

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WINDSOR UTILITIES COMMISSIONBalance Sheet(In thousands of Canadian dollars)

December 31, 2015, with comparative information for 2014

Notes 2015 2014

AssetsCurrent assets:

Cash and cash equivalents 4 $ 1,929 $ 1,552 Investment, fixed income 26,182 25,757 Accounts receivable 5 8,330 8,589 Accounts receivable from related parties 13 - 675 Inventory 6 581 791 Other assets 321 235

Total current assets 37,343 37,599

Property, plant and equipment 7 239,572 229,220 Investment, sinking fund 8 3,785 2,510

Total non-current assets 243,357 231,730

Total assets $ 280,700 $ 269,329

LiabilitiesCurrent liabilities:

Accounts payable and accruals $ 3,757 $ 4,057 Accounts payable to related parties 13 6,142 6,873

Total current liabilities 9,899 10,930

Debentures 9 51,320 51,307 Long term payable to corporations 13 4,520 5,342 under common controlPost-retirement benefits 10 6,251 6,546 Deferred revenue 1,536 1,901

Total non-current liabilities 63,627 65,096 Total liabilities 73,526 76,026

EquityContributed surplus 61,854 61,854 Retained earnings 145,390 131,584 Accumulated other comprehensive (loss) (70) (135)

Total equity 207,174 193,303

Commitments and contingencies 15

Total liabilities and equity $ 280,700 $ 269,329

The accompanying notes are an integral part of these financial statements.

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WINDSOR UTILITIES COMMISSIONStatement of Profit and Other Comprehensive Income (In thousands of Canadian dollars)

Year ended December 31, 2015, with comparative information for 2014

Notes 2015 2014

Revenue from distribution of water $ 47,243 $ 45,895 Revenues from District Energy 11,035 10,768 Total revenue 58,278 56,663

Cost of water production 6,903 6,997 Cost of services for District Energy 9,825 9,937 Gross profit 41,550 39,729

Other income 11 1,084 773 Total income 42,634 40,502

Distribution expenses 9,054 8,233 Administration expenses 17,893 17,953 Results from operating activities 15,687 14,316

Finance costs 12 1,881 1,880 Profit for the year 13,806 12,436

Other comprehensive income (loss)Remeasurement of defined benefit obligation 65 (379) Other comprehensive income (loss) 65 (379)

Total comprehensive income for the year $ 13,871 $ 12,057

The accompanying notes are an integral part of these financial statements.

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WINDSOR UTILITIES COMMISSIONStatement of Changes in Equity(In thousands of Canadian dollars)

Year ended December 31, 2015, with comparative information for 2014

Accumulatedother

Contributed Retained comprehensivesurplus earnings loss Total

Balance at January 1, 2014 $ 61,854 $ 119,148 $ 244 $ 181,246

Profit for the year - 12,436 - 12,436

Other comprehensive lossRemeasurement of defined benefit obligation - - (379) (379)

Balance at December 31, 2014 $ 61,854 $ 131,584 $ (135) $ 193,303

Profit for the year - 13,806 - 13,806

Other comprehensive incomeRemeasurement of defined benefit obligation - - 65 65

Balance at December 31, 2015 $ 61,854 $ 145,390 $ (70) $ 207,174

The accompanying notes are an integral part of these financial statements.

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WINDSOR UTILITIES COMMISSIONStatement of Cash Flows(In thousands of Canadian dollars)

Year ended December 31, 2015, with comparative information for 2014

Note 2015 2014

Cash flows from operating activities:Profit for the year $ 13,871 $ 12,057 Adjustments for:

Depreciation and amortization 7 6,589 5,989 Actuarial losses (gains) post-retirement (65) 379 Finance costs 12 1,881 1,880 Loss on disposal of property, plant and equipment 523 212

22,799 20,517 Changes in:

Inventory 210 133 Other assets (86) (187) Accounts receivable 259 (1,128) Accounts receivable due from related parties 675 280 Accounts payable and accruals (300) (2,911) Accounts payable due to related parties (731) 1,508 Deferred revenue (365) 497 Employee benefits (230) (57)

(568) (1,865) Interest paid (1,868) (1,867)

Net cash from operating activities 20,363 16,785

Cash flows from investing activities:Acquisition of investment (1,700) (2,971) Acquisition of property, plant and equipment 7 (17,464) (19,739)

Net cash used in investing activities (19,164) (22,710)

Cash flows from financing activities:Decrease in amount owing to corporations under common control 13 (822) (822)

Net cash used in financing activities (822) (822)

Net increase (decrease) in cash and cash equivalents 377 (6,747)

Cash and cash equivalents at January 1 1,552 8,299

Cash and cash equivalents at December 31 $ 1,929 $ 1,552

The accompanying notes are an integral part of these financial statements.

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WINDSOR UTILITIES COMMISSION Table of Contents to Notes to Financial Statements Year ended December 31, 2015

Page

1. Reporting entity 6

2. Basis of preparation 6

3. Significant accounting policies 8

4. Cash and cash equivalents 15

5. Accounts receivable 15

6. Inventory 16

7. Property, plant and equipment 16

8. Investment 18

9. Long-term borrowings 18

10. Post-retirement benefits 18

11. Other income 21

12. Finance costs 21

13. Related party transactions 21

14. Financial instruments and risk management 25

15. Commitments and contingencies 28

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (in thousands of Canadian dollars) Year ended December 31, 2015

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1. Reporting entity:

The Windsor Utilities Commission (the “Commission”) is the public utility that owns the water treatment and distribution system that serves the City of Windsor. The Commission also owns District Energy, a division, which supplies heating and cooling services to multiple buildings using a closed hot and cold water system. The Commission was established in 1935 under the City of Windsor Amalgamation Act. The Commission is a local board of the Corporation of the City of Windsor pursuant to the Municipal Act. The address of the Commission’s registered office is 787 Ouellette Avenue, Windsor, Ontario, Canada. The Commission has more than 70,000 residential and commercial customers in Windsor and two neighbouring municipal bulk water customers, the Town of LaSalle and the Town of Tecumseh.

On November 6, 2012, the Commission and EnWin Utilities Ltd. (“EnWin”) entered into a Water System Operating Agreement (“WSOA”), whereby EnWin agreed to provide services to the Commission with respect to operating the water treatment and distribution system and District Energy. The services include: management, administrative services, construction operations, and maintenance services. EnWin is responsible for providing all personnel required to operate the water system and District Energy. Pursuant to the terms of the WSOA and the associated Employee Arrangement Agreement, also dated November 6, 2012, the Commission transferred all non-unionized employees and all unionized employees of the Commission to EnWin. EnWin is indirectly 100% owned by the Corporation of the City of Windsor.

2. Basis of preparation:

(a) Statement of compliance:

The Commission's financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the International Accounting Standards Board ("IASB") and interpretations as issued by the International Financial Reporting Interpretations Committee ("IFRIC") of the IASB.

(b) Approval of the financial statements:

The financial statements were approved by the Commission on April XX, 2016.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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2. Basis of preparation (continued):

(c) Basis of measurement:

The financial statements have been prepared on the historical cost basis except for the following:

(i) Where held, financial instruments at fair value through profit or loss, including those held for trading, are measured at fair value.

(ii) The accrued benefit related to the Commission’s unfunded defined benefit plan is actuarially determined and is measured at the present value of the defined benefit obligation.

(d) Functional and presentation currency:

These financial statements are presented in Canadian dollars, which is the Commission's functional currency. All financial information presented in Canadian dollars has been rounded to the nearest thousand dollars.

(e) Use of estimates and judgements:

The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses and disclosure of contingent assets and liabilities. Actual results may differ from those estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimates are revised and in any future periods affected.

In particular, information about significant areas of estimation uncertainty that have the most significant effect on the amounts recognized in these financial statements, include:

(i) Note 5 – Unbilled revenue: measurement of revenues not yet billed (ii) Note 7 – Property, plant and equipment: useful lives and the identification of

significant components of property, plant and equipment (iii) Note 10 – Post-retirement benefits: measurement of the defined benefit obligation (iv) Note 14 – Financial instruments and risk management: valuation of financial

instruments

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

8

2. Basis of preparation (continued):

(e) Use of estimates and judgements (continued):

Information about critical judgements in applying policies that have the most significant effect on the amounts recognized in the financial statements, include:

(i) The Commission’s determination that they are acting as a principal or agent to a transaction and their presentation of the transaction on a gross or net basis.

3. Significant accounting policies:

The accounting policies set out below have been applied consistently to all years presented in these financial statements.

(a) Financial instruments:

All financial assets and liabilities of the Commission are classified into one of the following categories: financial assets at fair value through profit or loss, held to maturity investments, loans and receivables, available for sale financial assets, financial liabilities at fair value through profit or loss and financial liabilities at amortized cost.

The Commission has classified its financial instruments as follows: Cash and cash equivalents Loans and receivables Investment, fixed income Fair value through profit or loss Accounts receivable Loans and receivables Investment, sinking fund Fair value through profit or loss Accounts payable and accruals Financial liabilities at amortized cost Debentures Financial liabilities at amortized cost

Non-derivative financial instruments are recognized initially at fair value plus, for instruments not at fair value through profit or loss, any directly attributable transaction costs.

Subsequent to initial recognition, non-derivative financial instruments classified as loans and receivables and financial liabilities at amortized cost, are measured at amortized cost. Financial instruments classified as fair value through profit and loss are measured at fair value.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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3. Significant accounting policies (continued):

(a) Financial instruments (continued):

The Commission derecognizes a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred.

The Commission derecognizes a financial liability when its contractual obligations are discharged, cancelled or expire.

(b) Inventory:

Inventory is measured at the lower of cost and net realizable value. The cost of inventory is determined on a weighted average basis and includes expenditures incurred in acquiring the material and supplies and other costs incurred in bringing them to their existing location and condition.

(c) Property, plant and equipment:

(i) Recognition and measurement:

Items of property, plant and equipment are measured at cost, less accumulated depreciation and accumulated impairment losses.

When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

(ii) Subsequent costs:

The cost of replacing part of an item of property, plant and equipment is recognized in the carrying amount of the item if it is probable that the future economic benefits embodied within the part will flow to the Commission and its cost can be measured reliably. The carrying amount of the replaced part is derecognized. The costs of the day-to-day servicing of property, plant and equipment are recognized in profit or loss as incurred.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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3. Significant accounting policies (continued):

(c) Property, plant and equipment (continued):

(iii) Depreciation:

Depreciation is recognized in profit or loss on a straight-line basis over the estimated useful life of each part or component of an item of property, plant and equipment. Land is not depreciated. The estimated useful lives for the current and comparative years are as follows:

Buildings 50 years Distribution and metering equipment 15 to 50 years Plant and water treatment equipment 10 to 30 years District energy systems 20 to 50 years

Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment and are recognized within other income in profit or loss.

Depreciation methods, useful lives and residual values are reviewed at each reporting date.

(d) Impairment:

(i) Financial assets:

A financial asset is assessed at each reporting date to determine whether there is any objective evidence that it is impaired. A financial asset is considered to be impaired if objective evidence indicates that one or more events have had a negative effect on the estimated future cash flows of that asset.

An impairment loss in respect of a financial asset measured at amortized cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the original effective interest rate.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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3. Significant accounting policies (continued):

(d) Impairment (continued):

(i) Financial assets (continued):

All impairment losses are recognized in profit or loss. An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognized. For financial assets measured at amortized cost, the reversal is recognized in profit or loss.

(ii) Non-financial assets:

The carrying amounts of the Commission's non-financial assets, other than inventory and supplies, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated.

Impairment losses recognized in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss was recognized.

For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the "cash-generating unit"). The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

An impairment loss is recognized if the carrying amount of an asset or its cash-generating unit exceeds its estimated recoverable amount. Impairment losses are recognized in profit or loss and are allocated to reduce the carrying amount of the assets in the cash-generating unit on a pro-rata basis.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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3. Significant accounting policies (continued):

(e) Post-retirement benefits:

(i) Pension plan:

The Commission provides a pension plan for all its retirees through Ontario Municipal Employees Retirement System (“OMERS”). OMERS is a multi-employer, contributory, defined benefit pension plan established in 1962 by the Province of Ontario for employees of municipalities, local boards and school boards in Ontario. Both participating employers and employees are required to make plan contributions based on participating employees' contributory earnings.

OMERS is a defined benefit plan. However, as OMERS does not segregate its pension assets and liabilities information by individual employer, there is not sufficient information to enable the Commission to account for the plan as a defined benefit plan. Obligations for contributions to defined contribution pension plans are recognized as an employee benefit expense in profit or loss when they are due. At December 31, 2015, the OMERS plan is in a deficit position.

(ii) Post-employment benefits, other than pension:

The Commission pays certain health, dental and life insurance benefits, under unfunded defined benefit plans, on behalf of its retired employees. These benefits are provided through a group defined benefit plan. The Commission is the legal sponsor of the plan. There is a policy in place to allocate the net defined benefit cost to the entities participating in the group plan. The allocation is based on the obligation attributable to the plan participants. The Commission has reflected its share of the defined benefit costs and related liabilities, as calculated by the actuary, in these financial statements.

The Commission accrues the cost of these retiree future benefits over the periods in which the employees earn the benefits. The accrued benefit obligations are actuarially determined by applying the projected unit credit method and reflect management’s best estimate of certain underlying assumptions. Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses are recognized immediately in other comprehensive income. The Commission determines the net interest expense on the net defined benefit liability for the period by applying the discount rate used to measure the defined benefit liability at the beginning of the annual period, taking into account any changes in the net benefit liability during the period as a result of benefit payments. Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

13

3. Significant accounting policies (continued):

(f) Deferred revenue:

Certain customers and developers are required to contribute towards the capital cost of construction in order to provide a new service. Cash contributions are initially recorded as current liabilities. Once the distribution system asset is completed or modified as outlined in the terms of the contract, the contribution amount is transferred to a customers' capital contribution account.

When an asset is received as a capital contribution, the asset is initially recognized at its fair value, with the corresponding amount recognized in the customers' capital contribution account.

The customers' capital contribution account, which represents the Commission's obligation to provide the customers access to water, is reported as deferred revenue and is amortized to income on a straight-line basis over the economic useful life of the acquired or contributed asset.

(g) Revenue:

Revenue attributable to the delivery of water is based upon Commission approved distribution rates and includes the amounts billed to customers for connection and consumption. Revenue is recognized as water is delivered and consumed by customers. Revenue includes an estimate of unbilled revenue. Unbilled revenue represents an estimate of water consumed by customers since the date of each customer's last meter reading. Actual water usage could differ from those estimates.

Revenue is measured at the fair value of the consideration received or receivable, net of any taxes which may be applicable.

Other income for work orders is recorded on a net basis as the Commission is acting as an agent for this revenue stream. All other amounts in other income are recorded on a gross basis and are recognized when services are rendered.

(h) Lease payments:

Payments made under operating leases are recognized in profit or loss on a straight-line basis over the term of the lease.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

14

3. Significant accounting policies (continued):

(i) Finance income and finance costs:

Finance income is recognized as it accrues in profit or loss, using the effective interest method.

Finance costs comprise interest expense on borrowings and unwinding of the discount rate on provisions.

(j) Set-off and reporting on a net basis:

Assets and liabilities and income and expenses are not offset and reported on a net basis unless required or permitted by IFRS. For financial assets and financial liabilities, offsetting is permitted when, and only when, the Commission has a legally enforceable right to set-off and intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously.

(k) New standards and interpretations not yet adopted:

The following standards, which are not yet effective for the year ended December 31, 2015 have not been applied in preparing these financial statements.

IFRS 9 Financial Instruments - IFRS 9, published in July 2014, replaces the existing guidance in IAS 39 Financial Instruments: Recognition and Measurement. IFRS 9 includes revised guidance on the classification and measurement of financial instruments, including a new expected credit loss model for calculating impairment on financial assets, and the new general hedge accounting requirements. It also carries forward the guidance on recognition and derecognition of financial instruments from IAS 39. IFRS 9 is effective for annual reporting periods beginning on or after January 1, 2018, with early adoption permitted. The Commission is assessing the potential impact on its financial statements resulting from the application of IFRS 9.

IFRS 15 Revenue from Contracts with Customers - IFRS 15 establishes a comprehensive framework for determining whether, how much and when revenue is recognised. It replaces existing revenue recognition guidance, including IAS 18 Revenue, IAS 11 Construction Contracts and IFRIC 13 Customer Loyalty Programmes. IFRS 15 is effective for annual reporting periods beginning on or after January 1, 2017, with early adoption permitted. The Commission is assessing the potential impact on its financial statements resulting from the application of IFRS 15.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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3. Significant accounting policies (continued):

(k) New standards and interpretations not yet adopted (continued):

IFRS 16 Leases - IFRS 16, issued on January 13, 2016, introduces a single lessee accounting model and requires a lessee to recognize assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of low value. A lessee is required to recognize a right-of-use asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments. This standard substantially carries forward the lessor accounting requirements of IAS 17, while requiring enhanced disclosures to be provided by lessors. Other areas of the lease accounting model have been impacted, including the definition of a lease. Transitional provisions have been provided.

IFRS 16 is effective for annual reporting periods beginning on or after January 1, 2019, with

early adoption permitted for entities that apply IFRS 15 at or before the date of initial adoption of IFRS 16. IFRS 16 will replace IAS 17. The Commission is assessing the potential impact on its financial statements resulting from the application of IFRS 16.

4. Cash and cash equivalents:

2015 2014 Cash and cash equivalents $ 1,929 $ 1,552 Cash and cash equivalents $ 1,929 $ 1,552

The Commission has an agreement with a Canadian chartered bank for an operating line of credit in the amount of $6,000 (2014 - $6,000) bearing interest at prime minus 0.25%. The line of credit is unsecured.

5. Accounts receivable:

2015 2014 Trade receivables $ 4,142 $ 4,288 Unbilled revenue 4,188 4,301 Accounts receivable $ 8,330 $ 8,589

The Commission’s exposure to credit risk and impairment losses related to trade receivables is disclosed in note 14.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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6. Inventory:

Inventory consists of parts and supplies acquired for internal construction, consumption or recoverable work.

The amount of inventory consumed by the Commission and recognized as an expense during 2015 was $1,182 (2014 - $583).

7. Property, plant and equipment:

(a) Cost: Land Distribution Plant and water District Construction and and metering treatment energy -in- buildings equipment equipment system progress Total Balance at January 1, 2014 $ 1,343 $ 151,835 $ 52,275 $ 5,499 $ 24,184 $ 235,136 Additions 220 27,873 1,677 2,461 (12,492) 19,739 Disposals/retirements - (368) 55 - - (313) Balance at December 31, 2014 $ 1,563 $ 179,340 $ 54,007 $ 7,960 $ 11,692 $ 254,562 Balance at January 1, 2015 $ 1,563 $ 179,340 $ 54,007 $ 7,960 $ 11,692 $ 254,562 Additions 127 24,084 1,906 70 (8,723) 17,464 Disposals/retirements - (726) - - - (726) Balance at December 31, 2015 $ 1,690 $ 202,698 $ 55,913 $ 8,030 $ 2,969 $ 271,300

(b) Accumulated depreciation:

Land Distribution Plant and water District Construction and and metering treatment energy -in- buildings equipment equipment system progress Total Balance at January 1, 2014 $ 138 $ 12,861 $ 5,398 $ 1,056 $ - $ 19,453 Depreciation charge

for the year 26 4,211 1,489 263 - 5,989 Disposals/retirements - (80) (20) - - (100) Balance at December 31, 2014 $ 164 $ 16,992 $ 6,867 $ 1,319 $ - $ 25,342 Balance at January 1, 2015 $ 164 $ 16,992 $ 6,867 $ 1,319 $ - $ 25,342 Depreciation charge

for the year 39 4,704 1,528 318 - 6,589 Disposals/retirements - (203) - - - (203) Balance at December 31, 2015 $ 203 $ 21,493 $ 8,395 $ 1,637 $ - $ 31,728

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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7. Property, plant and equipment (continued):

(c) Carrying amounts:

Land Distribution Plant and water District Construction and and metering treatment energy -in- buildings equipment equipment system progress Total December 31, 2014 $ 1,399 $ 162,348 $ 47,140 $ 6,641 $ 11,692 $ 229,220

December 31, 2015 $ 1,487 $ 181,205 $ 47,518 $ 6,393 $ 2,969 $ 239,572

(d) Allocation of depreciation and amortization:

The depreciation of property, plant and equipment has been allocated to profit or loss as follows:

District

Cost of Distribution Administration Energy Water expenses expenses production Total December 31, 2014:

Depreciation of property, plant and equipment $ 1,515 $ 4,014 $ 197 $ 263 $ 5,989

$ 1,515 $ 4,014 $ 197 $ 263 $ 5,989 December 31, 2015:

Depreciation of property, plant and equipment $ 1,567 $ 4,528 $ 176 $ 318 $ 6,589

$ 1,567 $ 4,528 $ 176 $ 318 $ 6,589

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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8. Investment:

In 2014, a sinking fund was established with the intent to ensure sufficient funds are available to settle debentures issued November 6th, 2012 with a maturity date of November 6th, 2042 in the amount of $52,000. There are no restrictions with this investment. Annual payments are expected to be completed to satisfy the obligation.

The investment is recorded at market value as of December 31, 2015, and is invested in fixed income and equity markets as established by the Commission’s investment policy.

2015 2014 Investment $ 3,785 $ 2,510

9. Long-term borrowings:

Long-term borrowings comprise:

2015 2014 2012 debentures requiring annual interest payments only to

2042 of $2,150, with a final principal payment of $52,000 due November 2042. The effective interest rate is 4.134%.

These debentures are unsecured. $ 52,000 $ 52,000

Less: Unamortized debt issuance costs 680 693 $ 51,320 $ 51,307

The Commission incurred interest expense in respect of the debentures of $2,150 (2014 - $2,150).

10. Post-retirement benefits:

The Commission pays certain health, dental and life insurance benefits on behalf of its retired employees. Significant assumptions underlying the actuarial valuation include the Commission’s best estimate of the interest (discount) rate, expected health and dental care costs, on the advice of the actuaries.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

19

10. Post-retirement benefits (continued):

The Commission measures its accrued benefit liability for accounting purposes as at December 31 each year. A valuation date of December 31, 2013, with extrapolation to December 31, 2015, has been used to calculate the current liability. The Commission’s employee future benefit liability consists of the following:

2015 2014 Accrued benefit liability $ 5,570 $ 5,696 Workers compensation liability 681 850 $ 6,251 $ 6,546

Information about the Commission’s unfunded defined benefit plan is as follows:

Changes in the present value of the defined benefit liability:

2015 2014 Defined benefit liability, beginning of year $ 5,696 $ 5,373 Interest cost 222 247 Actuarial (gains) losses on liability recognized in other comprehensive income (65) 379 Benefits paid for the year (283) (303) Defined benefit liability, end of year $ 5,570 $ 5,696

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Page 49: AUDIT & FINANCE COMMITTEE MEETING PUBLIC SESSIONglow.blue/enwin/ius/fm/333-wuc-audit-finance-april-21-2016.pdf · AUDIT & FINANCE COMMITTEE MEETING PUBLIC SESSION Thursday, April

WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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10. Post-retirement benefits (continued):

Components of net benefit expense recognized are as follows:

2015 2014 Interest cost $ 222 $ 247 Total benefit expense recognized $ 222 $ 247

The main actuarial assumptions underlying the valuation are as follows:

(a) Health care cost trend rates:

The health care cost trend for prescription drugs is estimated at 6.9% in 2015 grading down to 4.5% by 2027. Other health expenses are estimated at 6.1% grading down to 4.5% by 2027. Dental expenses are estimated to increase at 4.0% per year.

The approximate effect on the accrued benefit liability and the estimated net benefit expense if the health care trend rate assumption was increased or decreased by 1% is as follows:

Defined

benefit liability

1% increase in health care trend rate $ 749 1% decrease in health care trend rate (623)

(b) Discount rate:

The liability at the period end and the present value of future liabilities were determined using a discount rate of 4.1% (2014 - 4.0%) representing an estimate of the yield on high quality corporate bonds as at the valuation date.

(c) Mortality decrement:

Assumptions regarding future mortality rates are based on published statistics and mortality tables.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

21

11. Other income:

Other income comprises:

2015 2014 Water billing and customer care charges $ 112 $ 100 Collection and late payment charges 63 149 Miscellaneous 1,287 773 Loss on disposal of property, plant and equipment (378) (249)

Total other income $ 1,084 $ 773

12. Finance costs:

2015 2014 Finance expense:

Interest expense on financial liabilities measured at amortized cost $ 1,869 $ 1,868 Discount on debentures 12 12

$ 1,881 $ 1,880

13. Related party transactions:

(a) Parent and ultimate controlling party:

The parent is the Corporation of the City of Windsor. The City produces financial statements that are available for public use.

(b) Key management personnel:

The key management personnel of the Commission has been defined as members of its Board of Commissioners. The executive management team members are employees of EnWin and allocated to the Commission based on a shared services model. These allocated costs are disclosed in note 13 (d).

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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13. Related party transactions (continued):

(b) Key management personnel (continued):

Key management compensation:

2015 2014 Salaries and other short-term benefits $ 67 $ 65 $ 67 $ 65

(c) Transactions with parent:

The Corporation of the City of Windsor tenders and contracts for capital watermain projects and road repairs on behalf of the Commission. The total amount charged to the Commission for the year ending December 31, 2015 was $10,426 (2014 - $10,477).

(d) Transactions with entities under common control and parent company:

i) WSOA:

The Commission and EnWin agreed under the WSOA, that EnWin would provide all operational, management, administrative, maintenance and construction services for the Commission as required to operate the water distribution system including District Energy. Under the WSOA, EnWin prepares the Water System Financial Plans, operating expense plans and capital plans with respect to the Commission’s business as required to operate, maintain, administer and invest in the Commission and its facilities. The Commission reviews the plans on the basis of whether EnWin, upon executing the plan will be compliant with the terms and conditions of the Water System Financial Plan, the WSOA and compliant with applicable laws, permits and material contracts.

The Commission has agreed to reimburse EnWin for all operational and capital expenses on a fully allocated cost basis. All employees required to operate the water distribution system, including District Energy, as well as the key management employees are retained by EnWin. The Commission incurs staffing costs associated with the allocation of these employees however does not have any employee obligations except the Commission’s retirees and the long term receivable for the past service costs related to post retirement benefits on the transfer of employees as established in the Employee Arrangement Agreement.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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13. Related party transactions (continued):

(d) Transactions with entities under common control and parent company (continued):

i) WSOA (continued):

Under the WSOA, the total amount allocated and charged to the Commission for the year ended December 31, 2015 was $20,863 (2014 - $20,922).

The key management personnel allocated by the shared services model under the WSOA, to the Commission are executive management team members of EnWin.

Allocated key management compensation:

2015 2014 Allocated salaries and other short-term benefits $ 441 $ 364 Post-employment benefits 7 7 $ 448 $ 371

(e) Amounts due from (to) related parties:

Accounts receivable due from related parties consist of:

2015 2014 Due from parent:

Due from the Corporation of the City of Windsor $ - $ 675 $ - $ 675

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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13. Related party transactions (continued):

(e) Amounts due from (to) related parties (continued):

Accounts payable due to related parties consist of:

2015 2014 Due to company under common control:

Due to EnWin Utilities Ltd. $ 3,114 $ 1,186

Due to parent: Due to the Corporation of the City of Windsor 3,028 5,687

$ 6,142 $ 6,873

The amount due to EnWin bears interest at the Bank of Canada rate, while the amount due to the Corporation of the City of Windsor is non-interest bearing.

Long term payable due to related parties consist of:

2015 2014 Due to EnWin Utilities Ltd. $ 5,342 $ 6,164 5,342 6,164 Less: Current portion 822 822 $ 4,520 $ 5,342

This long term receivable resulted from the Employee Arrangement Agreement and is amortized over the estimated average remaining service life at the time of the agreement which was 9.5 years payable each November.

The amount due to EnWin is non-interest bearing.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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14. Financial instruments and risk management:

The carrying values of cash and cash equivalents, investments, accounts receivable, accounts payable and accruals approximate fair values because of the short maturity of these instruments.

The fair value of the debentures is $53,144 (2014 - $53,167). The fair value is calculated based on the present value of future principal and interest cash flows, discounted at the market rate of interest at the reporting date.

The Commission’s activities provide for a variety of financial risks, particularly credit risk, market risk and liquidity risk.

The aging of trade receivables at the reporting date was:

2015 2014 Not past due $ 6,916 $ 7,773 Past due 0 – 30 days 1,014 477 Past due 31 – 90 days 136 113 Greater than 90 days 264 226

$ 8,330 $ 8,589

The Commission’s allowance for doubtful accounts was $27 at December 31, 2015 (2014 - $13).

(i) Credit risk:

The carrying amount of the Commission’s financial assets represent the maximum credit exposure.

Financial assets carry credit risk that a counter-party will fail to discharge an obligation which would result in a financial loss. Financial assets held by the Commission, such as accounts receivable, expose it to credit risk. The Commission earns its revenue from a broad base of customers located in the City of Windsor and two neighbouring municipalities. One customer accounted for 15% (2014 - 16%) of revenue. No other single customer in either year would account for revenue in excess of 5% of the respective reported balances.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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14. Financial instruments and risk management (continued):

(i) Credit risk (continued):

The carrying amount of accounts receivable is reduced through the use of an allowance for impairment and the amount of the related impairment loss is recognized in the statement of profit and other comprehensive income. Subsequent recoveries of receivables previously provisioned are credited to the statement of profit and other comprehensive income. The balance of the allowance for impairment at December 31, 2015, is $27 (2014 - $13). No customers accounted for greater than 10% of the accounts receivable at year end (2014 - no customers at 10%).

The Commission’s credit risk associated with accounts receivable is primarily related to payments from customers for recoverable work. At December 31, 2015, approximately $116 is considered 90 days past due.

Credit risk is managed through collection of security deposits from contractors. As at December 31, 2015, the Commission holds security deposits in the amount of $225 (2014 - $211) and is included in accounts payable on the balance sheet.

(ii) Market risk:

Market risks primarily refer to the risk of loss that results from changes in commodity prices, foreign exchange rates, and interest rates. The Commission currently does not have commodity, foreign exchange risk, or market risk.

(iii) Liquidity risk:

The Commission monitors its liquidity risk to ensure access to sufficient funds to meet operational and investing requirements. The Commission’s objective is to ensure that sufficient liquidity is on hand to meet obligations as they fall due while minimizing interest expense. The Commission has access to a line of credit and monitors cash balances to ensure that sufficient levels of liquidity are on hand to meet financial commitments as they come due.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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14. Financial instruments and risk management (continued):

(iii) Liquidity risk (continued):

The following are the contractual maturities of financial liabilities including estimated interest payments:

6 More Carrying Contractual months 6-12 1-2 than 2 2015 amount cash flows or less months years years Long term payable to

companies under common control $ 4,520 $ (4,520) $ - $ - $ (822) $ (3,698) Debentures 51,320 (52,000) - - - (52,000) Accounts payable

and accruals 3,757 (3,757) (3,757) - - - Accounts payable

to related parties 6,142 (6,142) (5,320) (822) - - $ 65,739 $ (66,419) $ (9,077) $ (822) $ (822) $ (55,698) 6 More Carrying Contractual months 6-12 1-2 than 2 2014 amount cash flows or less months years years Long term payable to

companies under common control $ 5,342 $ (5,342) $ - $ - $ (822) $ (4,520) Debentures 51,307 (52,000) - - - (52,000) Accounts payable

and accruals 4,057 (4,057) (4,057) - - - Accounts payable

to related parties 6,873 (6,873) (6,051) (822) - - $ 67,579 $ (68,272) $ (10,108) $ (822) $ (822) $ (56,520)

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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14. Financial instruments and risk management (continued):

(iv) Capital disclosures:

The main objectives of the Commission when managing capital are to ensure ongoing access to funding to maintain and improve the water distribution system and ensure adequate cost recovery.

The Commission’s debt to equity ratio at the end of the reporting period was:

2015 2014 Total liabilities $ 73,526 $ 76,026

Total equity 207,174 193,303 Debt to equity ratio at December 31 0.36 0.39

The Commission has customary covenants typically associated with long-term debt. The Commission is in compliance with all credit agreement covenants and limitations associated with its long-term debt.

15. Commitments and contingencies:

Commitments

Contractual Obligations

At year end, the Commission is committed to capital projects of approximately $4,203. These capital projects continue the investment in the Commission’s watermain infrastructure throughout the City of Windsor. These watermain project contracts were awarded in 2015 and will be completed during the next reporting period.

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WINDSOR UTILITIES COMMISSION Notes to the financial statements (continued) (in thousands of Canadian dollars) Year ended December 31, 2015

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15. Commitments and contingencies (continued):

Leases

The Commission has entered into non-cancellable operating leases for vehicle equipment. Minimum lease payments required are as follows:

2016 $ 192 2017-2021 172 Greater than 5 years - Total $ 364

Contingencies

General

From time to time, the Commission is involved in various litigation matters arising in the ordinary course of its business. The Commission has no reason to believe that the disposition of any such current matter could reasonably be expected to have a materially adverse impact on the Commission's financial position, results of operations or its ability to carry on any of its business activities.

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AGENDA SUBMISSION To: EWU Audit & Finance Committee & Board of Directors

WUC Audit & Finance Committee & Board of Commissioners April 7, 2016

From: Victoria Zuber

Re: Windsor Utilities Commission 2015 Financial Year Review

Enclosed is a summary of the Windsor Utilities Commission’s (WUC’s) financial results for 2015. Income Statement Review Net income for 2015 was $13.9M which is consistent with budget. The main components are outlined below.

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EWU Audit & Finance Committee and Board of Directors WUC Audit & Finance Committee and Board of Commissioners 2 April 7, 2016

WUC is required to prepare financial statements following International Financial Reporting Standards (IFRS). The IFRS requires all actuarial gains and losses be recognized in the current fiscal period. This change in assumption is recognized on the audited financial statements under other comprehensive income and is included in other expenses below. Revenues Total revenue, including fixed, variable as well as the watermain levy in addition to miscellaneous revenues, is $693k unfavourable to budget. This is a result of decreased consumption and pumpage as reflected consistently through the reported financial quarters through 2015. Consumption and pumpage are under budget by approximately 8% and 7% respectively due to cooler than average temperatures in 2015, greater amounts of precipitation as well as conservation efforts. Annualized non-revenue water is consistent with budget at 17%. Favourable development charge revenue ($661k) offsets the negative variances outlined above as the budget is a conservative average estimate of prior years. In addition, incentive funds ($130k) received for the energy efficient refurbishment of the high lift pumps at the George Ave. pumping station. Operating Expenses Total operating expenses are $25.3M which is $557k favourable to budget. Favourability of $700k relating to administration and general as well as salary and benefits of which much of these savings are reduced costs as allocated through the shared services model. Studies, external consulting initiatives and training were not incurred as forecasted. Lower than planned headcount to budget and an updated valuation of the WSIB liability for WUC also contributes to this favourability. Post retirement expenses are also favourable to budget as updated based on the 2015 actuarial report for WUC’s retirees. Unfavourable variances relating to services, customer premise expenses and plant locates reduce this favourability. The majority of the variance was recorded in Q1 when frost levels were the worst in history due to the severity of the winter weather. This caused for more challenging repairs. In 2015, watermain breaks were sixty-seven (67) below budget while service breaks were eight (8) more than budget. Increased costs associated with plant locates are due to increased demand due to the implementation of the mandatory “One Call” legislation. As reported in 2015 Q3, customer billing and collections costs have exceeded budget due to increased meter reading costs as well as postage and increased mail volumes.

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EWU Audit & Finance Committee and Board of Directors WUC Audit & Finance Committee and Board of Commissioners 3 April 7, 2016

Other Operating Expenses Other operating expenses are consistent with budget. There are offsetting variances as outlined below. The loss on the disposal of WUC’s assets that have been replaced and not fully depreciated is the majority of this variance. This is offset by favourable depreciation expense due to delays of capital projects being completed and placed into service. Also included in other operating expenses is the change in actuarial assumptions in relation to the discount rate on the post-retirement obligation. Based on the current market estimated yield on high quality corporate bonds, there was a slight change in the discount rate on the post retirement benefit from 4.0% at the beginning of the year to 4.1% as of December 2015. As noted previously, under IFRS, this $65k gain is recognized in the current period. Balance Sheet Review WUC’s cash balance at the end of 2015 was $1.9M. The value of WUC’s sinking fund investment at year end $3.8M which includes two semiannual contributions totaling $1.2M. Since its inception, the investment has yielded a cumulative annualized return of 2.31%. This investment is invested in accordance with WUC’s investment policy. 2015 capital expenditures were $17.2M for WUC. This amount excludes spending on the reservoir. The capital plan continues to seek reinvestment in water infrastructure as approved in the Water System Financial Plan as well as WUC’s approved Capital Plans. Full details are provided in the attached Schedule I. A summary of key operational metrics for 2015 is included for review. (Schedule II)

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Recommendation:

EWU Audit & Finance Committee

That the Windsor Utilities Commission 2015 Financial Year Review be received;

And that the Windsor Utilities Commission 2015 Financial Year Review be recommended to the EWU Board of Directors for receipt.

EWU Board of Directors

That the Windsor Utilities Commission 2015 Financial Year Review be received, as recommended by EWU Audit & Finance Committee.

WUC Audit & Finance Committee

That the Windsor Utilities Commission 2015 Financial Year Review be received;

And that the Windsor Utilities Commission 2015 Financial Year Review be recommended to the Board of Commissioners for receipt.

WUC Board of Commissioners

That the Windsor Utilities Commission 2015 Financial Year Review be received, as recommended by WUC Audit & Finance.

Vice President, Finance and CFO

Encls

Schedule I – 2015 Capital Spending

Schedule II – Key Operational Metrics Summary

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AGENDA SUBMISSION

To: WUC Audit & Finance Committee and Board of Commissioners

March 31, 2016

From: Victoria Zuber

Re: WUC Sinking Fund Update Report

As established by the policy for the management and investment of the sinking fund established with respect to debentures due November 2042 (“policy”), management is to provide annual investment reports to the Committee. This report provides a review of WUC’s current investment held at RBC Dominion Securities Inc. as of December 31, 2015. Investment Highlights:

Initial investment of $2.50M in September of 2014 (15 months); Semi-annual investments of $600k were completed in 2015 (April/October); Total WUC cash invested $3.7M; Semi-annual investments of $600k will be made in 2016 (April/October); Investment is compliant with asset allocation guidelines as established by the

policy; Current policy establishes the following:

o Long-Term Target Asset Mix: 90% Fixed Income, 10% Equities, o Maximum Equity portion: 20%;

Investment value as of December 31, 2015 was $3.8M; Cumulative return since inception 2.31%.

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WUC A&F Committee and Board of Commissioners

2 March 31, 2016

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WUC A&F Committee and Board of Commissioners

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RECOMMENDATION: WUC Audit & Finance Committee That the WUC Sinking Fund Update Report be received; And that the WUC Sinking Fund Update Report be recommended to the WUC Board of Commissioners for receipt. WUC Board of Commissioners That the WUC Sinking Fund Update Report be received, as recommended by the WUC Audit & Finance Committee.

Vice President, Finance and CFO

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S M T W TH F S S M T W TH F S1 2 1 2 3 4 5 6

3 4 5 6 7 8 9 7 8 9 10 11 12 1310 11 12 13 14 15 16 14 15 16 17 18 19 2017 18 19 20 21 22 23 21 22 23 24 25 26 2724 25 26 27 28 29 30 28 2931

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6 7 8 9 10 11 12 3 4 5 6 7 8 913 14 15 16 17 18 19 10 11 12 13 14 15 1620 21 22 23 24 25 26 17 18 19 20 21 22 2327 28 29 30 31 24 25 26 27 28 29 30

S M T W TH F S S M T W TH F S1 2 3 4 5 6 7 1 2 3 48 9 10 11 12 13 14 5 6 7 8 9 10 11

15 16 17 18 19 20 21 12 13 14 15 16 17 1822 23 24 25 26 27 28 19 20 21 22 23 24 2529 30 31 26 27 28 29 30

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3 4 5 6 7 8 9 7 8 9 10 11 12 1310 11 12 13 14 15 16 14 15 16 17 18 19 2017 18 19 20 21 22 23 21 22 23 24 25 26 2724 25 26 27 28 29 30 28 29 30 3131

S M T W TH F S S M T W TH F S1 2 3 1

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30 31

S M T W TH F S S M T W TH F S1 2 3 4 5 1 2 3

6 7 8 9 10 11 12 4 5 6 7 8 9 1013 14 15 16 17 18 19 11 12 13 14 15 16 1720 21 22 23 24 25 26 18 19 20 21 22 23 2427 28 29 30 25 26 27 28 29 30 31

Statutory Declared Holiday

School Holidays ~ March 14-18, 2016

MONDAY MEETINGS

EWE Board of Directors @ 9:00 am (*April 19 @ 8:00 am)

TUESDAY MEETINGS

WCU & EWU Audit & Finance Committees - Joint Meeting @ 9:15 am

EWU Audit & Finance Committee @ 9:30 am

EWU Board of Directors @ 9:15 am

THURSDAY MEETINGS

EWU Governance & Human Resources Committee @ 10:30 am

WCU Board of Directors @ 10:30 am (**Wednesday, March 2 mtg @ 8:30 am)

SPECIAL MEETINGS

EWU/WCU Audit & Finance Committee (Contract Approvals) @ 9:15 amEWU Board Meeting (Contract Approvals) @ 9:45 am

EWU & WUC Special Audit & Finance Committee @ 9:15 am (WUC Capital Budget)

ALL MEETINGS HELD AT 787 OUELLETTE IN THE SECOND FLOOR BOARDROOM

DECEMBER 2016

MAY 2016 JUNE 2016

JULY 2016 AUGUST 2016

NOVEMBER 2016

SCHEDULE OF MEETINGS - 2016ENWIN GROUP OF COMPANIES

SEPTEMBER 2016 OCTOBER 2016

JANUARY 2016 FEBRUARY 2016

MARCH 2016 APRIL 2016

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S M T W TH F S S M T W TH F S1 2 1 2 3 4 5 6

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S M T W TH F S S M T W TH F S1 2 3 4 5 6 7 1 2 3 48 9 10 11 12 13 14 5 6 7 8 9 10 11

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3 4 5 6 7 8 9 7 8 9 10 11 12 1310 11 12 13 14 15 16 14 15 16 17 18 19 2017 18 19 20 21 22 23 21 22 23 24 25 26 2724 25 26 27 28 29 30 28 29 30 3131

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S M T W TH F S S M T W TH F S1 2 3 4 5 1 2 3

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Statutory Declared Holiday

School Holidays ~ March 14-18, 2016

TUESDAY MEETINGS

WUC Governance Committee @ 10:30am

THURSDAY MEETINGS

WUC Audit & Finance Committee @ 9:15 am

WUC /EWU Audit & Finance Committee @ 9:15 am (Capital Budget)

FRIDAY MEETINGS

WUC Board of Commissioners @ 9:15 am

ALL MEETINGS HELD AT 787 OUELLETTE IN THE SECOND FLOOR BOARDROOM

WINDSOR UTILITIES COMMISSIONSCHEDULE OF MEETINGS - 2016

JANUARY 2016 FEBRUARY 2016

NOVEMBER 2016 DECEMBER 2016

MARCH 2016 APRIL 2016

MAY 2016 JUNE 2016

JULY 2016 AUGUST 2016

SEPTEMBER 2016 OCTOBER 2016

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