Allied Properties Real Estate Investment Trust ($APUN)

Good afternoon. My name is Jennifer Tory, and I'm the Chair of the Board of Trustees of the Allied Properties Real Estate Investment Trust -- pursuant to Section 7.6 of the REIT's amended and restated decoration of Trust. I will act as Chair of this meeting. On behalf of the Board I welcome you to this annual meeting of the unitholders of Allied. This meeting is being conducted virtually through Lumi Connect meeting platform. Lumi Connect allows registered unitholders and duly appointed proxy holders to vote and submit questions during the meeting. Across the Canadian market, more and more public companies have been evolving the format of their AGMs. Allied has adopted the virtual format this year because it allows all unitholders to participate equally regardless of their location and makes the meeting more accessible to investors who may not be able to attend in person. We will, of course, review unitholder participation in deciding on future formats of the annual meeting. Before proceeding with the formal business of the meeting, I'd like to take this opportunity to say a few words about the recent completion of Allied's leadership renewal and succession plan and other changes made recently in connection with the REIT's leadership and governance. This year, we have two trustees who are not standing for reelection. First, I want to acknowledge Michael Emory. Michael founded Allied and for more than 2 decades, his vision, instincts and leadership have shaped this organization in a profound and lasting way. As Founder, as President and Chief Executive Officer for many years and most recently as Executive Chair, Michael established much of what continues to define Allied, a long-term view of urban real estate, a deep respect for a distinctive workspace and heritage buildings and a belief that real estate can contribute meaningfully to the vitality of Canadian cities. On behalf of the Board, management, our employees and our unitholders, I want to thank Michael for his extraordinary service and leadership. Michael, thank you for founding Allied for building it with such clarity of purpose and for the contribution you have made to Allied, Canadian cities and to our industry. I would also like to thank Tony Rossi. Tony has served Allied as an independent trustee for the last 4 years, including as a valued member of the Governance, Compensation and Nomination Committee. She brought to the Board deep real estate experience, strong governance in stakes and an important perspective informed by her leadership in infrastructure, real estate and ESG. Tony has been thoughtful, constructive and committed in her service to Allied, and we are very grateful for her contributions. Tony, on behalf of the Board, thank you for your dedication and for the perspective you brought to your work. Finally, I'd like to say a few words about Mario Barrafato, who is standing for election as a trustee today. Mario brings deep experience in the Canadian public REIT sector with a strong background in strategic finance, capital markets, financial reporting, governance and real estate operations. Over the course of his career, he has held senior executive finance roles with leading Canadian real estate organizations and has developed a strong understanding of the opportunities and challenges facing public real estate issuers. We believe Mario's financial discipline, public company experience and real estate expertise will be highly valuable to Allied and to the Board. With those remarks, I will now introduce the following members of our senior management team who are participating in today's meeting: Cecilia Williams, Trustee, President and CEO; Nanthini Mahalingam, CFO; J.P. Mackay, Chief Operating Officer; and Anne Miatello, General Counsel and Corporate Secretary. Before calling the meeting to order, I'd like to briefly turn it over to our CEO, Cecilia Williams, to say a few words about Allied.

Thank you, Jennifer. Q1 marked our first full quarter of executing the 3-year action plan for Allied announced in February. The results we released 2 weeks ago reflect early progress, and our focus remains firmly on consistent delivery through the balance of the year. That means continuing to delever through dispositions, refining our portfolio and driving leasing activity, all with a view to long-term value creation for our unitholders. Our confidence is grounded in the strength of our team and the quality of our portfolio, the important components of our operating platform. Allied is at a turning point. With the most capital-intensive phase of our strategy largely behind us, our focus is now on execution. We're leasing space, recycling capital and strengthening the balance sheet. As we complete this 3-year plan, we'll emerge with a more focused, better composed portfolio of higher-quality assets. Q1 reflects measured progress. While we expect some near-term softness from nonrenewals in Q2, leasing activity is showing encouraging signs beyond that. Our priorities are clear, and we're focused on what we can control. The path forward is defined, and we will continue to execute with discipline to deliver improved performance over time. Thank you for attending today's unitholder meeting and for your continued interest and support of Allied. We're committed to providing transparency as we move through this transition and look forward to continued engagement with our stakeholders.

Thank you, Cecilia. I would now like to call this meeting to order. As Chair of the meeting, I appoint Anne Miatello, the Corporate Secretary of Allied, to act as Secretary for the meeting. And I appoint Amanda Danyluk and Laurie Grinton as representatives of the TSX Trust Company to act as the scrutineers of this meeting. And will now briefly address the notice call in this meeting and quorum before I discuss certain procedural matters for the meeting.

Thank you, Jennifer. The notice calling this meeting, the accompanying management information circular dated March 31, 2026, and related meeting materials describing the matters to be considered today were mailed to unitholders of record as of the record date being March 24, 2026, and have been filed on SEDAR+ and posted to our website. The required quorum for this meeting is two or more unitholders who hold any aggregate not less than 25% of the issued and outstanding units entitled to be voted at this meeting. I have received the preliminary scrutineers' report on attendance and confirm that a quorum is present. Only registered unitholders who held units in their name as of the close of business on the record date or their validly appointed proxy holders are entitled to vote at this meeting. Voting on the matters to be discussed at this meeting will be conducted by electronic ballot. The poll will open for all resolutions at the same time. If you have appointed a proxy holder and do not wish to change your voting instructions, then you do not need to do anything. If you do wish to change your vote, then voting online will have the effect of revoking your previously submitted proxy. The Chair will execute ballots on behalf of the proxies received by management and vote in accordance with the unitholders' instructions. Unless otherwise specified in the proxy, all proxies received will be voted for all of today's items of business. For registered unitholders and duly appointed proxy holders who have not already voted, you will vote by indicating whether your vote is for, against or withheld from voting as applicable in respect of a given matter under the voting tab on the Lumi Connect platform.

Thank you, Anne. As the affidavit of mailing is available for inspection by any unitholder, I will dispense with calling for a reading of the notice of meeting and direct that a copy be kept by the Secretary with the minutes of the meeting. I also direct that a copy of the scrutineer's complete report on attendance be kept with the minutes of the meeting. A quorum being present, I declare this meeting to be properly constituted for the transaction of business. There will be an opportunity for registered unitholders and proxy holders in attendance to ask questions on the business of the meeting through the Lumi Connect platform. Following each motion, I will ask if there are any related questions. Assuming they've been submitted in sufficient time, questions related to the matters being voted on today will be addressed at the time such matter is discussed before a vote is held on the matter. As always, questions should relate to the business of the meeting and not be of a general or personal nature. As Chair of the meeting, I have broad authority to conduct the meeting in an orderly manner, and I reserve the right to edit questions or to not table questions unrelated to the business of the meeting. However, questions not answered during the meeting will be addressed by management or Allied's Investor Relations group following the completion of the meeting as appropriate. We will announce the preliminary results of voting towards the end of the formal business of today's meeting, and the official results will be filed on SEDAR+ and available on our website. Lastly, in order to facilitate the proceedings for today's meeting, I've asked J.P. Mackay, our COO; and Anne Miatello, our General Counsel and Corporate Secretary, to move and second the motions identified in the notice of meeting. I will now proceed with the formal business of the meeting. The polls are now open for voting. The first item of business is the presentation of the audited financial statements of Allied for the fiscal year ended December 31, 2025, together with the report of the auditor thereon. These financial statements were previously mailed to unitholders who requested them and were filed on SEDAR+. There is no formal action or resolution required with regard to this item on the agenda. We will now address the election of trustees. Information about each nominee is included in the management information circular. The Board of Trustees has fixed the number of trustees to be elected at 8, and I confirm that all nominees are eligible for election. Allied did not receive notice of any trustee nominations in connection with the meeting in accordance with the advanced notice provisions of its amended and restated declaration of trust. Accordingly, the only persons eligible to be nominated for election to the Board are the management nominees. As a reminder, the nominees are Matthew Andrade, Mario Barrafato, Kay Brekken, Hazel Claxton, Lois Cormack, Stephen Sender, myself, Jennifer Tory and Cecilia Williams. I now call for a motion that each of the nominees be elected to serve as a trustee of the board to hold office until the close of the next annual meeting or until a successor is duly elected unless their office is earlier vacated in accordance with the amended and restated declaration of trust. May I have a motion?

Chair, I so move.

Someone please second the motion.

Chair, I second the motion.

Thank you. Are there any questions specific to the election of trustees?

There are no questions.

As there are no questions, I will ask all of those unitholders who have not already voted to please record their vote by indicating whether they vote for or withhold in respect of each trustee nominee under the voting tab on the Lumi Connect platform. [Voting]

The next item of business is the appointment of Allied's auditor. I now call for a motion that Deloitte LLP, Chartered Professional Accountants, be appointed as auditor of Allied to hold office until the close of the next Annual Meeting of Unitholders or until their successor is appointed. As such, remuneration as may be determined by the trustees and that the trustees be authorized to fix such remuneration. May I have a motion,please?

Chair, I so move.

Will someone please second the motion?

Chair, I second the motion.

Thank you. Are there any questions specific to the appointment of the auditor?

There are no questions.

As there are no further questions, I request that the discussion being concluded and that we -- the vote proceed on this motion. I ask that all those unitholders who have not already voted to please indicate whether your vote is for or withhold in respect of this matter under the voting tab on the Lumi Connect platform. [Voting]

The next item of business is to consider and if thought advisable, to approve the nonbinding advisory resolution on the approach to executive compensation known as the Say-on-Pay resolution as more fully described and set out in the management information circular. The result of the vote will not be binding on the Board. However, the Board will take into account the results of the vote, together with other comments from unitholders advice from Allied's independent compensation consultant and relevant information when considering the REIT's approach to executive compensation. May I have a motion that this resolution be approved?

Chair, I so move.

Will someone please second the motion?

Chair, I second the motion.

Thank you. Are there any questions specific to the approach to executive comp?

There are no questions.

As there are no questions, I ask all those unitholders who have not already voted to please record their vote by indicating whether they vote for or against in respect of this resolution under the voting tab on the Lumi Connect platform. As this is the final item to be voted upon, we will pause briefly to allow unitholders and proxy holders to complete voting on all motions. [Voting]

The polls are now closed. We will now pause for a few moments while the scrutineers compile the preliminary results. I've been advised by the scrutineers that sufficient ballots and proxies deposited for the meeting have been voted in favor of the election of all management trustee nominees and the appointment of Allied's auditor. As such, I declare those motions carried. The Say-on-Pay motion was not carried. I would like to remind attendees that the Say-on-Pay resolution is advisory and nonbinding. While the results of the vote on that resolution do not diminish the role and responsibilities of the Board, the Board takes the outcome seriously and will carefully review the results, engage with unitholders to better understand their concerns and consider what changes, if any, should be made to Allied's approach to executive compensation. The final voting results will be disseminated by press release filed on SEDAR+ and will also be made available on our website. That concludes the formal business of the meeting. I wish to thank you all for attending and to thank you for your continued support of Allied. May I please have a motion to conclude this meeting.

Chair, I so move.

Will someone please second the motion action?

Chair, I second the motion.

Thank you.