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SURESPAN POWER LTD.

Capability Statement

Suite 301 – 38 Fell Avenue

North Vancouver, BC, V7P 3S2

Lindsay Nagle – lindsay.nagle@surespan.com

B: 604 998 1133 C: 778 868 3434

Meredith – meredith.sargent@surespan.com

B: 604 998 1133 C: 604 218 4889

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Table of Contents

Overview ......................................................................................................................................................... 3 

Key Personnel: ................................................................................................................................................ 4 

Reference Projects ........................................................................................................................................... 7 

Health and Safety Information ........................................................................................................................ 9 

Aboriginal Content .......................................................................................................................................... 9 

Sustainability ................................................................................................................................................. 10 

Environmental Management ......................................................................................................................... 10 

Ability to Work Within Tight Schedules and Staging Requirements ........................................................... 11 

Risk Management Process ............................................................................................................................ 11 

More information: ......................................................................................................................................... 12 

Appendix B – Working with First Nations ............................................................................................... 15 

Appendix C – Health and Safety............................................................................................................... 17 

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Overview Surespan’s Growth into the Power Transmission Sector:

Over its 35 year history, the Surespan Group has expanded from its core activity of the design, supply and erection of permanent and portable bridges into pile driving, ground stabilization and related services, welding and fabrication, concrete supply and installation, steel erection, equipment rentals and engineering and consulting services. Surespan has developed a customer base in provincial and municipal highway/transport authorities, the resource sector, power generation and heavy construction.

Surespan developed the Raging River power generation facility from 3 MW to 8 MW capacity and operated that facility until its sale in 2012. Surespan is currently working on the development of a larger generation project, and providing services at the Cape Scott Wind Farm and wind generation facilities in Ontario.

Surespan’s further growth into the power transmission sector is based on its experience as an independent power producer and existing capabilities in heavy structural erection, structural and civil design, civil construction and remote area construction, its ability to quickly mobilize its own specialized construction equipment, its history working with First Nations communities and contractors, and its strong relationships with sub-trades. Surespan has added to its capabilities in the electrical transmission sector with select recruitments.

Surespan Power Ltd. (“Surespan Power”) is a separate division within the Surespan Group, drawing on existing and new personnel, equipment and corporate infrastructure resources.

Surespan Power Services:

Construction of power transmission lines;

Low and high voltage; Above and beneath ground.

Maintenance of power transmission lines;

Construction of sub-stations and associated transmission and distribution facilities;

Integration with design services provided by Surespan and consultants for transmission and sub-station design and construction projects.

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Surespan Group:

Surespan is a privately held, family owned corporation, incorporated in BC in 1977. Surespan specializes in heavy civil infrastructure projects, in particular bridge design and construction, renewable energy development projects and heavy-lift erection services. With bonding capacity of $120 million and bonded for single projects to $100 million, Surespan has built a reputation as one of Western Canada’s most prolific and dynamic general contractors.

General information about the Surespan Group is included in Appendix A. More detailed information is available at www.surespan.com.

Surespan is a fully informed and responsive to the unique BC and Western Canada design and construction environment, including all labour characteristics, local suppliers, sub-contractors, consultants, and the opportunities presented by First Nation’s participation.

Details

Key Personnel: Chairman – Nigel Bester

Nigel Bester is the Founder and President of the Surespan Group, and has extensive experience in the bridge building industry. For over 35 years, he has played a key role in the advancement of design, fabrication, and erection of resource, highway, and recreational bridges in Western Canada, United States, and Asia. He stands behind a record of completing challenging projects in controlled amounts of time, despite difficult environmental and technical constraints. Nigel has expanded Surespan’s expertise by identifying industry sectors where Surespan’s existing strengths can be married with new talent to drive successful projects. Nigel owned and operated an 8MW power generation facility, is overseeing Surespan’s work at Cape Scott wind turbine project and Surespan’s role in the development of the Kenny Dam water release project. Nigel has shown through consistent effort, creative innovation, and a positive attitude.

President – Meredith Sargent

Meredith Sargent has practiced as a lawyer specializing in the engineering and construction industry, consulted in risk management and project management processes and directly managed procurement operations for an EPC technology contractor. Meredith has over 20 years experience developing and negotiating project contracts, managing claims processes and resolving disputes. Concurrent with an in-house counsel role, Meredith managed the procurement and contract operations of a Vancouver based EPC/Technology Contractor in the chemical process industry, at a time when the company’s annual turnover exceeded $200 million. Meredith consulted to BC Transmission Corporation and BC Hydro Transmission Engineering between 2007 and 2010 on project risk management and project commercial management processes. Meredith joined Surespan in 2011 and brings her experience in planning and executing projects in the lump sum EPC environment to Surespan Power’s

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operations.

Construction Manager – Lindsay Nagle

Lindsay Nagle has broad experience in all facets of power line construction. Lindsay commenced his career as an apprentice lineman and progressed through lineman, foreman and supervision roles to become Vice President, Operations of Wright Powerline Services in 2011. Lindsay is a certified Power Line Technician with over 10 years experience in the field prior to his management role. He brings with him extensive hands on experience in transmission, including barehand, stringing, pole replacement and troubleshooting response work, in addition to extensive off pole experience with hot stick, rubber glove and de-energized work. Lindsay leads a team of skilled and experienced crew to execute Surespan Power’s projects.

Construction Methods, Inspections, Crew Oversight for Overhead- Dean Seifried

Dean Seifried has over 25 years of power line construction experience. He brings with him a broad range of experience and many credentials that have been earned while working for Hydro One over the past 15 years. Dean has an intimate knowledge of the of overhead power line construction on maintenance industry and a superior organizational and supervisor skill set.

Estimator/Project Controls – John Nelson

John Nelson has over 35 years experience in industrial engineering and construction, having commenced work as a project engineer and taken roles of increasing responsibility culminating in a five year term as the President of a leading global contractor in the chemical process industry with 190 permanent employees and a turnover of $230 million. John has extensive project execution experience generally in the lump sum environment on projects with value up to $100 million. John has developed fit for purpose estimating and projects controls approaches and brings this expertise to Surespan Power, providing project planning, estimating, integrated scheduling and cost control for projects.

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Health and Safety Manager – Angela Bester, GSC

Angela Bester is Surespan’s Health and Safety Manager. Angela is a member of the senior management team and reports directly to the President of the Surespan Group on all matters that impact health and safety. Angela is responsible for the development, implementation and monitoring of environmental health and safety programs, and liaising with clients, prime contractors, and sub-contractors.

Power Safety Officer– Dimitri Kapouralis

Dimitri Kapouralis has worked in the construction industry for a number of years. He has facilitated the safety of major highway closure projects within the lower mainland, such as the PMH-1 project, BMO International Marathon and the RBC Whistler Grand Fondo in 2012. Dimitri is undertaking specific additional power safety training to complement his existing skills and experience. He brings with him experience in Safe Working Practices, Project Safety Coordination, and Employee Orientation and Training and is currently doing his thesis for his Master of Psychology. Dimitri ensures the provision of safety related training, develops & conducts incident investigations and root cause analysis, workplace inspections and ensures corrective actions are completed.

First Nations Liaison – Mark Rogers

Mark Rogers manages all of Surespan’s ventures with First Nations. Mark has extensive experience working with First Nations communities to develop opportunities. Surespan engages in a range of strategies to bring benefit to traditional landowners on every project, from preferential hiring to active participation in First Nations business and joint ventures. Mark is the first point of contact for each of the representatives of the local First Nations and will oversee structuring a relationship, developing the inclusion plan and any required reporting.

Crew resumes can be provided on request.

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Reference Projects Surespan Power’s line crews have extensive experience in a range of overhead & underground projects, including:

Hartley Bay Distribution Upgrade, 2013

Part of the BC Hydro Rural Electrification Project (REP), this project involved bringing an extremely remote village up to BC Hydro standards for take over. Access and remoteness posed serious challenges as all material and equipment had to be barged in and crews via boat or plane. Crews worked side by side with First Nations to make this project a success.

Run of River Power, 2013

Construction of 21km of 138kv H-Frame line, paralleling an existing 500kv line in very rough terrain and crossing major highways multiple times. Completed August 2013, with an approximate value of $2.5M.

Queensborough crossing removal; 2011

Removal of two circuits of 12kv crossing the Queensborough River. Very technical job involving the use of helicopter, heavy copper conductor with long spans.

Montrosa/Toba Inlet IPP; 2010

Installed 230kv structures and did ties to BC Hydro system at Saltery Bay Substation and Malaspina Substation with no outages.

Fiber optic stringing; 2009

Stringing of ADSS for Telus on existing 230kv structures from Squamish to Whistler. Job entailed extensive use of helicopters with hover exits and tower exits.

Alcan bare hand method insulator replacement; 2008

Use of bare hand methods to replace suspension and dead-end insulators for Alcan on energized 287kv line in remote areas outside of Kitimat, BC.

Sleeve Replacement Program 2007 - 2008

Replaced approximately 5000 auto sleeves with compression type sleeves over the course of several years. The program was run by Rick Bianchin. Supervised crew had a flawless record during this program and was awarded for this achievement.

VITR; 2007 - 2008

230kv construction project. Tasks included “wreak out” of Salt Spring Island and Ladner sections. Erection of towers and stringing of new conductor.

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River Road stringing; 2007

Project consisted of approx. 9km of stringing #2 – 336 ACSR energized.

Prince Rupert Port 60kv line; 2006

Construction of 60kv line through rough terrain right of way in Prince Rupert. Minimal access for vehicles. Majority of work was achieved using climbing techniques.

60kv insulator replacement; 2006

Right of way insulator replacement using “lever lifting” techniques. Remote and rough terrain, porcelain to epoxy post style change out energized.

E1C 115kv structure replacement program; Hydro One 2003 – 2013 Changing out approximately 200 structures per year for 10 year period, using live line hot stick methods

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Health and Safety Information Surespan understands that working safely is smart business and goes hand in hand with satisfying our customers and successfully completing our projects. We put safety first, and believe that our culture of work safety not only reduces injuries and incidents, but also generates increased productivity, better work quality and high employee retention rates. We make safety every employee’s responsibility, and we give them the authority to stop and correct work when they see anything not completely safe. We extend that authority to all our job site partners and back it up with open communication, respect, and support. We believe that if a job is not done safely, then it is not done right. We are also dedicated to implementing health and safety solutions, practices, procedures, and recommendations that are reasonable and practicable for our workers, subcontractors, and clients. Surespan encourages regular feedback from workers, subcontractors, and clients about our Health and Safety program. This policy is reviewed on a regular basis and amended accordingly. Section 21 of the program deals exclusively with Surespan Power operations, supplementing the policy with material required for working in the power transmission environment.

At the outset of our projects, with oversight from Health and Safety Manager Angela Bester, our dedicated Power Safety Officer will create a project specific health and safety program based on the guiding principles of our company health and safety policy. Customized to the specific hazards and activities to be undertaken on each project, all staff working on the projects will be oriented and trained on the requirements of the program. Surespan is committed to adhering to high health and safety standards on our projects.

Appendix C includes an outline of Surespan’s Health and Safety Program.

Aboriginal Content Surespan understands that our clients go to great effort to maintain positive relationships with the people who live in the areas affected by infrastructure. We also understand that this responsibility is of paramount importance with regards to relationships with First Nations. Surespan’s goal in all of our projects is to meet and exceed the expectations of our clients and ensure that the commitments they make to local communities are met and/or exceeded. Surespan works diligently with clients during the proposal phase to understand commitments, during construction to ensure that they are carried out and communicated, and post construction to ensure that the legacy of our work creates lasting tangible benefits along with good will for the client. Surespan has a strong history or working collaboratively with First Nations groups in the areas in which we do business. Appendix B contains examples of current partnerships and the engagement policies exercised by Surespan.

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Sustainability Surespan’s construction methodologies reflect the company’s commitment to both the environment and sustainability. The company is committed to providing cost effective solutions within the framework of long term sustainability and environmental improvements.

During the planning and procurement phase of any project, Surespan employs long-term thinking in the development of temporary works and construction methodologies, utilizing non-toxic and non-hazardous services and products wherever possible. The additional effort involved in this forecasting allows Surespan to re-use and recycle – as frequently as possible and particularly in construction temporary works – steel bridge components, sheet/pipe piling materials, heavy timbers, and many other construction materials, ultimately limiting the overall impact of construction. Surespan will closely adhere to the City’s idling bylaws and ensure greenhouse gas emissions from our site vehicles will be kept to a minimum.

Environmental Management An Environmental Management Plan (EMP) is the key element of any infrastructure project. Other essential elements of environmental management systems include environmental training for on-site project personnel, environmental quality management, and the provision of qualified environmental professionals to implement the system. The EMP provides overall guidance on all aspects of environmental management on a project, including environmental best practices, mitigation measures, environmental monitoring, reporting, and permitting.

Surespan has experience in undertaking environmentally sensitive projects and coming up with innovative solutions to mitigate issues. The Merritt Truck Route DB project is a prime example of such innovation. With a tight construction window due to fisheries constraints in the Coldwater River, Surespan was able to devise a bridge erection scheme that allowed bridge construction to proceed. Permanent piled bents were installed to support the final structure and, in the process, were used to provide a temporary trestle structure, eliminating a redundant structure and the complications of in-water construction. Plus, the efficiency of using twin steel girders with a full depth precast concrete deck yielded a significant reduction in construction and material costs.

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Surespan recently used the same global thinking on the Blenkinsop Bridge in the District of Saanich, involving the construction of a 270m pedestrian bridge in an extremely environmentally sensitive area on the Lockside Trail. The bridge was constructed using an innovative pile driving, A-frame skid-rig that eliminated any site disturbances. Another example is the construction of a 124m long and 24m wide bridge in an area of high environmental sensitivity on the Vancouver Island Highway over the Bevan Wetlands. The methodology engaged involved utilizing a portable bridge system and top-down construction techniques which eliminated any site disturbances. Surespan also utilizes Petro Canada Environ

hydraulic oils in our construction equipment, not only when working at or near fish bearing crossing or riparian areas, but in nearly all of our project settings to reduce environmental impact.

Ability to Work Within Tight Schedules and Staging Requirements For Surespan Power, the success of every project starts in the pre-bid planning phase. Our estimates are developed in tandem with a rigorous risk management process, fully developed work plan and integrated resource loaded schedule. Eliminating unanticipated issues at the estimate stage eliminates ‘surprises’ in execution. The work done at estimate stage flows into the project controls process, allowing project managers and senior management to accurately monitor progress and cost, accurately update schedules, and provide short and long term progress forecasts.

We recognize there are always some unanticipated circumstances which occur on every project, but at Surespan Power, those events receive the full focus of management to mitigate impact, because the balance of the job has been solidly planned, properly controlled and is progressing smoothly.

Risk Management Process By implementing an effective risk management process within each project, and at a corporate level, Surespan Power has and will continue to realize continuous improvement in decision making and performance, effectively balancing risk and reward for the benefit of all stakeholders. The parameters for tolerance of risk vary depending on the impacts of the risks concerned. Surespan Power has a Zero Incident safety policy. This means that there is no trade-off between opportunity for gain, and risk of injury to any person, either through direct causes or the impact of operations on the environment. Similarly, compliance with all environmental requirements carries a zero tolerance for risk.

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Surespan’s Risk Management processes follow the widely recognized AS/NZS 4360:2004 Standard for Risk Management. Surespan Power implements this process through the development and maintenance of a Project Risk Register. The project team and key stakeholders participate in the development of the Risk Register at bid stage in a facilitated risk review. The Risk Register is owned by the Project Manager, who convenes the team to perform a detailed review and update at certain key phases of the project. The frequency of update reviews is determined by the project risk profile. The risk profile is developed taking into account the size and complexity of the project and the project milestones at which identified risks will have closed out or new risks have potential to arise.

More information: Contact:

Lindsay Nagle – lindsay.nagle@surespan.com

B: 604 998 1133 C: 778 868 3434

Meredith – meredith.sargent@surespan.com

B: 604 998 1133 C: 604 218 4889

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AppendixA–Background,SurespanGroup

Surespan Group

Over the past 35 years, Surespan has played a major role in the design, manufacture, supply logistics, and successful erection of over 5,000 permanent and portable bridges for both the major transportation and resource industries. Surespan has broadened its range of services to include commercial construction in the form of structural and architectural precast concrete installations, private renewable energy development in hydro, wind turbine erection services, industrial sector activity in welding and pile driving services and heavy civil engineering in particular to cable stay bridges. The group is headquartered in North Vancouver, BC, and with satellite offices in the Western Provinces, South East United States and in India, Surespan has construction teams working throughout Western Canada and the world.

Surespan has developed a solid relationship with both government and private clients, engineers, consultants, subcontractors, and suppliers. This is a legacy that Surespan intends to bring to its power transmission services. Surespan specializes in the execution of projects and the movement of resources while partnering with the local communities; including projects such as the Lions Gate Suspension Bridge deck and hanger replacement for which Surespan was a ten percent partner with American Bridge ($102 million), the Athabasca River bridge steel erection ($6 million), the Simon Fraser Bridge over the Fraser River in Prince George, BC ($33 million), and most recently the Southwest Rapid Transit Corridor – Transitway Tunnel for the City of Winnipeg ($35 million).

Surespan has developed joint venture and partnering relationships with a number of First Nations communities, and with those partners is actively pursuing and executing projects on traditional lands.

Safety underpins Surespan operations. Surespan understands that working safely is smart business and goes hand in hand with satisfying our customers and successfully completing our projects. We put safety first, and believe that our culture of work safety not only reduces injuries and incidents, but also generates increased productivity, better work quality and high employee retention rates. We make safety every employee’s responsibility, and we give them the authority to stop and correct work when they see anything not completely safe. We extend that authority to all our job site partners and back it up with open communication, respect, and support. We believe that if a job is not done safely, then it is not done right.

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Surespan is a vertically integrated company whose subsidiary and related companies have the capacity to provide cradle to grave services in the form of pre-engineering and construction management, construction engineering services, precast and pre-tensioned concrete, ready mix concrete, equipment rental, metal fabrication, high-voltage electrical services and general construction services. These subsidiary and related companies include:

Surespan Construction Ltd. has a large inventory of heavy duty construction equipment, including excavators, backhoes, mobile cranes, and pile driving equipment that will be available for this project. Surespan also has a number of Level Three Industrial First Aid trained professionals and emergency transport vehicles.

Surespan Structures Ltd. is able to supply all construction materials necessary for the project. Surespan Structures Ltd. is a CSA and CPCI certified precast and pre-stressed concrete manufacturing plant and a CWB Class Two status steel fabrication facility.

DLB Cranes Ltd. has a reputation for providing state-of-the-art cranes and lift equipment and provides consulting services for long and short-term rental projects throughout Western Canada and the Yukon Territory. DLB has a vast inventory of large cranes and other lifting devices that are available to Surespan for this project; and

Infinity Engineering Group Ltd. offers in-house engineering and drafting service to the Surespan Group of Companies. Surespan Construction often utilizes Infinity’s drafting and design services for heavy-lift rigging studies and construction methodologies for bridge and precast concrete components.

January Holdings Ltd. offers in-house EH&S services maintaining Surespan's exceptional adherence to jurisdictional environmental and safety rules and regulations. Surespan is COR certified for operations in Western Canada and is registered with IS Networld.

Surespan Power Ltd. offers construction and maintenance of power transmission lines, including high and low voltage, above and underground, and the Construction of sub-stations and associated transmission and distribution facilities.

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AppendixB–WorkingwithFirstNations

Nechako River Legacy Project – Surespan are equal partners with the Cheslatta Carrier Nation to develop the Kenney Dam Water Release Facility. This project is valued in excess of $275 million and has significant social and environmental goals. Surespan is very proud of the strong relationship we have formed with the Cheslatta Carrier Nation and our ability to take part in such an important project;

Raging River Power and Mining Inc. – Surespan owned and operated the Raging River hydroelectric power plant south of Port Alice, BC, until October 2012. We developed an agreement with the Quatsino First Nation that provided both Royalty and employment opportunities. The Quatsino First Nation's crews are hired to clear our power line right of way as required.

Tahltan Nation – Surespan and members of the Tahltan Nation have a joint venture to pursue infrastructure projects in Tahltan Territory, majority owned by the Tahltan and operating as a First Nations business.

Bloodvein First Nations – Surespan is currently constructing a series of bridges in northern Manitoba. We have partnered with the Bloodvein First Nation on the project, including a ready mix concrete venture and road construction for the East Side Road Authority.

Cape Scott Windfarm – Surespan has undertaken a portion of construction for the Cape Scott Wind Farm on northern Vancouver Island, and are currently engaging with the local First Nations to ensure that we meet or exceed any commitments that the developer has made to the local communities.

Engagement Policies:

Employment and Business Opportunities on the Project

Surespan will support opportunities to utilize labour and services of local First Nations groups with traditional territory in the project area during construction.

Preferential Hiring

Surespan will offer preferential hiring of First Nation Members. “Preferential Hiring” means that if the member is equally qualified for a specific posted position as a non-member, the member should be hired in priority to the non-member. There will not be a limit on the number of positions for which preferential hiring is applied.

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Preferential Bid Selection

Surespan will offer preferential bid selection for a First Nation enterprise, defined as a business owned by a First Nation member or First Nation Government owned entity. “Preferential Bid Selection” means that if a bid from a First Nation enterprise is equal in terms of price, quality, and any other criteria set for the bid process, the First Nation enterprise would be successful in priority to the non-First Nation enterprise. There will not be a limit on the number of contracting opportunities for which preferential bid selection is applied.

Construction Employment Opportunities

Surespan will open employment opportunities including:

Skilled labourers

Surveyors for construction layout,

Environmental and Archeological monitors,

First aid attendants for onsite site safety requirements,

Welders, riggers & heavy equipment operators, skilled traffic control personnel (traffic/rail)

Security Guards.

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AppendixC–HealthandSafety

Surespan’s Health and Safety program encompasses rules, guidance, and directives for the following subjects:

Responsibilities and Accountability

Hazard Assessment and Control

Safe Work Practices/Job Procedures

Personal Protective Equipment

Equipment and Maintenance Program

Training and Orientation

Inspections and Investigations

Emergency Preparedness

Records and Statistics

Legislation and Health

Safety Meeting and Planning

OH&S Committee and Program

Workplace Conduct

WorkSafeBC Requirements

Subcontractors

Surespan Power Operations

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The section covering Surespan Power Operations (section 21) covers the specific guidance, policies and procedures relevant to transmission construction, supplementing the rules, guidance and directives generally applicable to all Surespan operations. The following subjects are included:

Hazard: Evaluation, Identification and Control

Hazard Follow-Up Activities

Safe Job Procedures

Surespan Power Safety Rules

Personal Protective Equipment

Vehicles, Equipment and Maintenance

Records Retention

Orientation and Training

Pole Top and Bucket Rescue

Field Inspections

Investigation and Reporting

Records, Statistics and Tracking

Legislation