2025 Annual General Meeting and Wind-Up of Casa Loma Corporation

Dissolution will enable the City of Toronto to assume direct oversight of Casa Loma through the Economic Development and Culture Division (EDC), improving administrative efficiency and aligning governance with current operational needs. The report further recommends the appointment of the City Controller & Chief Accountant as Liquidator to undertake the Corporation's wind-up process, the transfer of all of the Corporation's assets and liabilities to the City, and the direction of net future lease revenues to the Casa Loma Reserve Fund within EDC to support ongoing capital and other requirements. The existing lease and operating agreements for the use of Casa Loma properties with Liberty Entertainment Group (LEG) will continue until January 2034. There are no net financial or operational impacts to the City anticipated because of the wind-up, and the transition is expected to be substantially completed in 2026, with continued public access and operations maintained throughout. Once wind-up activities are complete, a subsequent report to Committee and Council will be required to report out on financials and complete the formal dissolution process, in accordance with the requirements of the Business Corporations Act (Ontario).

2. City Council, as shareholder, terminate the appointments of all members of the Board of Directors of the Corporation effective immediately and thank them for their service to the City of Toronto as board members. 3. City Council, as shareholder, resolve that the Corporation be voluntarily wound up under the provisions of Part XVI of the Business Corporations Act (Ontario); and that in connection therewith, City Council: a. appoint the City Controller and Chief Accountant as the liquidator of the Corporation (the "Liquidator") to wind up the business and distribute the property of the Corporation; b. authorize and direct the Liquidator to execute and file all required notices and documents, including the Notice Concerning Winding Up, with the Ministry of Public and Business Service Delivery (Service Ontario) to give effect to this resolution; and c. approve the transfer of assets remaining after payments associated with the wind-up process from the Corporation to the City at current market value, to be solely applied to Casa Loma's future capital requirements. 4. City Council delegate authority to the General Manager, Economic Development and Culture, or their representative, to oversee and administer the interests of the City in Casa Loma and in particular the operating agreement with Liberty Entertainment Group. 5. City Council direct that all future proceeds from the lease agreement and operating agreement between the City of Toronto and Liberty Entertainment Group and related corporate entities for use of the Casa Loma property, net of operating costs, flow to Economic Development and Culture's Casa Loma Reserve Fund for future Casa Loma capital and other requirements to be allocated in future years through the City's budgeting process.