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BORROWING RESOLUTION DATED THE ____ DAY OF ___________, 20___ CANADA

PROVINCE OF BRITISH COLUMBIA AGREEMENT

SOUTH COAST BRITISH COLUMBIA TRANSPORTATION AUTHORITY

The South Coast British Columbia Transportation Authority ("TransLink") hereby promises to pay to the Municipal Finance Authority of British Columbia ("MFA") at its head office in Victoria, British Columbia, the sum of ● DOLLARS ($●) in lawful money of Canada, together with interest thereon from the ● day of ● 20●, at varying rates of interest, calculated semi-annually, in each and every year during the currency of this Agreement; and payments of principal and interest shall be as specified in the schedule attached commencing on the ● day of ● 20●, provided that in the event the payments of principal and interest hereunder are insufficient to satisfy the obligations of MFA undertaken on behalf of TransLink, TransLink shall pay over to MFA such further sums as are sufficient to discharge the obligations of TransLink to MFA.

Dated at New WestminsterBurnaby, British Columbia, this ● day of ●, 20●

IN TESTIMONY WHEREOF and under the authority of TransLink Board of Directors Borrowing Resolution dated ●, 20●, this Agreement is sealed with the Corporate Seal of TransLink and signed by

the ● Chair and ● Chief Executive Officer of

TransLink.

____________________________________

MUNICIPAL FINANCE AUTHORITY ISSUE NO. ●

SOUTH COAST BRITISH COLUMBIA TRANSPORTATION AUTHORITY BORROWING RESOLUTION DATED ●, 20●

CURRENCY: CDN PURPOSE: OTHER

DATE PAYMENT PRINCIPAL SF DEPOSIT

INTEREST ACTUARIAL ADDITION

REDUCING BALANCE

DEBT RESERVE FUND CONTRIBUTIONS: DEMAND NOTE CASH

21170|2304454_1|CRH 17/09/2015

WHEREAS:

1. On January 29, 2010, the Board of Directors of South Coast British Columbia Transportation Authority (“TransLink”) passed a resolution (the “2010 Resolution”) authorizing the Chief Financial Officer to establish a line of credit in the amount of $500 million with an option to increase it to $600 million (the “Credit Facility”) and to establish a commercial paper program of up to $500 million;

2. Paragraph D of the 2010 Resolution provided authority to certain signing officers to take all such actions and do all such things and to execute and deliver all such agreements, documents and instruments as deemed appropriate in connection with the Credit Facility and the commercial paper program; and

3. The board wishes to amend paragraph D of the 2010 Resolution.

NOW THEREFORE BE IT RESOLVED by the Board of Directors of TransLink as follows: 1. That paragraph D of the 2010 Resolution be deleted and the following paragraph D

substituted therefor:

“D. Authorizes any two of the Chief Executive Officer, the Chief Financial Officer and Vice President, Finance and Corporate Services, the General Counsel and the Vice President Financial Services (or any officer having similar capacity, authority and functions to the Vice President Financial Services), on behalf of TransLink, to take all such actions, do such things and execute, with or without the seal of TransLink, and deliver all such agreements, documents or instruments as they may deem appropriate in connection with the Credit Facility and the commercial paper program, and execution by such persons shall be conclusive proof of their authority to act on behalf of TransLink.”

To: Board of Directors

From: Fred Cummings, Vice President, Infrastructure Management and Engineering Date: September 25, 2015

Subject: Rapid Transit Project Update

PURPOSE

This memo provides information on senior government funding programs, project development requirements and anticipated schedule for the Surrey Rapid Transit and Broadway Rapid Transit projects.

BACKGROUND

The Mayors’ Council on Regional Transportation approved Regional Transportation Investments; A

Vision for Metro Vancouver (“the Vision”) in June 2014 and reconfirmed support of this vision in July

2015 following the plebiscite outcome. TransLink is continuing to advance the planning and technical work required to better define the major investments identified in this vision, including rapid transit expansion projects in Surrey and the Broadway corridor.

Previous Board reports (June, July, and August 2015) outlined the work needed and now underway to develop project business cases for submittal to senior government funding partners. This memo summarizes these funding sources and their requirements as context for the work ahead.

DISCUSSION

Typically, large projects secure one-third capital funding from each level of government (Federal, Provincial, Local/Regional). Subsequent work to engage senior government funding agencies has validated this assumption and Management remains confident that federal and provincial funding can be secured for these projects. The following overview of rapid transit funding sources and associated requirements is provided for information.

Rapid Transit Funding Sources Federal Funding:

• Several possible funding programs, all require a P3 Screen, so applications to P3 Canada Fund

are first step (Round 7 application submitted for both projects by TransLink in June 2015)

• P3 Canada Fund: $1.25B over 5 years (2013-2018)

• New Building Canada Fund “NBCF”: $14B over 10 years (2015-2025) – Split into National

Infrastructure Component “NIC” ($4B) and Provincial-Territorial Infrastructure Component “PTIC” ($10B)

• Public Transit Fund “PTF” – $750M over two years, starting in 2017–2018, and $1 billion per

Rapid Transit Project Update September 25, 2015

Page 2 of 2

Provincial Funding:

• 1/3 commitment in place through Province’s 10-year Transportation Plan, “provided they can be

accommodated within the provincial fiscal plan and the investments are supported by a business case”

Regional/Local Funding:

• Mayors’ Council & Province exploring potential sources following plebiscite outcome • Sustained Regional/Local commitment to the projects as described in the Vision

Senior Government Funding Requirements

For the projects to be considered for federal and provincial funding, they must meet minimum thresholds of project definition and justification. Requirements include:

• Further project design and definition – TransLink is currently completing work to establish +/-

30% cost estimates, additional work is being advanced to reach +/-15% confidence

• Demonstrated project need and analysis of benefits including direct and indirect benefits • Procurement Options Analysis to determine appropriate procurement approach to maximize

value for money

• Demonstrated public & political support

TransLink submitted funding applications to Round 7 of the P3 Canada Fund in June 2015.

For consideration in this funding cycle, P3 Canada requires business cases be complete by March 2016. TransLink is therefore proceeding with technical work along this timeline. By late October 2015, P3 Canada is expected to announce whether projects have been “screened in” to that program and/or referred to other federal programs (NBCF/PTF). Requirements for the Public Transit Fund have not been confirmed but early indications suggest there may be more flexibility in the business case deadline.

Work Underway

Work underway by Translink in close collaboration with municipalities to make sure the projects are investment-ready:

• Technical studies and reference case design – Note this is design for costing purposes only;

consultation will inform final design before/during procurement stage

• Project benefit and cost estimation (+/-15% confidence level) • Demand forecasting and modelling to quantify project benefits

• Developing environmental assessment and stakeholder engagement approaches • Financial and procurement options analysis, working closely with Partnerships BC

Next Steps

All of the work underway will assist in developing a detailed business case to form the basis for senior government funding assistance, either through the P3 Canada Fund, or through the new Public Transit fund. Business cases must be submitted by March 2016 if the projects are screened in to the P3 Canada Fund. The framework for the new Public Transit Fund has not been announced yet, but schedules and work programs may need to be adjusted based on the timelines, once announced. TransLink has secured sufficient budget to get the business cases completed for both rapid transit projects.