boardwalk real estate investment trust ... - Boardwalk REIT

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Composition of the Compensation Committee
The governance, nominations and compensation committee of the Board of Trustees (the
) makes determinations and recommendations to the
Board of Directors concerning the cash and incentive compensation of the executive officers of the Trust
The following trustees served as members of the Compensation and Governance Committee for all or
part of the financial year ended December 31, 2004: Messrs. Al W. Mawani, Ernest Kapitza and Michael
D. Young.
Retirement Plans
The Trust has continued the group registered savings plan established by the Corporation for its
employees whereby the Trust will match the contributions made by employees up to a maximum of 3%
of regular earnings in a calendar year or one-half the contribution limit set for registered retirement
savings plans, whichever is less. In addition, Executive Officers, as part of their employment contracts
are entitled to a retirement allowance based on their term with the Trust. The amount of the allowance
can range from ½ to one full year of the reported base salary.
Report on Executive Compensation
The Board of Trustees of the Trust has established the Compensation and Governance
Committee. One of the primary mandates of this committee is to review and make recommendations to
the Board of Trustees with respect to executive compensation. The Compensation and Governance
Committee consists of three unrelated trustees, Mr. Al W. Mawani, Mr. Ernest Kapitza and Mr. Michael
D. Young. In addition, the Chairman of the Board is an ex officio member of all board committees. The
entire Compensation and Governance Committee met three (3) times in the fiscal year ended
December 1 Individual
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Since incorporation of the Corporation, senior executives have, for the most part, been rewarded
exclusively through the issuance of stock options to purchase Common Shares rather than through
salaries or cash bonuses. On January 1, 2002, with the advice of an outside consultant, the Corporation
implemented a revised and more balanced compensation plan for its senior executives. Such
compensation plan was further revised by the Trust following the Acquisition and the Arrangement.
The revised compensation plan focuses around the following goals and objectives:
Award officers for long term strategic management and enhancement of unitholder value by
providing opportunities for those individuals to have an appropriate ownership interest in the
Trust through the use of the Trust's Management Equity Plan;
Attract and retain superior executives by providing total compensation packages that are
competitive in the market place;
1 Prior to the Acquisition and Arrangement, the functions of this committee were carried out by two (2) separate committees, the
Compensation and Governance Committee. This number includes the meetings held by each of those separate committees prior to
the effective date of the Acquisition and Arrangement, May 3, 2004.
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