ONTARIO SUPERIOR COURT OF JUSTICE COMMERCIAL LIST MOTION RECORD

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Court File No.: CV-14-10733-00CL

ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

B Y :

CERTAS HOME AND AUTO INSURANCE COMPANY, DESJARDINS FINANCIAL SECURITY LIFE ASSURANCE COMPANY, THE PERSONAL INSURANCE COMPANY, 9294-2150 QUÉBEC INC., FÉDÉRATION DES CAISSES DESJARDINS DU

QUÉBEC (collectively, “Desjardins”), STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY, STATE FARM FIRE AND CASUALTY COMPANY, STATE

FARM INTERNATIONAL HOLDING COMPANY, AND STATE FARM INTERNATIONAL LIFE INSURANCE COMPANY LTD. (collectively, “State Farm”)

Applicants

APPLICATION UNDER rules 14.05(3)(d), (g) and (h) of the Rules of Civil Procedure, relating to the purchase of the Canadian business of State Farm by Desjardins

MOTION RECORD

(Applicants’ motion for directions and substituted service)

Date of motion: October 15, 2014

McCarthy Tétrault LLP

Suite 5300, Toronto Dominion Bank Tower. 66 Wellington Street West,

Toronto, Ontario M5K 1E6

G

OWLING

L

AFLEUR

H

ENDERSONLLP

1 First Canadian Place 100 King Street West, Suite 1600

TORONTO, Ontario M5X 1G5

Kirsten Thompson Michael S. F. Watson

LSUC No.: 42762F LSUC No.: 17996I

Telephone: (416) 601-7797 Facsimile: (416) 868-0673

Telephone: (416) 369-7245 Facsimile: (416) 862-7661 LAWYERS FOR THE DESJARDINS

APPLICANTS

LAWYERS FOR THE STATE FARM APPLICANTS

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ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

B Y :

Applicants

NOTICE OF MOTION

THE APPLICANTS will make a motion without notice to a judge presiding over the Commercial List Wednesday, October 15, 2014, at 9.30 a.m. or as soon after that time as the motion can be heard, at 330 University Avenue, Toronto.

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PROPOSED METHOD OF HEARING: Orally

THE MOTION IS FOR an order in connection with this application, which arises out of the entering into of a Master Transaction Agreement (the “MTA”) in January 2014, pursuant to which Desjardins agreed to acquire State Farm’s Canadian Business (the “Canadian Business”), consisting of assets and liabilities in relation to State Farm’s Canadian-based insurance, mutual fund, loan and living benefits business. The applicants ask for an order for (i) directions of the court with respect to, and (ii) under rule 16.04 of the Rules of Civil Procedure for substituted service for all documents in connection with, the within application. Specifically, the applicants seek an order:

(i) approving the form of notice attached as Exhibit O to the affidavit of Peter Hanycz (the “State Farm Affidavit”), for the purpose of notifying Affected Persons (as that term is defined in the notice of application herein) of the proposed disclosure of personal information that is covered by Personal

Information Protection and Electronic Documents Act, S.C. 2000, c. 5

(“PIPEDA”), and ordering that the applicants may publish such notice in the National Edition of the Globe & Mail within a week after the making of this order and once again during the following week;

(ii) pursuant to rule 16.04, that the publication of notice in accordance with subparagraph (i) above shall constitute good and sufficient service and notice of the within application, the notice of application and the application record on all

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Affected Persons, that such service shall be effective on the date of the second publication of the notice, and that all Affected Persons will be bound by any orders made on the application;

(iii) that this application will come on for a hearing on a date in November 2014 to be fixed by the court determine, in the circumstances of this case and of the transaction contemplated by the Master Transaction Agreement (the “MTA”) between Desjardins as Purchasers and State Farm as Sellers, dated January 15, 2014, pursuant to which Desjardins will acquire the Canadian business of State Farm:

(A) the appropriate interpretation to be given to PIPEDA in relation to the disclosure of such personal information in the circumstances of this transaction; and

(B) the adequacy of such notice together with other communications given to Affected Persons so that these Affected Persons have knowledge of the proposed disclosure of their personal information and to determine whether the Affected Persons have consented to the disclosure of such personal information;

so that Desjardins may carry on in the ordinary course the business of State Farm to be acquired by Desjardins under the MTA.

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(iv) that any interested party who wishes to appear at the hearing of this application may apply to this Court by filing a notice of appearance giving not less than seven (7) days’ notice to the applicants or upon such other notice, if any, as this Court may order;

(v) that the applicants may from time to time apply to this Court for advice and directions in the discharge of their powers and duties hereunder;

(vi) requesting the aid and recognition of any court, tribunal, regulatory or administrative body having jurisdiction in Canada or in the United States, to give effect to the order and to the applicants, and their respective agents, in carrying out the terms of the order, and that all courts, tribunals, regulatory and administrative bodies are hereby respectfully requested to make such orders and to provide such assistance to the applicants as may be necessary or desirable to give effect to the order, or to assist the applicants and their respective agents in carrying out the terms of the order;

(vii) that the applicants may apply to any court, tribunal, regulatory or administrative body, wherever located, for the recognition of the order and for assistance in carrying out the terms of the order.

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THE GROUNDS FOR THE MOTION ARE:

1. Rule 16.04 of the Rules of Civil Procedure and the inherent jurisdiction of the Court.

2. The applicants require directions of the court and an order for substituted service to assist them in this application. The purpose of the within application is to permit:

(i) State Farm to disclose to Desjardins the “personal information” (within the

meaning of PIPEDA) of all Affected Persons that State Farm has collected and used in the course of its business; and

(ii) Desjardins to use such personal information in the operation of the Canadian

Business after closing of the transaction in January 2015, in the same manner as has State Farm.

The Parties and the Transaction

3. Desjardins Group is the leading cooperative financial group in Canada.

4. State Farm operates businesses in property, casualty and life insurance, as well as mutual fund, loan and living benefits companies, in Canada.

5. Pursuant to the MTA, in January 2014 Desjardins agreed to acquire State Farm’s Canadian Business

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6. Once the transaction closes in January 2015, Desjardins will own and operate the Canadian Business as a going concern. Desjardins will continue to provide insurance and financial services to existing Canadian Business customers as part of the

transaction.

7. In order to enable Desjardins to provide uninterrupted insurance, financial and other important services to existing Canadian Business customers, State Farm must disclose the personal information of the Affected Persons to Desjardins. All such information is in relation to the Canadian Business.

8. An order recognizing the appropriateness of the applicants’ efforts to inform the Affected Persons of the proposed disclosure of their personal information, and thereby to establish their consent in compliance with PIPEDA, will serve the interests of the public, the current customers of the Canadian Business, and the Affected Persons, because it will facilitate the uninterrupted continuation of vital insurance and financial services by Desjardins.

The Legislation

9. The collection, use and disclosure of personal information in the private sector are governed by PIPEDA. PIPEDA defines “personal information” as “information about an identifiable individual, but does not include the name, title or business address or

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telephone number of an employee of an organization.”

10. In section 4(1), PIPEDA states that the relevant part of the legislation “applies to every organization in respect of personal information that [an] organization collects, uses or discloses in the course of commercial activities”.

11. The information concerning the Affected Persons that the applicants propose that State Farm disclose to Desjardins is personal information that State Farm has collected, used and disclosed in the course of commercial activities.

12. With certain exceptions, PIPEDA requires that the disclosure of personal information occur only with the knowledge and consent of the persons to whom the personal information relates.

13. Unlike substantially similar but more recent provincial legislation (Alberta’s Personal

Information Protection Act, SA 2003, c P-6.5, British Columbia’s Personal Information Protection Act, SBC 2003, c 63 and Manitoba’s recently amended Personal

Information Protection and Identity Theft Prevention Act, CCSM c P-33.7), and despite

repeated attempts at amendment, PIPEDA still does not include as one of the permitted exceptions to the requirement for knowledge and consent for the disclosure of personal information in the context of a business transaction where the parties to the transaction have entered into an agreement under which the parties undertake to use and disclose the information only for those purposes for which the information was initially

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collected from or in respect of the individuals, and the information in issue relates to the carrying on of the business or activity for which the transaction took place.

14. As a result, the applicants seek authorization permitting State Farm to disclose to Desjardins, and permitting Desjardins to use, the personal information of Affected Persons so that Desjardins may continue to provide services to existing Canadian Business customers and policyholders, without undue disruption, pursuant to the transaction contemplated by the MTA and in the ordinary course of business, all to the benefit of and in the best interests of customers and policyholders.

Notice to Affected Persons of the Proposed Disclosure

15. As is set out in the affidavits sworn in support of this motion and the application, State farm and Desjardins have undertaken extensive efforts to notify all Affected Persons of both (i) the transaction, and (ii) the proposed disclosure of their personal information by State Farm to Desjardins.

16. In addition, the applicants now seek to publish two notices in the Globe and Mail (“Notices”) explaining in plain language the proposed disclosure of their personal information by State Farm to Desjardins for the purpose of the transaction.

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their personal information by contacting State Farm’s Privacy Officer.

18. Further, the applicants will make available to all Affected Persons for inspection a copy of the Application materials, including the affidavits in support, at the office of State Farm as well as on State Farm’s website.

19. The applicants propose this course of action to notify Affected Persons because it would be impractical and commercially unreasonable to notify more than a million customers and policyholders individually, particularly in the case of Affected Persons for whom State Farm does not have current and accurate contact information.

20. State Farm employees and agents who are being transferred to Desjardins under the MTA will have the opportunity to consent to the disclosure of their personal

information as part of offers of new contracts with Desjardins.

21. The applicants therefore seek the approval of this Court for publication of the Notices for the purpose of providing knowledge to Affected Persons of the proposed disclosure of personal information covered by PIPEDA.

22. At the hearing of the application itself in November, the applicants will seek a

declaration that the Affected Persons have the required knowledge, as such term is used in PIPEDA, and are thus deemed to have consented to the disclosure of their personal

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information by State Farm to Desjardins.

THE FOLLOWING DOCUMENTARY EVIDENCE will be used at the hearing of the motion:

 the affidavit of Denis Dubois (Desjardins) , sworn on October 9, 2014;

 the affidavit of Peter Hanycz (State Farm), sworn on October 13, 2014;

Date: October 14, 2014

McCarthy Tétrault LLP

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ENDERSON LLP

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Court File No.: 14-CL--

CERTAS HOME AND AUTO INSURANCE COMPANY, STATE FARM

MUTUAL AUTOMOBILE INSURANCE COMPANY and others

– Applicants –

ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

(PROCEEDING COMMENCED AT TORONTO)

NOTICE OF MOTION

McCarthy Tétrault LLP

Barristers and solicitors

G

OWLING

L

AFLEUR

H

ENDERSON LLP

1 First Canadian Place100 King Street West, Suite 1600

TORONTO, Ontario M5X 1G5

Kirsten Thompson Michael S. F. Watson

Telephone: (416) 601-7797

Facsimile: (416) 868-0673 Telephone: (416) 369-7245 Facsimile: (416) 862-7661 LAWYERS FOR THE

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Court File No.:

ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

THE HONOURABLE JUSTICE MORAWETZ ) Wednesday, October 15, 2014

B Y :

Applicants

INITIAL ORDER

THIS MOTION, made by the applicants for directions of the court with respect to, and under rule 16.04 of the Rules of Civil Procedure, R.R.O. 1990, Reg. 194, as amended, for substituted service for all documents in connection with, the within application, was heard this day at Toronto.

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ON READING the motion record including the affidavit of Denis Dubois sworn on October 9, 2014 and exhibits thereto (the “Desjardins Affidavit”) and the affidavit of Peter Hanycz sworn on October 13, 2014 and exhibits thereto (the “State Farm Affidavit”), and on hearing the submissions of counsel for Desjardins and for State Farm,

A. DEFINITIONS

1. In this order, the following terms have the following meanings:

(a) “Master Transaction Agreement” or “MTA” means the Master Transaction Agreement between Desjardins as Purchasers and State Farm as Sellers, dated January 15, 2014, pursuant to which Desjardins will acquire the Canadian business of State Farm;

(b) “Affected Persons” means persons who are current, former and prospective customers, all persons related to State Farm’s policies or accounts, such as State Farm Payment Plan account holders, beneficiaries, drivers, account payers, lienholders, lessors, all persons related to a current or former claim such as claimants and witnesses, service providers, current and former agents, any other persons identified within the “Canadian Books and Records” (as that term is defined in the MTA), applicants for employment with State Farm and former employees, to the extent that (despite State Farm’s notification efforts to date) they do not yet have the required knowledge and have not yet consented to the

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proposed disclosure of their personal information pursuant to the Transaction contemplated under the MTA;

(c) “PIPEDA” means Personal Information Protection and Electronic Documents

Act, S.C. 2000, c. 5.

B. NOTICE OF HEARING OF APPLICATION RELATING TO DISCLOSURE OF PERSONAL INFORMATION

2. THIS COURT ORDERS that the form of notice attached as Exhibit O to the State Farm Affidavit is hereby approved for the purpose of notifying Affected Persons of the proposed disclosure of personal information that is covered by PIPEDA, and that the applicants may publish such notice in the National Edition of the Globe & Mail within a week after the making of this order and once again during the following week.

3. THIS COURT ORDERS, pursuant to rule 16.04, that the publication of notice in accordance with paragraph 2 of this order shall constitute good and sufficient service and notice of the within application, the notice of application and the application record on all Affected Persons, that such service shall be effective on the date of the second publication of the notice, and that all Affected Persons will be bound by any orders made on the application.

4. THIS COURT ORDERS that this application will come on for a hearing on November , 2014 to determine, in the circumstances of this case and of the transaction contemplated by the Master Transaction Agreement:

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(a) the appropriate interpretation to be given to PIPEDA in relation to the disclosure of such personal information in the circumstances of this transaction; and

(b) the adequacy of such notice together with other communications given to Affected Persons so that these Affected Persons have knowledge of the proposed disclosure of their personal information and to determine whether the Affected Persons have consented to the disclosure of such personal information;

so that Desjardins may carry on in the ordinary course the business of State Farm to be acquired by Desjardins under the MTA.

5. THIS COURT ORDERS that any interested party who wishes to appear at the hearing of this application may apply to this Court by filing a notice of appearance giving not less than seven (7) days’ notice to the applicants or upon such other notice, if any, as this Court may order.

C. GENERAL

6. THIS COURT ORDERS that the applicants may from time to time apply to this Court for advice and directions in the discharge of their powers and duties hereunder.

7. THIS COURT HEREBY REQUESTS the aid and recognition of any court, tribunal, regulatory or administrative body having jurisdiction in Canada or in the United States, to give effect to this order and to the applicants, and their respective agents, in carrying out the

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terms of this order. All courts, tribunals, regulatory and administrative bodies are hereby respectfully requested to make such orders and to provide such assistance to the applicants as may be necessary or desirable to give effect to this order, or to assist the applicants and their respective agents in carrying out the terms of this order.

8. THIS COURT ORDERS that the applicants may apply to any court, tribunal, regulatory or administrative body, wherever located, for the recognition of this order and for assistance in carrying out the terms of this order.

9. THIS COURT ORDERS that the Honourable Justice Morawetz shall remain seized of this matter for the purpose of the hearing of this application on November , 2014.

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Court File No.:

CERTAS HOME AND AUTO INSURANCE COMPANY, STATE FARM

MUTUAL AUTOMOBILE INSURANCE COMPANY and others

– Applicants –

ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

INITIAL ORDER

McCarthy Tétrault LLP

G

OWLING

L

AFLEUR

H

ENDERSON LLP

1 First Canadian Place100 King Street West, Suite 1600

Telephone: (416) 369-7245 Facsimile: (416) 862-7661 LAWYERS FOR THE

DESJARDINS APPLICANTS

LAWYERS FOR THE STATE FARM APPLICANTS

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Court File No.:

ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

B Y :

QUÉBEC (collectively, “Desjardins”), STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY, STATE FARM FIRE AND CASUALTY COMPANY AND

STATE FARM INTERNATIONAL HOLDING COMPANY, STATE FARM INTERNATIONAL LIFE INSURANCE COMPANY LTD. (collectively, “State Farm”)

Applicants

NOTICE OF APPLICATION

TO ALL AFFECTED PERSONS, AS DESCRIBED IN SUBPARAGRAPH 1(c) BELOW A LEGAL PROCEEDING HAS BEEN COMMENCED by the applicants. The claim made by the applicants appears on the following page.

THIS APPLICATION will come on for a hearing on November 3, 2014, at 10.00 a.m., at 330 University Avenue, Toronto, Ontario.

IF YOU WISH TO OPPOSE THIS APPLICATION, to receive notice of any step in the application or to be served with any documents in the application, you or an Ontario lawyer acting for you must forthwith prepare a notice of appearance in Form 38A prescribed by the Rules of Civil Procedure, serve it on the applicants’ lawyers and file it, with proof of service, in this court office, and you or your lawyer must appear at the hearing.

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IF YOU WISH TO PRESENT AFFIDAVIT OR OTHER DOCUMENTARY EVIDENCE TO THE COURT OR TO EXAMINE OR CROSS-EXAMINE WITNESSES ON THE APPLICATION, you or your lawyer must, in addition to serving your notice of appearance, serve a copy of the evidence on the applicants’ lawyers and file it, with proof of service, in the court office where the application is to be heard as soon as possible, but at least four days before the hearing.

IF YOU FAIL TO APPEAR AT THE HEARING, JUDGMENT MAY BE GIVEN IN YOUR ABSENCE AND WITHOUT FURTHER NOTICE TO YOU. IF YOU WISH TO OPPOSE THIS APPLICATION BUT ARE UNABLE TO PAY LEGAL FEES, LEGAL AID MAY BE AVAILABLE TO YOU BY CONTACTING A LOCAL LEGAL AID OFFICE.

Date: October 15, 2014 Issued by

Local registrar Address of court office 330 University Avenue, 7th floor Toronto, ON M5G 1R7

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APPLICATION

DEFINITIONS:

1. In this notice of application, the following terms have the following meanings:

(a) “Master Transaction Agreement” or “MTA” means the Master Transaction Agreement between Desjardins as Purchasers and State Farm as Sellers, dated January 15, 2014;

(b) “State Farm Canada” means State Farm (as defined in the title of proceeding herein) together with its Transferred Subsidiaries (as that term is defined in the MTA), being State Farm Finance Corporation of Canada, SF Insurance Placement Corporation of Canada and State Farm Investor Services (Canada) Co.;

(c) “Affected Persons” means persons who are current, former and prospective customers, all persons related to State Farm Canada’s policies or accounts, such as State Farm Payment Plan account holders, beneficiaries, drivers, account payers, lienholders, lessors, all persons related to a current or former claim such as claimants and witnesses, service providers, current and former agents, any other persons identified within the “Canadian Books and Records” (as that term is defined in the MTA), applicants for employment with State Farm Canada and former employees, to the extent that (despite State Farm’s notification efforts to date) they do not yet have the required knowledge and have not yet consented to

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the proposed disclosure of their personal information pursuant to the Transaction contemplated under the MTA;

(d) “Initial Order” means the order of this Court made on October 15, 2014 with respect to, among other matters, the publication of notice of this application to all Affected Persons;

(e) “PIPEDA” means Personal Information Protection and Electronic Documents

Act, S.C. 2000, c. 5.

THE APPLICANTS MAKE APPLICATION FOR:

2. an initial order (the “Initial Order”) pursuant to rules 14.05(3)(d), (g) and (h), and 16.04 and Rule 38 of the Rules of Civil Procedure, R.R.O. 1990, Reg. 194, as amended:

(a) approving a notice (the “Legal Notice”) substantially in the form attached as Exhibit O to the Affidavit of Peter Hanycz for the purpose of notifying all Affected Persons of the proposed disclosure of their personal information pursuant to the Transaction contemplated under the MTA and of this application;

(b) permitting the applicants to publish the Legal Notice in the National Edition of the Globe & Mail twice, once within a week after the making of the Initial Order and once again during the following week;

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(c) for substituted service of this notice of application and the application record on all Affected Persons by means of the Legal Notice;

(d) scheduling the hearing of the application;

(e) directing any interested party who wishes to appear at the hearing of this application to apply to this Court by filing a notice of appearance giving not less than seven (7) days’ notice to the applicants or upon such other notice, if any, as this Court may order;

(f) permitting the applicants, from time to time, to apply to this Court for advice and directions in the discharge of their powers and duties under the Initial Order;

3. a final judgment:

(a) ordering and declaring that by virtue of the publication of the Legal Notice in accordance with the Initial Order and the other communications, described in the affidavit of Denis Dubois and the affidavit of Peter Hanycz, by State Farm and Desjardins to Affected Persons to provide knowledge to such Affected Persons of the proposed disclosure of their personal information, as such term “knowledge” is used in PIPEDA, State Farm has provided all Affected Persons with required knowledge;

(b) ordering and declaring that, given:

(i) the nature of the relationship and documentation between State Farm and the Affected Persons,

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(ii) the nature and intent of the Master Transaction Agreement,

(iii) the provision in the Legal Notices of the ability of any proposed Affected Person to object to State Farm disclosing his or her personal information to Desjardins,

(iv) the intent of Desjardins to carry on in the ordinary course the business that it is acquiring from State Farm and, in so doing, use the personal information in the same way as State Farm did for the purpose of that business, and

(v) the further intent of Desjardins to protect and safeguard the confidentiality and privacy of the personal information disclosed,

the Affected Persons are deemed to have given consent (as such term is used in

PIPEDA) to the disclosure of their personal information by State Farm to

Desjardins.

(c) ordering that State Farm has the requisite authority and may disclose to Desjardins, and Desjardins may receive and use, the personal information of all Affected Persons, but only in the same manner and to the same extent as did State Farm prior to such transfer;

(d) ordering that, subject to compliance with any applicable privacy legislation, Desjardins shall be entitled to use the personal information provided to it by State Farm in a manner equivalent to the prior use of such personal information by

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State Farm, provided that Desjardins shall safeguard such personal information to at least the same extent as did State Farm prior to such transfer;

(e) ordering that the applicants or any of them may from time to time apply to this Court for advice and directions in the discharge of their powers and duties hereunder;

(f) requesting the aid and recognition of any court, tribunal, regulatory or administrative body having jurisdiction in Canada or in the United States, to give effect to the judgment and to the applicants, and their respective agents, in carrying out the terms of the judgment; and

(g) ordering that the applicants may apply to any court, tribunal, regulatory or administrative body, wherever located, for the recognition of the judgment and for assistance in carrying out the terms of the judgment.

THE GROUNDS FOR THE APPLICATION ARE:

The Parties and the Transaction

4. Desjardins Group is the leading cooperative financial group in Canada.

5. State Farm operates businesses in property, casualty and life insurance, as well as mutual fund, loan and living benefits companies, in Canada.

6. Pursuant to the MTA, in January 2014 Desjardins agreed to acquire State Farm’s Canadian Business (as defined in the MTA), consisting of assets and liabilities in relation to

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State Farm’s Canadian-based insurance, mutual fund, loan and living benefits business (the “Canadian Business”).

7. Once the transaction closes in January 2015, Desjardins will own and operate the Canadian Business as a going concern. Desjardins will continue to provide insurance and financial services to existing Canadian Business customers as part of the transaction.

8. In order to enable Desjardins to provide uninterrupted insurance, financial and other important services to existing Canadian Business customers, State Farm must disclose the personal information of the Affected Persons to Desjardins. All such information is in relation to the Canadian Business.

9. An order recognizing the appropriateness of the applicants’ efforts to inform the Affected Persons of the proposed disclosure of their personal information, and thereby to establish their consent in compliance with PIPEDA, will serve the interests of the public, the current customers of the Canadian Business, and the Affected Persons, because it will facilitate the uninterrupted continuation of vital insurance and financial services by Desjardins.

The Legislation

10. The collection, use and disclosure of personal information in the private sector are governed by PIPEDA. PIPEDA defines “personal information” as “information about an identifiable individual, but does not include the name, title or business address or telephone number of an employee of an organization.”

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11. In subsection 4(1), PIPEDA states that the relevant part of the legislation “applies to every organization in respect of personal information that [an] organization collects, uses or discloses in the course of commercial activities”.

12. The information concerning the Affected Persons that the applicants propose that State Farm disclose to Desjardins is personal information that State Farm has collected and used in the course of commercial activities.

13. With certain exceptions, PIPEDA requires that the disclosure of personal information occur only with the knowledge and consent of the persons to whom the personal information relates.

14. Unlike substantially similar but more recent provincial legislation (Alberta’s Personal

Information Protection Act, S.A. 2003, c. P-6.5, British Columbia’s Personal Information Protection Act, S.B.C. 2003, c. 63 and Manitoba’s recently amended Personal Information Protection and Identity Theft Prevention Act, C.C.S.M. c. P-33.7, which is not yet in force), and

despite repeated attempts at amendment, PIPEDA still does not include as one of the permitted exceptions to the requirement for knowledge and consent for the disclosure of personal information in the context of a business transaction where the parties to the transaction have entered into an agreement under which the parties undertake to use and disclose the information only for those purposes for which the information was initially collected from or in respect of the individuals, and the information in issue relates to the carrying on of the business or activity for which the transaction took place.

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15. As a result, the applicants seek authorization permitting State Farm to disclose to Desjardins, and permitting Desjardins to use, the personal information of Affected Persons so that Desjardins may continue to provide services to existing Canadian Business customers and policyholders, without undue disruption, pursuant to the transaction contemplated by the MTA and in the ordinary course of business, all to the benefit of and in the best interests of customers and policyholders.

Notice to Affected Persons of the Proposed Disclosure

16. In January 2014, State Farm sent letters to approximately 1.2 million customers notifying them that Desjardins would be acquiring Canadian Business. In June 2014, State Farm sent a second letter to these customers informing them that it would be necessary for State Farm to disclose their personal information to Desjardins. Approximately 5,800 letters were returned to State Farm as undeliverable.

17. In March 2014, State Farm agents also sent 775,000 letters to State Farm customers, informing them of the transaction.

18. As a sign of good faith and to help ensure that all Affected Persons will have knowledge of the proposed disclosure of personal information, State Farm and Desjardins propose to publish the Legal Notice twice in the National Edition of the Globe and Mail newspaper, explaining in plain language the proposed disclosure of their personal information by State Farm to Desjardins for the purpose of the transaction.

19. The Legal Notice will also notify Affected Persons that they may object to the disclosure of their personal information by contacting State Farm’s Privacy Officer.

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20. Further, the applicants will make available to all Affected Persons for inspection a copy of the application materials, including the affidavits in support, at the office of State Farm as well as on State Farm’s website.

21. The applicants propose this course of action to notify Affected Persons because it would be impractical and commercially unreasonable to notify more than a million customers individually, particularly in the case of Affected Persons for whom State Farm does not have current and accurate contact information.

22. State Farm employees and agents who are being transferred to Desjardins under the MTA will have the opportunity to consent to the disclosure of their personal information as part of offers of new contracts with Desjardins.

23. The applicants therefore seek the approval of this Court (i) that the form of the proposed Legal Notice is sufficient for the purpose of providing knowledge to Affected Persons of the proposed disclosure of personal information covered by PIPEDA, and (ii) to publish such Notice twice in the National Edition of the Globe and Mail newspaper.

24. The relief sought herein is necessary to ensure Affected Persons have the required knowledge, as such term is employed in PIPEDA, of the disclosure of their personal information.

Consent of Affected Persons to the Disclosure of Personal Information

25. Based on the notification provided by the published Legal Notice and the direct letters to the Affected Persons, and so that Desjardins can operate the Canadian Business without undue disruption in the ordinary course, the applicants seek a declaration that the Affected Persons have

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the required knowledge, as such term is used in PIPEDA, and are thus deemed to have consented to the disclosure of their personal information by State Farm to Desjardins.

26. The relief sought herein is necessary to enable State Farm to lawfully disclose the personal information of Affected Persons to Desjardins and to enable Desjardins to use the personal information provided to it by State Farm to continue to provide insurance and financial services to those Affected Persons who are current State farm customers and so that Desjardins can operate the Canadian Business without undue disruption in the ordinary course.

27. Desjardins will use the personal information provided to it only in a manner consistent with State Farm’s prior use of the information.

28. Desjardins will implement and maintain appropriate safeguards, at least to the same extent provided by State Farm prior to the disclosure of the information to Desjardins, to protect the personal information in compliance with applicable privacy legislation.

Statutory Grounds

29. The applicants rely on Rules 14 and 38 of the Ontario Rules of Civil Procedure.

30. The applicants also rely on:

(a) the Personal Information Protection and Electronic Documents Act S.C. 2000, c. 5; and

(b) rules 14.05(3)(d), (g) and (h) and Rule 38 of the Rules of Civil Procedure, R.R.O. 1990, Reg. 194.

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– 13 –

31. The applicants will rely on such further grounds as counsel may advise and this Honourable Court may permit.

THE FOLLOWING AFFIDAVIT OR OTHER EVIDENCE will be used at the hearing of the application:

 affidavit of Denis Dubois, Desjardins, sworn on October 9, 2014; and

 affidavit of Peter Hanycz, State Farm, sworn on October 13 2014;

 such further and other evidence as counsel may advise and this Honourable Court may permit.

If served outside Ontario without court order, list facts & provisions of Rule 17 to support service.

Date: October 15, 2014

McCarthy Tétrault LLP

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Court File No.:

CERTAS HOME AND AUTO INSURANCE COMPANY, STATE FARM

MUTUAL AUTOMOBILE INSURANCE COMPANY and others

– Applicants –

ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

NOTICE OF APPLICATION

McCarthy Tétrault LLP

G

OWLING

L

AFLEUR

H

ENDERSONLLP

Barristers and solicitors 1 First Canadian Place 100 King Street West, Suite 1600

Telephone: (416) 369-7245 Facsimile: (416) 862-7661 LAWYERS FOR THE

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Court File No.

ONTARIO

SUPERIOR COURT OF JUSTICE (COMMERCIAL LIST)

BY:

CERTAS HOME AND AUTO INSURANCE COMPANY, DESJARDINS FINANCIAL SECURITY LIFE ASSURANCE COMPANY, THE PERSONAL INSURANCE COMPANY,

9294-2150 QUEBEC INC., Ff:Dl~RATION DES CAISSES DESJARDINS DU QUEBEC

(collectively, "Desjardins"), STATE FARM MUTUAL AUTOMOBILE INSURANCE

COMPANY, STATE FARM FIRE AND CASUALTY COMPANY AND STATE FARM

INTERNA TIONAL HOLDING COMPANY, STATE FARM INTERN ATIONAL LIFE INSURANCE COMPANY LTD. (collectively, "State Farm")

(Collectively, Applicants)

APPLICATION UNDER rules 14.05(3)(d), (g) and (h) of the Rules of Civil Procedure, relating to

the purchase of the Canadian business of State Farm by Desjardins

AFFIDAVIT OF DENIS DUBOIS SWORN OCTOBER 9, 2014

I, Denis Dubois, of the City of Quebec, in the Province of Quebec MAKE OATH AND SAY:

1. I am the ChiefIntegration Officer and General Manager (Ontario, Atlantic and Western

Regions) and Vice-President of Desjardins General Insurance Group Inc. ("DGIG") and as such have personal knowledge of the facts to which I depose, except where I have indicated that I have obtained facts from other sources, in which case I verily believe those facts to be true. All

capitalised terms used herein have the same meaning as defined in the accompanying Factum

unless otherwise indicated.

2. This affidavit is sworn in support of an application for:

(a) a motion for an initial order approving the form and content of a notice to be published in the National Edition of Globe and Mail regarding the disclosure by State Farm of the personal information of Affected Persons to Desjardins, as part of

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the transaction described in the MT A pursuant to which Desjardins will acquire the Canadian Business of State Farm; and

(b) an application for a judgement declaring State Farm's efforts to provide knowledge to the Affected Persons 0f State Farm's proposed disclosure of personal information to Desjardins are sufficient and consent required as under PIP EDA has been obtained by State Farm so that State Farm may disclose to Desjardins the personal information of Affected Persons as it relates to the Canadian Business and Desjardins may use that personal information in the future operation of that business.

I have worked at Desjardins since

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my role as Chief Integration Officer and 3.

General Manager, I am responsible for planning and leading DGIG's Integration of State Farm Canadian activities. I am also continuing in my role as General Manager ofDGIG's rapidly expanding operations outside of Quebec.

Desjardins

4. Desjardins was founded in 1900 by Alphonse and Dorimene Desjardins, and today it is

the largest cooperative financial group in Canada, having approximately $212 billion in total assets.' Attached hereto as"Exhibit 1\"is copy of the official summary of Desjardins' 2013 Annual Report.

5. In 2012, Desjardins was ranked 4th among the North America's safest financial

institutions, and named top corporate citizen in Canada by Corporate Knights. More recently, it was ranked second among the world's strongest banks in 2014 by Bloomberg?

6. Desjardins has over 6 million members and clients, and has 45,219 employees.'

7. There are approximately 864 Desjardins service outlets in Quebec and Ontario, 376

caisses in Quebec and Ontario and over 2,270 ATMs in Quebec and Ontario. Nearly 400

Data asat December 31, 2013, unless otherwise indicated, Exhibit A at page 2. Exhibit A at page 2.

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establishments offer a large range of financial and insurance services outside the caisse network and more than 20 entities and business units offer a large range of financial and insurance

. 4

services.

8. Desjardins has four business segments: wealth management and life and health insurance,

property and casualty insurance, personal services and business serviccs.i

Desjardins to Acquire State Farm's Canadian Business

9. On January 15,2014, Desjardins announced that it entered into an agreement to acquire

State Farm's Canadian Business. Attached hereto as "Exhibit B" is copy of the joint news release issued by both Desjardins and State Farm and published on Desjardins' website.

10. In the announcement, State Farm advised Affected Persons and the public generally that

Desjardins would be operating the newly acquired State Farm Canadian Business in the ordinary course. State Farm also noted that its 1,700 Canadian employees and more than 500 Canadian agents would continue to provide services to State Farm's 1.2 million Canadian customers.

II. The parties entered into a Master Transaction Agreement ("MTA"), relevant excerpts of which are attached hereto as "Exhibit

c."

Under the MTA, State Farm provided Desjardins with copies of all of its privacy policies concerning the collection, use, retention, destruction and disclosure of personal information. State Farm also warranted that "since January 1,2011, its collection, use, disclosure and retention of personal information and conduct of business has complied in all material respects with applicable privacy laws."

12. The transaction is scheduled to close on January 1,2015. In accordance with the MTA,

Desjardins will continue to operate the Canadian Business.

13. The transaction will make Desj ardins Group the second largest property and casualty insurance provider in Canada with annual gross written premi urns of approximately $3.9 billion, up from approximately $2 billion.

Ibid.

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14. Under the terms of the MTA and to permit Desjardins to assume the Canadian Business,

State Farm must necessarily disclose to Desjardins information, including personal information,

of Affected Persons as it relates to the operation of the Canadian Business in the ordinary course.

15. Desjardins will use the personal information only to the extent necessary to continue the business operations it acquired, including offering the financial and insurance services to existing customers of the Canadian Business.

16. If State Farm is not permitted to disclose the personal information of the Affected Persons to Desjardins, the ordinary operation of the Canadian Business will be disrupted, potentially

causing inconvenience for millions of Canadians and potentially creating a coverage gap.

17. Desjardins seeks authorization to use the personal information of the Affected Persons in the same way and for the same purposes as State Farm did in its ordinary operation of the

Canadian Business.

18. Desjardins will protect and safeguard the confidentiality and privacy of the personal information of Affected Persons disclosed to it in relation to the operation of the Canadian Business to at least the same standard as State Farm has and in keeping with Desjardins'

extensive privacy policy. Desjardins' privacy policy reflects a commitment to confidentiality and privacy surrounding personal information.

Privacy Policy

19. To further ensure that Desjardins treatment of the personal information of Affected Persons as it relates to the operation of the Canadian Business is at least as robust as that offered by State Farm prior to closing, Desjardins has drafted a privacy policy based,0llJthe existing State

jo.{\uo...Q.'1 ~

Farm policy which will apply to the Canadian Business after ~ 1,2015. Attached hereto as

j

"Exhibit D" is a copy of the joint State Farm/De)iardins privacy policy ("Post Closing Policy").

20. The Post Closing Policy specifics the types of personal information collected, how it is used, and how it is shared.

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21. With respect to safeguards, the policy outlines that Desjardins maintains physical, electronic, and procedural safeguards to protect customer information, regularly reviews its policies and practices, regularly monitors its computer networks, and regularly tests the strength of the company's security.

Proposed Notice to be Published in the Globe and Mail

22. To ensure Affected Persons have knowledge of the proposed transfer, State Farm and

Desjardins seek to publish a notice in the National Edition of the Globe and Mail as a supplement to the notification efforts made thus far, as discussed. The proposed form of the notice is attached as an Exhibit to the affidavit of State Farm.

23. I am not aware of further commercially reasonable steps that Desjardins may take to

provide knowledge to the Affected Persons and obtain consent prior to the completion of the transaction January 1,2015. It is my belief, based on estimates provided by State Farm, that sorting and distinguishing individual paper records to remove or redact those individuals who have not consented would cost more than $140 million and would not be completed before the transaction closes.

SWORN BEFORE ME at the City

of Quebec, in the Province of

Quebec, this 9 th day of October,

2014.

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Court File No.: • CERTAS HOME AND AUTO INSURANCE COMPANY, STATE FARM

MUTUAL AUTOMOBILE INSURANCE COMPANY and others

- Applicants

-ONTARIO

SUPERIOR COURT OF JUSTICE COMMERCIAL LIST

AFFIDAVIT OF DENIS DUBOIS (Sworn on October _9_,2014) McCarthy Tetrault LLP

Toronto, Ontario M5K lE6 Kirsten Thompson LSUC No.: 42762F Telephone: (416) 601-7797 Facsimile: (416) 868-0673

LAWYERS FOR THE DESJARDINS APPLICANTS

GOWLING LAFLEUR HENDERSON LLP

TORONTO, Ontario M5X IG5 Michael S.F. Watson LSUC No.: 179961 Telephone: (416) 369-7245 Facsimile: (416) 862-7661 LAWYERS FOR THE STATE FARM APPLICANTS

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THE DESJARDINS

ADVANTAGE

2013 marked the beginning of a new strategic planning cycle for Desjardins Group. We chose service, growth and efficiency asthethree keypriorities of our plan, which reflects our continued commitment to

provide our members and clients with the best possible service.

Thefull 2013 Desiardins GroupAnnual Repoltis available at www.desjardins.com/annualreport.

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/\'IU\R 11'1REVIEW

0

DESJilRDINS GROUP

MEMBER

AND CLIENT

ADVANTAGES

HELPING OUR MEMBERS FIND THE RIGHT FEE PLAN: THE FIRST SERVICE OF ITS KIND IN THE INDUSTRY

With the Select a plan feature on AccesD, Desjardins members can use their

transaction histories to find out if there's a better plan for them. • Since it was launched, some 27 ,000 members have used this feature.

EASILY ACCESSIBLE SAVINGS PRODUCTS

A new range of online savings products are available exclusively toAccesD users: • High Interest S@Vings Account

• Term S@vings (available for three- to five-year terms)

Members can also count on the expertise of our financial planners and advisors to help develop a financial plan or get advice about more complex products.

MEMBER-EXCLUSIVE ASSISTANCE SERVICES AT NO CHARGE

A Canadian first: We provide all our individual members with access to identity theft and travel assistance services, at no cost.

Identity Theft Assistance helps restore the identity of members whose personal information has been stolen or used fraudulently. Travel Assistance helps members deal with medical emergencies or other problems while they're travelling in

Canada or abroad. and also provides pre-trip advisory services.

SECURE FUND TRANSFERS

Available on the AccesD website and mobile app, lnterac e-Iranslers are an easy way for members to transfer funds in Canadian dollars to anyone with an account at any financial institution in Canada. All they need is the recipient's email address

or mobile number. .

As at December 31, 2013, Desjardins members: • Sent 196,000 transfers

• Received 185,000 transfers

EASIER INTER-CAISSE WITHDRAWALS

Starting in 2013, members can now withdraw up to $5,000 from any Desjardins caisse provided they use their Desjardins debit card.

• Everyyear, our members make more than 200,000 inter-caisse withdrawals.

DESJARDINS MAKES BUYING A CAR EASY

1.The online preauthorization service available for the Desjardins Ready-lo-Drive loan makes it easy for our members to set a budget and shop for their next vehicle with peace of mind. Plus, they don't have to disclose any personal financial information to the dealership.

2. We launched eSpaceAuto.com in April 20 13-and welcomed nearly 195,000 visitors already! Some of the website's features: • Search tools to find and compare new and used cars • Purchasing tools

• Quick access to Desjardins online services (insurance quotes and preauthorized financing)

3. ~i: ~~to~l~nt~~

:2

5 %

on theircar insurance premiums.

Ajusto helps Desjardins Insurance clients save up to 25% on their car insurance premiums based on the way they drive.

• As at December 31,2013, there were43)84clients participating in the Ajusto and Intelauto Iprograms.

SOCIALLY RESPONSIBLE INVESTMENT

Our investment offering includes products from companies that ascribe to SOCially responsible and environmentally friendly practices .

• Total assets of our socially responsible investment funds in 2013: $1,299.8 million

FLEXIBLE BUSINESS TRANSFER SOLUTIONS

The Desjardins business transfer loan offers flexible financing termsand conditions that can be adapted to the specific needs of each member, with amortization periods of up to 10years.

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i\ Yb\H i~1 B!:VIEW

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THE NEW AND IMPROVED DESJARDINS.COM

The new Desjardins.com reflects thechanging personal andprofessional needs of

our members and clients.Features of thenew website:

• Easler to navigate

• Quick links totransactional services

• New calculation and selection tools to give users the information they need to

makeinformed decisions

ADAPTING TO NEW TRENDS

We're always adapting our distribution models to better meet our members'

changing needs. In 2013 alone, our members made atotal of 881million online

transactions-755 million via AccesD and 126 million from their mobile devices.

Some caisses have also extended their business hours and are now open on weekends to better accommodate their members' schedules.

Plus,Illany of our caisses participate inatelephone service' that's available for members weekdays between 6:00 a.m.and 10:00 p.m. and weekends between 8:30 a.m. and 4:00p.m.

HELPING THOSE IN FINANCIAL DIFFICULTY

Wework tobuild strategic partnerships with organizations at the community level so that we canhelp people inneed makethebestdecisions, and provide them with suitable finanCing solutions.

DESJARDINS MUTUAL ASSISTANCE FUNDS

Through the Desjardins Mutual Assistance Funds, we take a practical approach

to personal financial planning: recipients are given a mkroloan, with flexible

repayment terms, to help them meet their immediate essential needs.

2013 RESULTS:

Caisse participation rate:59.6% Number ofloans granted: 661

Iotet loans: $406,717

*

96

% OF MEMBERS SURVEYED WERE SATISFIED WITH THE SERVICE PROVIDED BYTHE ADVISOR THEY SPOKE WITH,

TWO FINANCING PRODUCTS

FOR VERY SMALL BUSINESSES

The Creavenirprogram is a financing program designed tohelp youngentrepreneurs gettheirbusinesses started.

2013 RESULTS:

Caisseparticipation rate: 21.8%

Total loans: $622,831

Totalgrants: $220,206

TheDesjardins Microcredit to Businesses program provides micro-entrepreneurs

and self-employed workers with the support they need to consolidate their

business orget itoffthe ground.

2013 RESULTS:

Caisse participation rate:30.1% Totalfinancing amount: $891,021

IN THE HEART OF TORONTO'S FINANCIAL DISTRICT

in 2013, we opened abrand-new financial centreinToronto offering thefullrange of Desjardins products and services:

• Personal andcommercial banking services

• Card services • Wealth management

• Online brokerage

• Propertyand casualty insurance

• Life and health insurance

DESJARDINS ON SOCIAL MEDIA

At Desjardins, we believe in the power of social media. Somestatistics:

• 173,000 Facebookfollowers (Desjardins Group andcaisse pagescombined) • 630,000 YouTube views

• 11,200Twitter followers

• 25,800 Linkedln members

152 caisses areactive on Facebook, which they useto communicate with their

members andget their feedback on various topics. More than one million people visit Desjardins's Facebook pagesevery month.

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1\YI.i\RiNRI'VIEW

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Df:SJf\llDirIS GROUP

CO-OPME EDUCATIONAL

AND COOPERATIVE

INITIATIVES

We launched the Co-opme Program three years ago as a wayto develop initiatives for our members, our clients and the general public, while showcasing our commitment to cooperation and education.

2013 HIGHLIGHTS

• We invested nearly $15.9million in Co-opme initiatives.

• The Co-opme section on Desjardins.com had more than 400,000visitors.

SUPPORTING VOLUNTEER INVOLVEMENT

THROUGH THE DESJARDINS FOUNDATION

The Desjardins Foundation hands out more scholarships inQuebec than any other non-profit organization. In2013,it awarded more than $990,000 in awards and scholarships:

• 85 Desjardins Foundation Prizesfor Volunteer Involvement

• 515awards and scholarships to students across all disciplines andalllevelsof study in Quebec and Ontario

DESJARDINS MUTUAL ASSISTANCE CAMPAIGN - MORE THAN $400,000 RAISED FOR THE DESJARDINS FOUNDATION

Our employees, officers andretirees participated in thesecond annual Desjardins Mutual Assistance Campaign to raise money for United Way and the Desjardins Foundation.

MORE THAN $240,000 FOR SCHOOL DROPOUT PREVENTION INITIATIVES

The Desjardins Foundation invested 60% ofthe funds raised bythe Desjardins Mutual Assistance Campaign in school dropout prevention initiatives. Morethan $240,000 will be given to programs that help young dropouts go back toschool and follow their dreams.

A TAILOR-MADE PROGRAM FOR YOUNG ADULTS

ivies finances, mes choix isa French-language educational program designed to equip people between the ages of 16and 25 with thetools theyneed to evaluate their options and make informed andresponsible financial decisions.

Itwas launched as a pilot program in 2013 in thefollowing fourregions: • Outaouais

• Est-de-Montreal • Centre-du-Ouebec • Haute-Gaspesie

2013 RESULTS;

• 4,404 registrations (including 1,631 participants who registered formore than one module)

• Satisfaction rate of 93% ("satisfied" and "very satisfied")

INTERACTIVE GAME' FOR KIDS AGES 6 TO 11

We developed an educational game for kids ages 6 to 11 called" Charly & Max Get Involved!" By visiting Charlyandmax.com, they can:

• Follow a web serieswith weekly episodes • Participate in surveys

• Take quizzes

• Collect points toward acharitable cause

*THREE MONTHS AFTER IT WAS LAUNCHED, THE GAME'S WEBSITE HAD 107,027 VISITORS, WITH 2)70 ACCOUNTS CREATED.

EASY AND SECURE BUDGETING ON ACcESD

My Budget is an easy way for members to manage their money based on their actual transaction hlstorles. Injust three steps, theycan:

1.Get a dear picture oftheir incoming and outgoing funds 2.Gain better control over their spending

3. Createsavings objectives forall their projects

AN AVERAGE OF

8 0,000

MEMBERS USE MY BUDGET EACH MONTH.

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ECONOMIC SPINOFFS

Desjardins is a driver of socioeconomic development in Canada, Primarily

through our presence in sparsely populated areasinQuebec (where 32% of our service outlets are located), we contribute to the socioeconomic development of communities,

INDIRECT ECONOMIC SPINOFfS

For the years ended December3t

(in millions ofdollars) .

tj}tI!J.\t€fi 2012 2011

Income taxes s ,439. $ 428 S 415 Indirecttaxes 817 751

Salaries 2,396 2,321

Benefits 634 587

SUPPORTING BUSINESS OWNERS

We run a number of programs that provide development support to business owners, such as:

• Development capital investments from Capital regional 1"1

cooperatif Desjardins

• Support programs for up-and-coming farmers

• Desjardins Entrepreneur Awards CAPITAL INVESTMENTS MANAGED BY

DESJARDINS VENTU[{E CAPITAL IN 2013

Developmentcapital investments (atcost) inQuebec Investments (at cost)in cooperatives orother businesses located in resource regions

Num ber of Quebec businesses, cooperatives and funds supported

·$835,2 million

<$~~3,9 million

COMMUNITY DEVELOPMENT FUNDS

Our Community Development Funds(CDFs)areaconcrete example of the spirit of solidarity shared by Desjardins caisse members, In 2013, the CDFs paid out

$37.2 million tosupport local initiatives. Anexample of projects funded by the(DFs: DAY TRIPS FOR SENIORS

Thanks to a new vehicle purchased by Partage Ilumanitaire, a charitable organization forseniorsin laval, it'l! be abletocontinue organizing 50 day trips a yearforlocalseniors,

The purchase was made possible by a contribution from CaisseDesjardins de

Chomedey.The project, nicknamed "independence on four wheels," will help

promote the social inclusion of people livingin retirement homes,

DONATIONS, SPONSORSHIPS

AND CHARITABLE PARTNERSHIPS

Year afteryear, we remain strongly involvedin the communities we serve,

In 2013,weinvested

$81

MILLION

inour

communities through donations, sponsorships, charitable partnerships andscholarships.

ONTARIO SUPERIOR COURT OF JUSTICE COMMERCIAL LIST MOTION RECORD

ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

MOTION RECORD

McCarthy Tétrault LLP

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TABLE OF CONTENTS

ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

NOTICE OF MOTION

McCarthy Tétrault LLP

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CERTAS HOME AND AUTO INSURANCE COMPANY, STATE FARM

MUTUAL AUTOMOBILE INSURANCE COMPANY and others

ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

NOTICE OF MOTION

McCarthy Tétrault LLP

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ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

INITIAL ORDER

CERTAS HOME AND AUTO INSURANCE COMPANY, STATE FARM

MUTUAL AUTOMOBILE INSURANCE COMPANY and others

ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

INITIAL ORDER

McCarthy Tétrault LLP

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ONTARIO

SUPERIOR COURT OF JUSTICE

COMMERCIAL LIST

NOTICE OF APPLICATION

McCarthy Tétrault LLP

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CERTAS HOME AND AUTO INSURANCE COMPANY, STATE FARM

MUTUAL AUTOMOBILE INSURANCE COMPANY and others

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NOTICE OF APPLICATION

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