Dividend Growth Split : Annual Information Form – 2022

ANNUAL INFORMATION FORM

Preferred Shares

Class A Shares

Class J Shares

March 23, 2023

FORWARD-LOOKING STATEMENTS

Certain statements contained in this annual information form constitute forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. The Company believes the expectations reflected in forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this annual information form should not be unduly relied upon. These statements speak only as of the date of this annual information form.

In particular, this annual information form may contain forward-looking statements pertaining to distributable cash and distributions per Class A Share, Preferred Share or Unit. The actual results could differ materially from those anticipated in these forward-looking statements as a result of, among other things, the risk factors set out in this annual information form. The Company does not undertake any obligation to publicly update or revise any forward-looking statements.

	TABLE OF CONTENTS
GLOSSARY OF TERMS	4
1.0	NAME, FORMATION AND HISTORY	8
1.1	Status of the Company	10
1.2	Investment Objectives	10
1.3	Investment Guidelines	10
1.4	Rebalancing Criteria	11
2.0	INVESTMENT RESTRICTIONS	11
3.0	DESCRIPTION OF SECURITIES	12
3.1	Principal Shareholder	12
3.2	Purchase for Cancelation	13
3.3	Distributions	13
3.3.1	Preferred Shares	13
3.3.2	Class A Shares	13
3.3.3	Distribution Reinvestment Plan	14
3.4	Priority	14
3.4.1	Preferred Shares	14
3.4.2	Class A Shares	14
3.4.3	Class J Shares	14
3.5	Acts Requiring Shareholder Approval	14
4.0	VALUATION OF PORTFOLIO SECURITIES	15
5.0	CALCULATION OF NET ASSET VALUE	17
6.0	PURCHASES OF SHARES	17
7.0	REDEMPTIONS AND RETRACTIONS	17
7.1	Redemptions	17
7.1.1	Preferred Shares	17
7.1.2	Class A Shares	17
7.2	Retraction Privileges	18
7.2.1	Preferred Shares	18
7.2.2	Class A Shares	19
7.3	Book-Entry Only System	21
7.4	Suspension of Redemptions and Retractions	21
8.0	RESPONSIBILITY FOR OPERATIONS	22
8.1	Management of the Company and the Manager	22
8.2	Manager	23
8.2.1	Directors and Officers of the Manager	23
8.2.2	Independent Review Committee	23
8.2.3	Management Fee	24
8.2.4	Termination of the Management Agreement	24
8.3	Portfolio Management	25
8.4	Custodian	25
8.4.1	Custodian Fees	25
8.4.2	Termination of the Custodial Services Agreement	25
8.5	Valuation Services	26
8.6	Auditors, Registrar and Transfer Agent	26
8.7	Securities Lending Agents	26
9.0	CONFLICTS OF INTEREST	26
9.1	Principal Holders of Securities	26
9.2	Securities Held by Members of the Independent Review Committee	27
10.0	CORPORATE GOVERNANCE	27
10.1	Composition of the Independent Review Committee	28
10.2	Proxy Voting Policy	28
10.3	Covered Call Option Writing	29
10.4	Call Option Pricing	29
10.5	Utilization of Cash Equivalents	30
10.6	Use of Other Derivative Instruments	30
10.7	Use of Derivative Instruments - General	31
10.8	Securities Lending	31
10.9	Short-Term Trading	32
11.0	INCOME TAX CONSIDERATIONS	32
11.1	Tax Treatment of the Company	33
11.2	Distributions	34
11.3	Tax Treatment of Shareholders	35
11.4	Disposition of Shares	36
11.5	Exchange of Tax Information	36
12.0	REMUNERATION OF DIRECTORS, OFFICERS AND IRC	37
13.0	MATERIAL CONTRACTS	37
13.1	Escrow Agreement	37
14.0	OTHER MATERIAL INFORMATION	38
14.1	Risk Factors	38

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GLOSSARY OF TERMS

In this annual information form, the following terms shall have the meanings set forth below, unless otherwise indicated:

"Black-ScholesModel" means a widely used option pricing model developed by Fischer Black and Myron Scholes in 1973. The model can be used to calculate the theoretical value of an option based on the current price of the underlying security, the strike price and term of the option, prevailing interest rates and the volatility of the price of the underlying security.

"Brompton" means the Brompton group of companies.

"Brompton Funds" means Brompton Corp. and its wholly owned subsidiary Brompton Funds Limited, which acts as manager of the Company. Brompton Corp. is in the business of managing investment funds.

"business day" means any day on which the TSX is open for business.

"call option" means the right, but not the obligation, of the option holder to buy a security from the seller of the option at a specified price at any time during a specified time period or at expiry.

"cash covered put option" means a put option entered into in circumstances where the seller of the put option holds cash equivalents or other acceptable cash cover (as defined in NI 81-102) sufficient to acquire the securities underlying the option at the strike price throughout the term of the option.

"cash equivalents" means, and for the purposes of "cash cover" and "cash covered put option", "cash" as used therein means:

1. cash on deposit at the Custodian;
2. an evidence of indebtedness that has a remaining term to maturity of 365 days or less and that is issued, or fully and unconditionally guaranteed as to principal and interest, by:
3. 1. any of the federal or provincial governments of Canada; or
   2. the Government of the United States; or
   3. a Canadian financial institution;

provided that, in the case of (ii) and (iii), such evidence of indebtedness has a rating of at least R-1 (mid) by DBRS or the equivalent rating from another designated rating organization; or

1. other cash cover as defined in NI 81-102.

"CDS" means CDS Clearing and Depository Services Inc.

"CDS Participant" means a participant in CDS.

"Class A Shareholder" means a holder of a Class A Share.

"Class A Shares" means the class A shares of the Company.

"Class B Shares" means the class B shares of the Company.

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"Class C Shares" means the class C shares of the Company.

"Class J Shares" means the class J shares of the Company.

"Company" means Dividend Growth Split Corp.

"covered call option" means a call option entered into in circumstances where the seller of the call option holds the underlying security through the term of the option.

"CRA" means the Canada Revenue Agency or any successor organization.

"Custodial Services Agreement" means the custodian agreement entered into by the Company and the Custodian dated as of September 15, 2016, as it may be amended from time to time.

"Custodian" means CIBC Mellon Trust Company, in its capacity as custodian under the Custodial Services Agreement.

"DBRS" means DBRS Limited.

"Escrow Agent" means Computershare Trust Company of Canada, in its capacity as escrow agent under the Escrow Agreement.

"Escrow Agreement" means the escrow agreement entered into by the Company, DGS Trust and the Escrow Agent dated as of December 3, 2007, as it may be amended from time to time.

"Extraordinary Resolution" means a resolution passed by the affirmative vote of at least 66⅔% of the votes cast, either in person or by proxy, at a meeting of shareholders called for the purpose of approving such resolution.

"FHSA Amendments" means the tax legislation applicable to first home savings accounts, which will come into force on April 1, 2023.

"in-the-money" means in relation to a call option, a call option with a strike price less than the current market price of the underlying security and, in relation to a put option, a put option with a strike price greater than the current market price of the underlying security.

"Income Tax Act" means the Income Tax Act (Canada) and the regulations thereunder, as the same may be amended from time to time.

"Investment Guidelines" means the investment guidelines of the Company described in section 1.3 of this Annual Information Form.

"Investment Objectives" means the investment objectives of the Company described in section 1.2 of this Annual Information Form.

"Investment Restrictions" means the investment restrictions of the Company including without limitation those described in section 2.0 of this Annual Information Form.

"IRC" means the independent review committee established by the Manager for the Company pursuant to NI 81-107.

"Management Agreement" means the management agreement dated as of November 20, 2007 between the Company and the Manager, as it may be amended from time to time.

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