COMMUNITY PROFILE. Director of Planning & Development ( 29 )

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City Council Mayor Mark Heyck Councillor Rebecca Alty Councillor Adrian Bell Councillor Bob Brooks Councillor Linda Bussey Councillor Niels Konge Councillor Phil Moon Son Councillor Cory Vanthuyne Councillor Dan Wong City Administration City Administrator Bob Long Director of Corporate Services Carl Bird Director of Communications & Economic Development Nalini Naidoo Director of Public Works & Engineering Dennis Kefalas Director of Community Services Grant White Director of Public Safety Dennis Marchiori Director of Planning & Development Jeffrey Humble City Auditors MacKay LLP City Bankers TD Canada Trust City Solicitors McLennan Ross LLP ( 29 )

Yellowknife - Small City - Big Sizzle! From the world s longest ice roads and the glorious midnight sun to the most spectacular display of northern lights on the planet, Yellowknife is the perfect year-round outdoor playground. We are located on the shores of beautiful Great Slave Lake, only 512 km south of the Arctic Circle and 966 air miles north of Edmonton. We are world-renowned for our outdoor recreation, midnight sun, aurora borealis and our unusual blend of northern culture. We have a comprehensive education system. We offer an extensive range of sports and recreation activities and facilities. We have over 120 sport, service and cultural associations. We offer excellent services for our senior citizens. But, our most valued amenity is our vibrant community spirit which proudly characterizes Yellowknife! In addition to our natural attributes and sense of community, we are equally proud of our commitment to economic diversification. Built on gold, nurtured by government and growing with diamonds, Yellowknife offers unrivalled opportunities for investment, tourism, business development and employment. The abundance of minerals, oil and gas in the NWT has had dramatic economic impacts on Yellowknife. Along with being the capital city, Yellowknife is the territorial mining, industry, transportation, communications, education, health, tourism, commerce, government, wholesale, service and trade centre for Canada s North. Of all northern supply centres in Western Canada, Yellowknife has the highest employment, highest level of income, most skilled population and the most cosmopolitan workforce. Our city, which became a municipal district in 1953, is governed through legislative acts and regulations of the Government of the Northwest Territories. The Northwest Territories is one of only two federal, provincial and territorial jurisdictions in Canada that operate under a consensus system of government, as opposed to the more familiar system of party politics. Members of the Legislative Assembly are elected as independents within their constituencies. Territorial elections are held every four years, with the next election to be held in October, 2015. Our City Council is comprised of the Mayor and eight Councillors, with elections held every three years. The most recent municipal election was held on October 15, 2012. 2010 marked our 40 th anniversary of incorporation as a City on January 1, 1970. Since that time, we have adopted the knife icon to acknowledge gold mining as the City s foundation. The knife replicates a copper powder knife used by the suppliers of dynamite to the mining industry to open powder cases, as steel knives could cause sparks. Our golden history and brilliant future are also signified by the Government of the Northwest Territories official symbols of gold as our official mineral and diamond as our official gemstone. (30) THE CITY OF YELLOWKNIFE

Our Economy In the Tlicho Aboriginal language, Yellowknife is Somba K e, or place of money, and the name rings remarkably true. For many years, Yellowknife was home to two gold mines, Con and Giant. Today, it s the centre of Canada s diamond industry and remains the gateway to the entire North. Yellowknife s current thriving economy is largely a result of the exploration and development of the NWT s natural resources, including diamonds, uranium, rare earth metals, and oil and gas. Yellowknife is also the starting point for wilderness adventure and aurora viewing, along with being a centre for Aboriginal arts and crafts. The NWT has three operating diamond mines, and one currently in development stages. These mines are located about 250 kilometres northeast of Yellowknife, in the Lac de Gras region. The Ekati Mine was the first diamond mine in the NWT and Canada, and is the result of the largest staking rush in Canadian history. Production began at the mine in 1998. Diavik Diamond Mine, our second diamond mine, began production in 2003. The Snap Lake Mine began operations in 2008 and is the NWT s third diamond mine. It is the first entirely underground diamond mine in the country. The proposed Gahcho Kué mine, located 280 kilometres northeast of Yellowknife, is a joint venture between De Beers Canada (51%) and Mountain Province Diamonds (49%). The project is currently undergoing an environmental impact review, expected to be complete by mid-2013. Once approved, it will take about two years to build the mine. Over an 11- year mine life, about 4.5 million carats of diamonds will be produced annually. At full production, the workforce is predicted to be about 370 people. The collective operation of the Ekati, Diavik and Snap Lake diamond mines produce 15% of the world s gemstone diamonds. Diamond production for 2010 reached 11 million carats worth approximately $2 billion. Canada is the third largest diamond producer by value in the world, after Botswana and Russia. Since 1996, the Northwest Territories diamond mines have provided over 31,000 person-years of employment and have surpassed $11 billion in investment with northern and Aboriginal businesses. Tourism Tourism is the largest renewable resource-based industry in the NWT, and the majority of visitors to the territory touch down in Yellowknife. Tourism pumps more money into the territorial economy than combined sales of agriculture, forestry, fishing and trapping. In 2009/10, over 68,000 tourists visited the Northwest Territories and spent more than $107 million. Yellowknife is also a key conference and meeting destination. The City has the facilities, catering, fine dining, accommodation, event planners, tourist attractions, and technological capabilities to host large and small events. In the past several years, Yellowknife has hosted events for up to 2,000 participants. In July 2011, Yellowknife was host to a visit by Duke and Duchess of Cambridge. Yellowknife was the place to be in early July, as many people from tourists to journalists descended to get a glimpse of the Royal couple. During the summer of 2012, Yellowknife was host once again, this time for the Canadian Medical Association. Doctors from all over Canada came to Yellowknife to discuss medical care and trends.. The Canadian Medical Association meeting brought over 750 people to Yellowknife and boosted local tourism. The Northern Frontier Visitor Association (NFVA) boated increased merchandise sales and revenue during this time, in addition to the NFVA hosting over twelve local artists through the conference, which was of great benefit to these artists. In addition to a boost for local artists, local tourism operators also reported increased bookings before and after the CMA meetings. ( 31 )

Annually, Yellowknife hosts the Geoscience Forum. The Geoscience Forum provides an intimate setting for the exchange of information on mineral and petroleum exploration, mining activities, and government and academia geoscience research in Canada s north. The Forum attracts over 800 delegates annually. Deh Cho Bridge The Government of the Northwest Territories is building a cable-stayed bridge to span the Mackenzie River near Fort Providence. The bridge will replace the operations of the Merv Hardie ferry and the Mackenzie River ice crossing currently at that location. Trades and Services This sector has experienced growth in the last few years in Yellowknife and across the NWT, mainly due to non-renewable resource activity and higher personal incomes. Yellowknife has four malls, a good variety of national chain stores, and a number of local shops to meet the shopping needs of residents and visitors. The wealth of an economy, as well as the market for service and retail businesses, is reflected in personal incomes. According to recent Statistics Canada reports, the NWT had the highest personal incomes of any jurisdiction in Canada. The average weekly income was $1,189.88, with the next highest being Yukon at $892.46, then Alberta at $871.66. An Eco-Friendly Community that Walks or Bikes to Work While Yellowknife is a major trading centre, it is also a relatively compact city. The City has by far the highest proportion of people walking or biking to work of any other northern Canadian city, with almost 16% of our population walking to work. Although the winters may reach lows of 40 to 50 Celsius, the walking distance for individuals is minimal as the City is quite centralized. Beautiful trails and walkways outline the many lakes in the area, making for a picturesque view. All offices provide bike facilities for lock up, and the streets of Yellowknife are bike-friendly. The City of Yellowknife has been named Most Sustainable Small-Sized City in Canada by Corporate Knights, a Canadian magazine for responsible business. The City was recognized for its move to integrate energy efficiency into its building codes, its high population density, its high ratio of homeless shelter beds to population, and an annual arts competition as factors that make it sustainable. Yellowknife, Diamond Capital of North America is truly a City of energy and excitement, where our doors are always open to opportunity! Another sign of a prosperous population is its youth. In a dynamic environment with lots of opportunity, youth are able to secure challenging, highly paid employment at home. In other regions and communities without opportunity, they leave for greener pastures. Our population is the highest educated of any northern city in Western Canada. This provides employers with a highly educated pool of potential employees. (32) THE CITY OF YELLOWKNIFE

YELLOWKNIFE - STATISTICAL PROFILE Largest Private Municipal & School Property Taxpayers for 2012 2011 2012 Percent Of ($000s) ($000s) 2012 Total Northern Property REIT & Urbco Inc. 2,137 2,158 6.60% Dundeal Canada West (GP) Inc. 959 1,061 3.24% RTL Robinson Enterprises Ltd. and Robinson Trucking Ltd. 692 600 1.83% Polar Developments Ltd. & 5119 NWT Ltd. 514 524 1.60% Northwestel Inc. 397 400 1.22% HREIT Holdings 18 Corp.& 32 Corp. 306 356 1.09% Gold Bar Development & Andromeda Investment Ltd. 279 333 1.02% 4912 NWT Ltd. o/a Explorer Hotel 323 330 1.01% Yellowknife Dairies Ltd 192 218 0.67% Royal Host GP Inc. (Yellowknife Inn) 213 218 0.67% Top Employers 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 Notes Government of the NWT 2,226 2,286 2,409 2,253 2,256 2,372 2,399 2,390 2,341 2,366 2,442 2,512 (1) Government of Canada 642 745 756 665 770 716 809 766 725 738 804 517 (2) BHP Billiton Diamonds 329 340 400 356 337 307 318 280 300 322 325 316 Diavik Diamond Mines Inc. - - 288 327 317 317 315 368 223 231 278 310 (3) YK Education District No. 1 218 225 225 225 229 221 230 230 226 234 233 235 First Air 260 234 210 210 195 198 197 226 184 218 204 198 City of Yellowknife 146 150 157 161 163 166 168 176 181 186 187 183 Yellowknife Catholic Schools 153 182 182 167 170 173 175 164 157 163 169 172 NorthwesTel 179 175 173 172 174 175 186 174 170 167 155 160 RTL Robinson Enterprises Ltd. 124 254 213 165 250 250 250 260 234 243 247 156 (4) Notes: Amounts based on actual number of FTEs as of September 1, 2012 unless otherwise noted. (1) Per GNWT Main Estimates. (2) Includes all departments of the federal government, Crown corporations, Canadian Forces and the RCMP. Three departments did not update their numbers by press-time. (3) 2001 and 2002 numbers not available. (4) Decrease in numbers reflects the sale and subsequent restructuring of RTL Robinson Enterprises Ltd. ( 33 )

Population by Age Group Age Group 2004 Percent 2005 Percent 2006 Percent 2007 Percent 2008 Percent 2009 Percent 2010 Percent 2011 Percent 0-4 Years 1,436 7.46% 1,495 7.80% 1,474 7.88% 1,463 7.64% 1,495 7.76% 1,544 7.83% 1,579 7.92% 1,536 7.72% 5-9 Years 1,528 7.93% 1,461 7.62% 1,354 7.24% 1,365 7.13% 1,253 6.51% 1,224 6.21% 1,332 6.68% 1,375 6.91% 10-14 Years 1,512 7.85% 1,516 7.91% 1,514 8.10% 1,494 7.80% 1,319 6.85% 1,176 5.97% 1,116 5.60% 1,035 5.20% 15-24 Years 3,106 16.13% 3,057 15.95% 2,900 15.51% 2,932 15.31% 3,088 16.04% 3,138 15.92% 3,160 15.86% 3,054 15.36% 25-44 Years 7,109 36.91% 6,993 36.48% 6,757 36.14% 6,847 35.75% 6,694 34.76% 6,937 35.19% 6,914 34.70% 6,939 34.89% 45-59 Years 3,675 19.08% 3,703 19.32% 3,685 19.71% 3,870 20.20% 4,313 22.40% 4,437 22.51% 4,430 22.23% 4,411 22.18% 60 Years & Older 892 4.63% 943 4.92% 1,011 5.41% 1,184 6.18% 1,094 5.68% 1,255 6.37% 1,396 7.01% 1,538 7.73% 19,258 19,168 18,695 19,155 19,256 19,711 19,927 19,888 25,000 Population 20,000 15,000 10,000 5,000 0 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 No. of Households 8,000 7,500 7,000 6,500 6,000 5,500 5,000 4,500 4,000 1997 1999 2001 2003 2005 2007 2009 2011 2013 2015 (34) THE CITY OF YELLOWKNIFE

Education Percent with High School or Post-Secondary Yellowknife Canada 1991 73.9 61.8 1994 79.0 1996 75.3 65.2 1999 80.6 2001 77.7 68.7 2004 82.1 2006 78.2 76.8 2007 77.3 77.8 2008 79.9 78.4 2009 82.9 79.0 2010 83.0 79.8 2011 81.3 80.5 Average Personal Income ($ per annum) Yellowknife Canada 2000 42,993 30,594 2001 45,975 31,692 2002 50,038 32,306 2003 50,345 33,117 2004 52,061 34,366 2005 54,679 35,909 2006 57,246 37,776 2007 59,589 39,607 2008 62,721 40,673 2009 62,705 40,301 2010 64,345 41,020 Average Family Income ($ per annum) Yellowknife Canada 2000 88,295 64,618 2001 97,377 68,250 2002 106,953 69,683 2003 107,534 71,016 2004 111,665 73,961 2005 117,023 77,664 2006 124,200 82,307 2007 128,473 86,219 2008 135,800 88,718 2009 134,645 87,671 2010 138,620 89,390 All Items Inflation Rate (%) Yellowknife Canada 1997 0.1 1.7 1998-0.1 1.0 1999 1.1 1.8 2000 1.7 2.7 2001 1.6 2.5 2002 3.0 2.2 2003 2.3 2.8 2004 1.5 1.8 2005 2.3 2.2 2006 1.4 2.0 2007 2.9 2.2 2008 4.0 2.3 2009 0.6 0.3 2010 1.7 1.8 2011 3.1 2.9 Unemployment Rate Yellowknife Canada 1991 5.1 10.2 1994 6.8 1996 6.4 10.1 1999 7.9 2001 5.0 7.4 2004 5.0 2006 5.7 6.6 2009 5.6 2010 4.2 8.0 2011 4.2 7.4 ( 35 )

(36) THE CITY OF YELLOWKNIFE