Company History

The Churchill Corporation was incorporated as Churchill Development Corporation Ltd. on August 31, 1981. The name of the Corporation was changed to The Churchill Corporation on July 30, 1985. On June 30, 1987, Churchill acquired A.I.L. – Alberta Investments Ltd. (“AIL”), a closed end mutual fund listed on the Alberta Stock Exchange (the “ASE”), and became a reporting issuer. Churchill Common Shares were listed and conditionally accepted for trading by the ASE on December 1, 1987. On December 8, 1999, Churchill Common Shares were listed for trading on the Toronto Stock Exchange (the “TSX”). On January 30, 2000 Churchill consolidated its trading onto the TSX and dropped its listing on the ASE, which was then the Canadian Venture Exchange.

Stuart Olson was originally founded by Mr. Stuart Olson in 1939 in Edmonton, Alberta, and Churchill bought the company from the Olson family in 1989. With offices in Vancouver, Edmonton, Calgary and Saskatoon, Stuart Olson is a progressive builder and construction manager.

Laird Electric has been in business since 1962 and was acquired by Churchill in February 2003. Based in Edmonton, Alberta and with a branch office in Fort McMurray, Laird provides industrial and commercial electrical, instrumentation and power-line construction and maintenance services. Laird primarily serves the resource and industrial sectors, including the oil sands, oil and gas, petrochemical and power generation markets.

Insulation Holdings was incorporated as a wholly owned subsidiary of the Corporation to provide industrial insulation services. Insulation Holdings has two wholly owned subsidiaries – Fuller Austin (in business since 1961) and Northern Industrial (in business since 1984). Fuller Austin and Northern Industrial were acquired by Insulation Holdings in 1988. Fuller Austin serves the building-trades union market and Northern Industrial serves the open-shop market. These companies each provide an integrated range of services, including industrial thermal and acoustic insulation, fireproofing and fire stopping, asbestos abatement, siding application and plant maintenance.

In 1988, Seacliff acquired a 40% interest in Dominion, a company founded in 1911. The principals of Seacliff were active members of Dominion’s Board of Directors. Seeking an operating business to complement its investment in Dominion, Seacliff acquired a 100% interest in Canem in 1992. Canem was a company founded in 1960 in Victoria, British Columbia, and at the time of its acquisition by Seacliff, Canem was both an electrical and a mechanical subcontracting company operating in the provinces of British Columbia and Alberta. Seacliff transitioned Canem into a provider of electrical and data communications services to the commercial, institutional and, to a lesser extent, the multi-family residential markets. In 1995, Canem discontinued its mechanical operations. Canem grew its electrical and data communications business through a combination of organic growth and a series of acquisitions. Canem enhanced its capabilities in Edmonton by acquiring Command Electric in 1997 and CEC Electric in 2000 and established a branch office in Nanaimo by merging the acquisitions of Hodgson Electric and Rathlef Electric in 1998. In 2000, Canem acquired Harbour Electric Ltd. to complete the transition of its Vancouver operations from union to non-union. This growth has continued and Management believes that Canem enjoys a reputation as one of the largest regional electrical subcontractors in western Canada.

In 1998, Seacliff acquired the remaining 60% of Dominion. At the time Dominion’s British Columbia operations were losing market share as the construction market was being increasingly serviced by Dominion’s open-shop competitors. In 1999, Seacliff made a strategic decision to acquire Fairmile Construction Group Ltd. (‘‘Fairmile’’), a company that had an open-shop labour arrangement. In 2002, Fairmile was merged with Dominion to form Dominion Fairmile Construction Group Ltd. This provided Dominion’s British Columbia operations with the potential for a competitive cost advantage not enjoyed by building trades unionized construction contractors.