DIY Legal

LAST WILL AND TESTAMENT OF PRIYA NAIR

THIS IS THE LAST WILL AND TESTAMENT of me, PRIYA NAIR, resident of the City of Oakville, in the Province of Ontario.

PRELIMINARY DECLARATIONS

Prior Wills and Codicils

1.I revoke all wills and codicils previously made by me.

Marital Status

2.At the date of this Will I am married to Arun Nair, of Oakville, Ontario.

Children

3.At the date of this Will I have the following children:

(a)Maya Nair, born March 2, 2014, of Oakville, Ontario.

(b)Dev Nair, born October 21, 2017, of Oakville, Ontario.

4.The terms "child" and "children" as used in this Will include any child of mine born or legally adopted after the date of this Will.

EXECUTORS AND TRUSTEES

Definition

5.The expressions "Executor", "Executors", "Estate Trustee", "Estate Trustees", "Trustee", "Trustees", "personal representative" and any variation of them used in this Will include the singular and the plural and any gender, as the context requires, and refer to the person or persons appointed under this Will to administer my estate, together with any alternate, substitute, successor or replacement appointed to act in that capacity.

Where this Will refers to a "minor Trustee", that term means the person appointed under this Will to hold, manage and administer any trust created for the benefit of a beneficiary under the age set out in this Will. The minor Trustee may be the same person as my Executor or a different person, as this Will provides.

Appointment

6.I appoint my husband, Arun Nair, of Oakville, Ontario, to be the Executor and Trustee of this Will.

7.If my husband dies before me, or is unwilling or unable to act or to continue to act, I appoint my brother, Sanjay Nair, of Toronto, Ontario, to be the Executor and Trustee of this Will in his place.

8.No bond or other security of any kind shall be required of any Executor appointed in this Will, in any jurisdiction.

Powers of my Executors

9.In addition to the powers given to trustees by law, my Executors shall have the following powers and authorities in dealing with the assets of my estate, each of which may be exercised in their absolute discretion and without the approval of any court:

(a)Debts and Expenses. To pay out of the residue of my estate my legally enforceable debts, my funeral and testamentary expenses, all income taxes and other levies (including estate administration tax and any estate, inheritance or succession duties) payable in connection with any property passing or deemed to pass on my death or any gift or benefit conferred by this Will, and the expenses of administering my estate. If any real property given under this Will is subject to a mortgage at my death, the person taking that property takes it subject to the mortgage and is not entitled to have it paid out of the residue of my estate.

(b)Investments. To keep the monies of my estate invested in such investments as my Executors consider advisable, acting honestly, in good faith and with the care, skill and diligence of a prudent investor, without being limited to investments authorized by law for trustees.

(c)Borrowing. To borrow money from any person or corporation, including an Executor or a beneficiary, for such purposes and on such terms as my Executors consider advisable, and as security to mortgage, pledge or otherwise encumber any property of my estate.

(d)Banking. To open, operate and close accounts with any bank, trust company, credit union or other financial institution, in Canada or elsewhere, and to sign all instruments required for that purpose.

(e)Sale and Retention of Assets. To sell or otherwise convert into money any asset of my estate at such time and on such terms as my Executors determine, or to postpone such conversion for as long as they decide, and to retain any asset in the form in which it existed at my death, whether or not it is an investment authorized by law for trustees, without liability for loss or depreciation.

(f)Real Property. To retain, exchange, insure, repair, improve, lease, partition, mortgage, sell, transfer, convey or otherwise deal with any real or leasehold property of my estate on such terms as my Executors consider advisable, and to manage such property and make such alterations and expenditures as they consider appropriate.

(g)Distribution in Kind. To divide, set aside or distribute any asset of my estate in kind, at the value my Executors fix, which valuation shall be final and binding on all persons concerned, and to require as a condition of a distribution in kind that the recipient pay to my estate the amount my Executors determine is needed to balance the shares of the beneficiaries.

(h)Tax Elections. To make any election, allocation, determination or designation under the Income Tax Act (Canada) or any other taxing statute that my Executors consider advisable.

(i)Payments for Minors. To make any payment or transfer to or for a beneficiary under the age of majority by paying or transferring it to that beneficiary, to a parent or guardian of that beneficiary, or to such other person as my Executors consider appropriate, whose receipt is a full discharge to my Executors.

(j)Claims and Debts. To pay or enforce payment of any claim or debt owing by or to my estate, and to settle, compromise, defer or waive any such claim or debt on such terms as my Executors consider to be in the best interests of my estate and its beneficiaries.

(k)Legal Proceedings. To commence, defend, settle, abandon or otherwise deal with any legal proceeding concerning my estate, and to take all steps to have my Will proved and my estate administered as quickly and simply as possible and as free as possible from court supervision, under the laws of the Province of Ontario.

(l)Purchase by an Executor. To permit any Executor to purchase any asset of my estate in his or her personal capacity, provided the price and terms are approved by all of my other Executors, if any, and by all of the adult beneficiaries of my estate who are legally capable, without the approval of any court, even if there are beneficiaries under the age of majority.

(m)Securities and Corporate Interests. To purchase, retain, convert and liquidate securities; to vote any shares and exercise any right or option attaching to them; and, in respect of any interest in a business or corporation, to take any action and exercise any right, power or privilege to the same extent as I could if I were alive and the sole owner, including to continue, incorporate, reorganize, dissolve, change or sell the business.

(n)Agents and Advisors. To retain such agents and advisors as my Executors consider advisable (including any lawyer, accountant, investment advisor, broker, auctioneer, surveyor, appraiser, insurance advisor or other professional) to assist in the administration of my estate and any trust, and to delegate to them administrative, but not decision-making, authority. My Executors shall not be liable for any loss occasioned by acting or not acting on advice so obtained in good faith, nor for the default of an agent or advisor appointed in good faith. The cost of such assistance shall be paid from my estate and not from the compensation to which my Executors may be entitled.

(o)Relief from Liability and Indemnity. No Executor or minor Trustee shall be liable for any loss, depreciation, claim, liability or damage arising in the administration of my estate or any trust created under this Will, unless it arises directly from that person's own dishonesty, bad faith, wilful misconduct or gross negligence. Every Executor and minor Trustee shall be indemnified and reimbursed out of my estate for all reasonable expenses, liabilities and costs properly incurred in that administration, except those resulting from that person's own dishonesty, bad faith, wilful misconduct or gross negligence.

(p)Compensation. To take from the income and capital of my estate, at reasonable intervals, amounts on account of the compensation my Executors reasonably anticipate will be allowed at the end of the accounting period in progress, on the passing of accounts or on the approval of the adult beneficiaries, any excess to be repaid to my estate without interest.

10.The powers given to my Executors by this Will are in addition to the powers given to them by law and by any other provision of this Will, and may be exercised as often as required.

Digital Assets

11.I give my Executors, to the fullest extent permitted by law and subject to the terms of service of any provider, full authority to access, handle, control, use, distribute, transfer, delete, recover, preserve or otherwise administer all of my digital assets and digital accounts, whether now existing or created in the future and whether stored on a device, on a network or remotely through any online, cloud-based or electronic service. "Digital assets" includes, without limitation:

(a)electronic devices and the data stored on them: computers, tablets, mobile phones, storage media and all files, documents, images and videos on them;

(b)online accounts and communications: email, messaging, social media, blogs and other content platforms, with their usernames, passwords and security credentials;

(c)financial and business accounts accessible electronically: banking, investment, insurance and retirement accounts, online payment accounts, websites, domain names, e-commerce and subscription services and client management systems;

(d)digital property: cryptocurrencies, tokens, non-fungible tokens and other blockchain-based or virtual assets, with their private keys, wallets and authentication data;

(e)subscription and service accounts, with authority to continue, modify, transfer or cancel them; and

(f)any other electronically stored data or online presence, including through technology that does not yet exist.

12.My Executors may reset, recover or create passwords and other credentials; bypass or reset encryption and security settings; engage information technology, forensic or security professionals; retrieve, copy, archive or delete data; close, transfer, sell or memorialize accounts; and deal with any service provider or custodian for these purposes. I authorize every provider and custodian, on proof of my death and of my Executors' authority, to disclose or provide access to my digital assets without liability.

13.My private digital communications are to be treated as confidential. My Executors shall protect my privacy and that of others and shall not disclose the contents of such communications except as the administration of my estate or the law requires. This clause is to be read broadly to give my Executors every right I would have if living.

DISPOSITION OF MY ESTATE

Survivorship

14.To receive any gift or benefit under this Will, a beneficiary must survive me by 30 days. A beneficiary who does not is deemed to have died before me for every purpose of this Will.

Debts, Expenses and Taxes

15.I direct my Executors to pay out of the residue of my estate my debts, funeral and testamentary expenses, income taxes and all other levies payable in connection with any property passing or deemed to pass on my death or any gift under this Will, and the expenses of administering my estate, as provided in the powers set out above.

Specific Gifts

16.I give the following gifts, free of all taxes and expenses, to the persons named, if they survive me as provided above:

(a)to Maya Nair, my daughter: my grandmother's gold bangles. If Maya Nair dies before me leaving children who survive me, those children take this gift in equal shares.

17.If a gift is of an item of property that I no longer own at my death, the gift fails and the person named takes nothing in its place, unless this Will provides otherwise.

18.I give the following gifts to charity, to be paid in priority to the gifts to individuals if my estate is insufficient for both, and the receipt of a person purporting to be the treasurer or other proper officer of the charity is a full discharge to my Executors:

(a)to SickKids Foundation: $2,000.

19.If a charity named above has ceased to exist, amalgamated or changed its name at my death, my Executors shall pay the gift to the successor organization or, if there is none, to a registered charity with similar objects, as they determine.

Residue of my Estate

20.I give the residue of my estate, being all property of every kind, wherever situated, that I own or have an interest in at my death and that is not otherwise disposed of by this Will (including, without limitation, real property, bank accounts, investments, shares, business interests and vehicles, in Canada or elsewhere), to my Executors on the following trusts:

(a)to pay or transfer the residue of my estate to my spouse, Arun Nair, if they survives me by 30 days, for their own use absolutely; and

(b)if my spouse does not so survive me, to divide the residue of my estate in equal shares among my children who survive me, for their own use absolutely.

21.If any child of mine, or any other person entitled to a share of the residue of my estate, dies before me or before becoming entitled in possession to that share, leaving a child or children who survive me, that child or those children shall take, in equal shares per stirpes, the share their parent would have taken if living.

22.If, in any event, no person is entitled under the foregoing provisions to any part of the residue of my estate, I give that part to the persons who would be entitled to it under Part II of the Succession Law Reform Act (Ontario) as if I had died intestate on the date of my death, in the shares there provided.

TRUSTS FOR YOUNG BENEFICIARIES

23.At the date of this Will the following persons who may benefit under it are under the age of majority: Maya Nair and Dev Nair.

24.If any person becomes entitled to a share of my estate under this Will before attaining the age of 21 years (a "young beneficiary"), that share shall not vest indefeasibly in that person but shall be held by my Executors, as minor Trustee, in a separate trust on the following terms:

(a)the minor Trustee shall keep the share invested and may pay or apply the whole or any part of the income and capital of the share for the support, health, maintenance, education, advancement or benefit of the young beneficiary, as the minor Trustee considers advisable, adding any income not so applied to the capital;

(b)when the young beneficiary attains the age of 21 years, the minor Trustee shall pay or transfer the share then remaining to him or her absolutely;

(c)a payment to a parent or guardian of a young beneficiary, or to the young beneficiary directly once of the age of majority, is a full discharge to the minor Trustee;

(d)if the young beneficiary dies before receiving the whole of the share, the remainder shall be paid to the young beneficiary's children who survive him or her, in equal shares, and failing any such children shall be added to the residue of my estate and dealt with as part of it; and

(e)the minor Trustee may invest the trust funds in any kind of property or investment, acting with the care, skill, prudence and diligence of a prudent investor, and no bond or other security shall be required of the minor Trustee.

25.A trust under this Part ends when the young beneficiary attains the age for final distribution, dies, or the trust property is exhausted.

GUARDIAN OF MY MINOR CHILDREN

26.If my spouse, Arun Nair, does not survive me or is unable or unwilling to act, I appoint my brother, Sanjay Nair, of Toronto, Ontario, to be the guardian of the person of each child of mine who is under the age of eighteen years at my death, and to have decision-making responsibility for that child.

27.If the guardian named above is unable or unwilling to act, I appoint my sister, Leela Menon, of Mississauga, Ontario in that person's place.

28.This appointment is made under section 61 of the Children's Law Reform Act (Ontario) and is effective for ninety days after my death, within which time the guardian shall apply to the court for permanent custody and guardianship if required. It is my wish that the guardian be appointed permanently. The guardian shall be entitled to be reimbursed from the share of each child for the reasonable costs of that child's care and upbringing, and my Executors may make such payments to the guardian without requiring an accounting.

GENERAL PROVISIONS

Persons Omitted

29.If I have not provided in this Will for one or more of my relatives or for any other person, or have provided for them in a different proportion than for others, the omission or difference is intentional.

Exclusion from Net Family Property

30.Every gift under this Will to a beneficiary, all property into which it can be traced and all income from it, including income on income, shall be excluded from the beneficiary's net family property for the purposes of the Family Law Act (Ontario) or any similar legislation of any other jurisdiction, and shall not form part of any community of property or be subject to division or sharing with the beneficiary's spouse on the breakdown of their relationship or death, unless the beneficiary chooses otherwise in writing after receiving the gift.

Insufficient Estate

31.If my estate is insufficient to pay all of the gifts under this Will in full, my Executors shall reduce the gifts to individuals rateably, after paying the debts, expenses and taxes of my estate.

Challenges to this Will

32.If any beneficiary, directly or indirectly, commences or joins in any proceeding to contest the validity of this Will or any of its provisions, other than a proceeding brought in good faith to interpret this Will or to pass accounts, that beneficiary shall forfeit every gift and benefit under this Will and shall be deemed to have died before me without issue, to the extent the law permits.

Interpretation

33.In this Will the singular includes the plural and the masculine, feminine and neutral genders include one another, as the context requires. Headings are for convenience only. If any provision of this Will is held to be invalid, the remaining provisions shall continue in full force and effect. This Will shall be governed by and construed in accordance with the laws of the Province of Ontario.

[END OF WILL - SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF I have signed my name to this my Last Will and Testament, written on this and the preceding pages, at the Oakville, in the Province of Ontario, this ________ day of ____________________, 20____.

SIGNED AND DECLARED by the above-named Testator, PRIYA NAIR, as and for her Last Will and Testament, in the presence of us, both present at the same time, who at her request, in her presence and in the presence of each other have signed our names below as witnesses.

FORM 74D · Courts of Justice Act

ONTARIO

SUPERIOR COURT OF JUSTICE

In the matter of the execution of a Will of PRIYA NAIR

AFFIDAVIT OF EXECUTION OF WILL OR CODICIL

I, ______________________, of the ______________________, in the Province of Ontario, make oath and say / affirm:

1.On ______________________, I was present in person and saw the document marked as Exhibit "A" to this affidavit executed by Priya Nair.

2.Priya Nair executed the document in my presence and in the presence of ______________________, of the ______________________.

3.______________________ and I were both physically present at the same time and signed the document in the testator's presence as attesting witnesses.

Sworn or affirmed before me, in person, by ______________________ at the Oakville, in the Province of Ontario, on ______________________, 20____.

WARNING: A beneficiary or the married spouse of a beneficiary should not be a witness to the execution of the Will or codicil.

RCP-E 74D (February 1, 2022)