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1 Content Copy Of Original Ministry of the Environment and Climate Change Ministère de l Environnement et de l Action en matière de changement climatique ArcelorMittal Dofasco Inc Burlington Street East Hamilton, Ontario L8N 3J5 Site Location: Dofasco Bayfront Facility 1330 Burlington Street East City of Hamilton ENVIRONMENTAL COMPLIANCE APPROVAL NUMBER ZLK8A Issue Date: October 5, 2015 You have applied under section 20.2 of Part II.1 of the Environmental Protection Act, R.S.O. 1990, c. E. 19 (Environmental Protection Act) for approval of: the establishment of sewage Works for collection, transmission and disposal of a maximum daily average flow of 84,491 m3/day of once-through non-contact cooling water for the Steam Turbine Generator #2 (Turbo Gen #2) capable of producing a nominal 12 MW of electricity utilizing steam generated from the combustion of blast furnace gas, sourced from the Hamilton Harbour and supplied via the existing bay water distribution system, discharging via an existing storm sewer system, the existing Municipal/Industrial Strategy for Abatement (MISA) 1200 outfall located near the north-east corner of the site located at 1330 Burlington Street East, in the City of Hamilton, and the Kenilworth boat slip to the Hamilton Harbour, consisting of the following: one (1) shell and tube heat exchanger located in No. 2 Boiler House, sized to condense 68, kg/hr of steam at 6.76 kpa (abs), consisting of 304 Stainless Steel tubes and carbon steel shell and tube sheet; two (2) generator aluminium brass fin tubed air coolers located in No. 2 Boiler House; two (2) lube oil system coolers (one duty, one standby) providing non-contact cooling for the lubrication oil system, located in No. 2 Boiler House, consisting of 18Cr-8Ni Stainless Steel tubes and tube sheets and carbon steel shell; once-through non-contact cooling water return piping located with No. 2 Boiler House discharging via the existing 1,372 mm diameter storm sewer system, the existing Municipal/Industrial Strategy for Abatement (MISA) 1200 outfall and the Kenilworth boat slip to the Hamilton Harbour; including all other controls, electrical equipment, instrumentation, piping, and appurtenances essential for the proper operation of the aforementioned sewage Works.

2 all in accordance with the supporting documents listed in Schedule 'A'. For the purpose of this environmental compliance approval, the following definitions apply: 1. "Approval" means this entire approval document and any schedules attached to it, and the application. 2. "Director" means a person appointed by the Minister pursuant to section 5 of the EPA for the purposes of Part II.1 of the EPA; 3. "District Manager" means the District Manager of the Hamilton District Office of the Ministry; 4. "EPA" means the Environmental Protection Act, R.S.O. 1990, c.e.19, as amended; 5. "Ministry" means the ministry of the government of Ontario responsible for the EPA and OWRA and includes all officials, employees or other persons acting on its behalf. 6. "Once-through non-contact cooling water" means water used to reduce temperature which does not come in direct contact with any raw material, intermediate product, a waste product or finished product, with no chemical addition at any time; 7. "Owner" means ArcelorMittal Dofasco Inc. and includes its successors and assignees; 8. "Works" means the sewage works described in the Owner's application and in this Approval. You are hereby notified that this environmental compliance approval is issued to you subject to the terms and conditions outlined below: TERMS AND CONDITIONS 1. GENERAL PROVISIONS 1.1 The Owner shall ensure that any person authorized to carry out work on or operate any aspect of the Works is notified of this Approval and the conditions herein and shall take all reasonable measures to ensure any such person complies with the same. 1.2 Except as otherwise provided by these conditions, the Owner shall design, build, install, operate and maintain the Works in accordance with the description given in this Approval, and the application for approval of the Works. 1.3 Where there is a conflict between a provision of any submitted document referred to in this Approval and the conditions of this Approval, the conditions in this Approval shall take precedence, and where there is a conflict between the listed submitted documents in the schedule, the document bearing the most recent date shall prevail. 1.4 Where there is a conflict between the documents listed in the Schedule and the application, the application shall take precedence unless it is clear that the purpose of the document was to amend the application. 1.5 The conditions of this Approval are severable. If any condition of this Approval, or the application of any condition of this Approval to any circumstance, is held invalid or unenforceable, the application of such condition to other circumstances and the remainder of this Approval shall not be affected

3 thereby. 2. EXPIRY OF APPROVAL The approval issued by this Approval will cease to apply to those parts of the Works which have not been constructed within five (5) years of the date of this Approval. 3. CHANGE OF OWNER 3.1 The Owner shall notify the District Manager and the Director, in writing, of any of the following changes within thirty (30) days of the change occurring: (a) change of Owner; (b) change of address of the Owner; (c) change of partners where the Owner is or at any time becomes a partnership, and a copy of the most recent declaration filed under the Business Names Act, R.S.O. 1990, c.b17 shall be included in the notification to the District Manager; (d) change of name of the corporation where the Owner is or at any time becomes a corporation, and a copy of the most current information filed under the Corporations Information Act, R.S.O. 1990, c. C39 shall be included in the notification to the District Manager. 3.2 In the event of any change in ownership of the Works, other than a change to a successor municipality, the Owner shall notify in writing the succeeding owner of the existence of this Approval, and a copy of such notice shall be forwarded to the District Manager and the Director. 4. CHANGES IN PROCESSES OR PROCESS MATERIALS The Owner shall give written notice to the District Manager of any plans to change the processes or process materials in the Owner's enterprise serviced by the Works where the change may not significantly alter the quantity or quality of the influent to or effluent from the Works, and no such change(s) shall be made unless with the written concurrence or approval of the District Manager. 5. EFFLUENT OBJECTIVES 5.1 The Owner shall operate the Works with the objectives such that the parameters named below are not exceeded at the designated locations of the Works. Table 1 - Effluent Objectives Effluent Parameter Location(s) Objective Column 1 Column 2 Column 3 Maximum Effluent MISA C Temperature Temperature Change (Delta T) between MISA 1200 and Hamilton Harbour Cooling Water Intake <10 0 C Total Oil and Grease MISA mg/l ph of the effluent at MISA 1200 maintained between 6.0 to 9.5, inclusive, at all times 5.2 In the event of three (3) consecutive exceedences of the total Oil and Grease parameter set out

4 in Table 1, the Owner shall: (a) report to the District Manager or designate, the exceedence orally, as soon as reasonably possible, and in writing within seven (7) days of the original notification; (b) take immediate action to identify the source of contamination, and (c) take immediate action to prevent further exceedance. 5.3 The Owner shall design, construct and operate the Works with the objective that the effluent from the Works is essentially free of floating and settleable solids and does not contain oil or any other substance in amounts sufficient to create a visible film, sheen, foam or discolouration on the receiving waters. 5.4 The Owner shall include in all reports submitted in accordance with Condition 9 a summary of the efforts made and results achieved under this Condition. 6. EFFLUENT LIMITS 6.1 The Owner shall design, construct and operate the Works such that the parameters named below are not exceeded at the designated locations of the Works. Table 2 - Effluent Limits Effluent Parameter Location(s) Limit Column 1 Column 2 Column 3 Maximum Effluent Temperature (until amended in MISA C accordance with Note 1) Temperature Change (Delta T) between MISA 1200 and Hamilton Harbour Cooling Water Intake 10 0 C Total Oil and Grease MISA mg\l ph of the effluent at MISA 1200 maintained between 6.0 to 9.5, inclusive, at all times Note 1: Before August 31, 2020 the Owner shall submit to the Director a study on the thermal plume discharge assessment to the receiving surface waterbodies, and an application for the amendment of this Approval. 6.2 For the purposes of determining compliance with and enforcing subsection (1), a non-compliance with respect to Maximum Effluent Temperature is deemed to have occurred when the arithmetic mean temperature of the on-line temperature measurements taken in a 24-hour period at the designated effluent discharge location is greater than the corresponding maximum temperature set out in Column 3 of subsection (1). 6.3 For the purposes of determining compliance with and enforcing subsection (1), a non-compliance with respect to Maximum Temperature Change (Delta T) is deemed to have occurred when the difference between the arithmetic mean temperature of the on-line temperature measurements taken in a 24-hour period at a designated monitoring locations at MISA 1200 and the Hamilton Harbour Cooling Water Intake is greater than the corresponding maximum temperature change set out in Column 3 of subsection (1).

5 6.4 For the purposes of determining compliance with and enforcing subsection (1), a non-compliance with respect to Total Oil and Grease is deemed to have occurred when the arithmetic mean of analytical results of monthly average sample is greater than the corresponding Total Oil and Grease concentration set out in Column 3 of subsection (1). 6.5 The ph of the final effluent from the Works shall be maintained between 6.0 and 9.5 at all times. Non-compliance with respect to ph is deemed to have occurred when any single measurement is outside of the range indicated. 6.6 The effluent limits outlined under subsection (1) shall come into effect upon the commencement of operation of the approved Works. 6.7 The Owner shall report to the District Manager or designate, any exceedence of any parameter specified in Condition 6 orally, as soon as reasonably possible, and in writing within seven (7) days of the original notification. 7. OPERATION AND MAINTENANCE 7.1 The Owner shall prepare an operations manual within six (6) months of the commencement of operation of the Works, that includes, but not necessarily limited to, the following information: (a) operating procedures for routine operation of the Works; (b) inspection programs, including frequency of inspection, for the Works and the methods or tests employed to detect when maintenance is necessary; (c) repair and maintenance programs, including the frequency of repair and maintenance for the Works; (d) contingency plans and procedures for dealing with potential spill, bypasses and any other abnormal situations and for notifying the District Manager; (e) procedures for monitoring the inventory of oil systems pertaining to the sewage Works; and (f) complaint procedures for receiving and responding to public complaints. 7.2 The Owner shall maintain the operations manual up to date through revisions undertaken from time to time and retain a copy at the location of the Works. Upon request, the Owner shall make the manual available for inspection and copying by Ministry personnel. 7.3 The Owner shall exercise due diligence in ensuring that, at all times, the Works and the related equipment and appurtenances used to achieve compliance with this Approval are properly operated and maintained. Proper operation and maintenance shall include effective performance, adequate funding, adequate operator staffing and training, including training in all procedures and other requirements of this Approval and the Act and regulations, adequate laboratory facilities, process controls and alarms and the use of process chemicals and other substances used in the Works. 7.4 The Owner shall ensure that the monitoring and maintenance schedules provided by the equipment manufactures are complied with. 7.5 The owner shall ensure that continuous monitoring of the oil systems pertaining to the sewage Works are installed and operating, such that alarms and procedures are in place to ensure immediate response is implemented at the occurrence of such an alarm to prevent and/or minimize any spill or loss of any product, by product, intermediate product, oils, solvents, waste material or any other

6 polluting substance into the environment. 7.6 The Owner shall use best effort to identify and clean-up any spill or loss of any product, by product, intermediate product, oils, solvents, waste material or any other polluting substance into the environment, from the herein approved Works. 7.7 The Owner shall, upon identification of any spill or loss of any product, by product, intermediate product, oils, solvents, waste material or any other polluting substance into the environment, from the herein approved Works, take appropriate action to prevent the further occurrence of such loss. 7.8 In furtherance of, but without limiting the generality of, the obligation imposed by Subsection (3), the Owner shall ensure that equipment and material for the containment, clean-up and disposal of process materials are kept on hand and in good repair for immediate use in the event of a spill within the meaning of Part X of the EPA. 7.9 The Owner shall use all reasonable efforts to determine any unusual oil losses in the systems The Owner shall maintain records of the results of inspections and maintenance operations undertaken, and shall keep the records at the location of the Works for inspection by the Ministry. The records shall include the following: (a) the date and results of each inspection and maintenance operations; (b) a description of any operating problems encountered and corrective actions taken; (c) undertaken sampling and recording as required by this Approval; (d) the quantity of any oil loss and replacement; (e) results of the regular monitoring and inventory of the oil systems pertaining to the sewage Works, including follow-up actions/remedial measures undertaken when required; and (f) in the event of a spill from the herein approved Works, the date of the spill, including follow-up actions/remedial measures undertaken. 8. EFFLUENT MONITORING AND RECORDING The Owner shall, upon commencement of operation of the Works, carry out the following monitoring program: 8.1 All samples and measurements taken for the purposes of this Approval are to be taken at a time and in a location characteristic of the quality and quantity of the effluent stream over the time period being monitored. 8.2 Samples shall be collected and analyzed at the following sampling points, at the sampling frequencies, and using the sample type specified for each parameter listed: Table 2 - Intake and Effluent Monitoring Parameter Sampling Location Frequency Sample Type ph MISA 1200 Weekly Grab Temperature MISA 1200 Daily On-line

7 Temperature Turbo Gen #2 Cooling Systems Effluent Outlet Temperature Hamilton Harbour Cooling Water Total Oil and Grease Daily Daily On-line On-line Intake MISA 1200 Weekly Grab 8.3 The methods and protocols for sampling, analysis, toxicity testing, and recording shall conform, in order of precedence, to the methods and protocols specified in the following: (a) the Ministry's publication "Protocol for the Sampling and Analysis of Industrial/Municipal Wastewater" (August 1994), ISBN , as amended from time to time by more recently published editions; and (b) the publication "Standard Methods for the Examination of Water and Wastewater" (21st edition) as amended from time to time by more recently published editions. 8.4 A continuous flow measuring device(s) shall be installed and maintained to measure the flow rate of the effluent from the Works, with an accuracy to within plus or minus fifteen (15) per cent of the actual flow rate for the entire design range of the flow measuring device and the Owner shall measure, record and calculate the flow rate for each effluent stream on each day of sampling. The Owner will ensure appropriate maintenance and calibration procedures based on manufactures requirements or accepted equipment practices are performed to ensure the flow measurement device(s) meets the stated accuracy. 8.5 A continuous temperature measuring device(s) shall be installed and maintained to measure the temperatures of effluent from the Works and cooling water intake at the designated monitoring locations, and the Owner shall measure, record and calculate the 24 hour arithmetic mean temperatures for each stream being monitored. 8.6 The Owner shall measure and record any oil loss and replacement from the system. If the measured oil loss is greater than the manufacturers' normal operation guidelines, then the Owner shall ensure that immediate appropriate action is taken to determine where the oil loss is discharging to and take corrective actions to ensure that the oil loss in not released into the once-through non-contact cooling water and discharged to the natural environment. 8.7 The Owner shall retain for a minimum of three (3) years from the date of their creation, all records and information related to or resulting from the monitoring activities required by this Approval. 9. REPORTING 9.1 One week prior to the start up of the operation of the Works, the Owner shall notify the District Manager in writing of the pending start up date. 9.2 The Owner shall report to the District Manager or designate, three (3) consecutive exceedences of the total Oil and Grease parameter specified in Condition 5 orally, as soon as reasonably possible, and in writing within seven (7) days of the original notification; 9.3 The Owner shall report to the District Manager or designate, any exceedence of any parameter specified in Condition 6 orally, as soon as reasonably possible, and in writing within seven (7) days of the original notification.

8 9.4 The Owner shall immediately notify the Ministry's Spills Action Centre and the District Manager of any Works failure or potential Works failure, including any spill as defined in Ontario Regulation 675/ In addition to the obligations under Part X of the EPA, the Owner shall sample and analyze for all parameters of concern any spill as defined in Ontario Regulation 675/98, bypass or loss of any product, by product, intermediate product, oils, solvents, waste material or any other polluting substance into the environment, from the herein approved Works and report the results to the District Manager orally, as soon as reasonably possible, and submit a full written report of the occurrence to the District Manager as soon as reasonably possible describing the cause and discovery of the spill, bypass or loss, clean-up and recovery measures taken, preventive measures to be taken and their implementation schedule. 9.6 The Owner shall prepare and submit a performance report to the District Manager on an annual basis within ninety (90) days following the end of the period being reported upon. The first such report shall cover the first annual period following the commencement of operation of the Works and subsequent reports shall be submitted to cover successive annual periods following thereafter. The reports shall contain, but shall not be limited to, the following information: (a) a summary and interpretation of all monitoring data and a comparison to the effluent limits outlined in Condition 6, including an overview of the success and adequacy of the Works; (b) a description of any operating problems encountered and corrective actions taken; (c) a summary of all maintenance carried out on any major structure, equipment, apparatus, mechanism or thing forming part of the Works; (d) results of regular monitoring and inventory of the oil systems pertaining to the sewage Works, including follow-up actions/remedial measures undertaken when required; and (e) a summary of any effluent quality assurance or control measures undertaken in the reporting period; and (f) a summary of the calibration and maintenance carried out on all effluent monitoring equipment. The reasons for the imposition of these terms and conditions are as follows: 1. Condition 1 is imposed to ensure that the Works are built and operated in the manner in which they were described for review and upon which Approval was granted. This condition is also included to emphasize the precedence of Conditions in the Approval and the practice that the Approval is based on the most current document, if several conflicting documents are submitted for review. 2. Condition 2 is included to ensure that the Works are constructed in a timely manner so that standards applicable at the time of Approval of the Works are still applicable at the time of construction, to ensure the ongoing protection of the environment. 3. Condition 3 is included to ensure that the Ministry records are kept accurate and current with respect to approved Works and to ensure that subsequent owners of the Works are made aware of the Approval and continue to operate the Works in compliance with it. 4. Condition 4 is included to ensure that the Works is operated in accordance with the information submitted by the Owner relating to the process and materials which are served by the Works, and to ensure that any contemplated changes in them which could potentially affect the characteristics of

9 effluent from the Works will be properly reviewed and approved. 5. Condition 5 is imposed to establish non-enforceable effluent quality objectives which the Owner is obligated to use best efforts to strive towards on an ongoing basis. These objectives are to be used as a mechanism to trigger corrective action proactively and voluntarily before environmental impairment occurs. 6. Condition 6 is imposed to ensure that the effluent discharged from the Works to Hamilton Harbour meets the Ministry's effluent quality requirements thus minimizing environmental impact on the receiver. 7. Condition 7 is included to ensure that a comprehensive operations manual governing all significant areas of operation, maintenance and repair is prepared, implemented and kept up-to-date by the Owner and made available to the Ministry. Such a manual is an integral part of the operation of the Works. Its compilation and use should assist the Owner in staff training, in proper plant operation and in identifying and planning for contingencies during possible abnormal conditions. The manual will also act as a benchmark for Ministry staff when reviewing the Owner's operation of the Work. Furthermore, Condition 7 is included to require that the Works be properly operated, maintained, funded, staffed and equipped such that the environment is protected and deterioration, loss, injury or damage to any person or property is prevented. 8. Condition 8 is included to require the Owner to demonstrate on a continual basis that the quality and quantity of the effluent from the approved Works is consistent with the effluent limits specified in the Approval and that the approved Works does not cause any impairment to the receiving watercourse. 9. Condition 9 is included to provide a performance record for future references and to ensure that the Ministry is made aware of problems as they arise, so that the Ministry can work with the Owner in resolving the problems in a timely manner. Schedule 'A' forms part of this Approval and contains a list of supporting documentation/information received, reviewed and relied upon in the issuance of this Approval. SCHEDULE 'A' 1. Application for Environmental Compliance Approval dated September 9, 2014, and received by the Ministry on September 11, 2014, signed Graham Reid, VP Technology, ArcelorMittal Dofasco Inc. 2. Environmental Compliance Approval Application Package titled "Turbo Generator 2 Non-Contact Cooling Water System ArcelorMittal Dofasco Inc., Hamilton, Ontario, dated August, 2014 and prepared by ArcelorMittal Dofasco Inc., including the design report, engineering drawings and specification prepared by ArcelorMittal Dofasco Inc.

10 In accordance with Section 139 of the Environmental Protection Act, you may by written Notice served upon me, the Environmental Review Tribunal and in accordance with Section 47 of the Environmental Bill of Rights, 1993, S.O. 1993, c. 28 (Environmental Bill of Rights), the Environmental Commissioner, within 15 days after receipt of this Notice, require a hearing by the Tribunal. The Environmental Commissioner will place notice of your appeal on the Environmental Registry. Section 142 of the Environmental Protection Act provides that the Notice requiring the hearing shall state: 1. The portions of the environmental compliance approval or each term or condition in the environmental compliance approval in respect of which the hearing is required, and; 2. The grounds on which you intend to rely at the hearing in relation to each portion appealed. The Notice should also include: 3. The name of the appellant; 4. The address of the appellant; 5. The environmental compliance approval number; 6. The date of the environmental compliance approval; 7. The name of the Director, and; 8. The municipality or municipalities within which the project is to be engaged in. And the Notice should be signed and dated by the appellant. This Notice must be served upon: The Secretary* Environmental Review Tribunal 655 Bay Street, Suite 1500 Toronto, Ontario M5G 1E5 AND The Environmental Commissioner 1075 Bay Street, Suite 605 Toronto, Ontario M5S 2B1 The Director appointed for the purposes of Part II.1 of the Environmental Protection Act Ministry of the Environment and ANDClimate Change 135 St. Clair Avenue West, 1st Floor Toronto, Ontario M4V 1P5 * Further information on the Environmental Review Tribunal s requirements for an appeal can be obtained directly from the Tribunal at: Tel: (416) , Fax: (416) or This instrument is subject to Section 38 of the Environmental Bill of Rights, 1993, that allows residents of Ontario to seek leave to appeal the decision on this instrument. Residents of Ontario may seek leave to appeal within 15 days from the date this decision is placed on the Environmental Registry. By accessing the Environmental Registry at you can determine when the leave to appeal period ends. The above noted activity is approved under s.20.3 of Part II.1 of the Environmental Protection Act. DATED AT TORONTO this 5th day of October, 2015 Fariha Pannu, P.Eng. Director appointed for the purposes of Part II.1 of the Environmental Protection Act KC/

11 c: District Manager, MOECC Hamilton District Office Conrad D'Costa, ArcelorMittal Dofasco Inc.