EX-99.5 3 tm2515314d1_ex99-5.htm EXHIBIT 99.5

 

Exhibit 99.5

 

[■], 2025

 

Brookfield Corporation
Suite 100, Brookfield Place
181 Bay Street, Box 762
Toronto, Ontario
M5J 2T3

 

RE:Exercise of voting rights attached to class A limited voting shares of Brookfield Asset Management Ltd. (“BAM Shares”)

 

Subsidiaries of Brookfield Wealth Solutions Ltd. (“BNT”) (collectively, “BNT Subsidiaries”) currently hold, and may from time to time acquire and hold certain BAM Shares.

 

BNT and Brookfield Corporation hereby agree that all decisions to be made by any BNT Subsidiaries with respect to the voting of any BAM Shares held by BNT Subsidiaries, whether at a meeting of securityholders, by way of written consent or otherwise, shall be made jointly by mutual agreement of the applicable BNT Subsidiary and Brookfield Corporation. BNT shall cause all BNT Subsidiaries to comply with the foregoing covenant.

 

This letter agreement and all obligations hereunder may be terminated by BNT or Brookfield Corporation at any time upon delivery of notice in writing to the other party, including in the case of BNT, in the event any BNT Subsidiary determines that the obligations hereunder are no longer in its best interests or the interests of its policyholders.

 

This letter agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein. This letter agreement may be amended or modified only by an instrument in writing executed by BNT and Brookfield Corporation.

 

Please confirm your agreement with the foregoing by executing in the space indicated below.

 

[Signature Page Follows]

 

 

 

 

BROOKFIELD WEALTH SOLUTIONS LTD.  
   
By:    
  Name:  
  Title:  

 

Accepted and agreed as of the date first written above:

 

BROOKFIELD CORPORATION  
   
By:    
  Name:
  Title:  

 

[Signature Page – BN-BNT Letter Agreement re: Voting Rights of BAM Shares]