LOGO

IESI-BFC LTD.

ANNUAL INFORMATION FORM
FOR THE YEAR ENDED DECEMBER 31, 2010

March 31, 2011

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TABLE OF CONTENTS

FORWARD-LOOKING STATEMENTS


1FINANCIAL DISCLOSURE


2THE CORPORATION


2BIN'S INDUSTRY


5BUSINESS OF THE BIN GROUP


7RISK FACTORS


16DIVIDENDS AND CAPITAL STRUCTURE


28MANAGEMENT


32MARKET FOR SECURITIES


37MATERIAL CONTRACTS


37AUDIT COMMITTEE INFORMATION


38INTERESTS OF EXPERTS


39ADDITIONAL INFORMATION


39SCHEDULE A  AUDIT COMMITTEE CHARTER


iSCHEDULE B  CREDIT RATINGS


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IESI-BFC LTD.  ANNUAL INFORMATION FORM  FOR THE YEAR ENDED DECEMBER 31, 2010  DATED MARCH 31, 2011

The information in this annual information form is given as of March 31, 2011 unless otherwise indicated.

All
dollar amounts in this annual information form are stated in U.S. dollars unless otherwise indicated. References in this annual information form to tonnes are to metric tonnes
and references to U.S. tons are to imperial tons. One tonne is equal to 1.1023 U.S. tons. This annual information form contains capitalized technical and other terms that are
specific to the operations of IESI-BFC Ltd. ("BIN" or the "Corporation") and its subsidiaries and the non-hazardous solid waste management industry.

FORWARD-LOOKING STATEMENTS

This annual information form contains forward-looking statements and forward-looking information. Forward-looking statements are not
based on historical facts but instead reflect our expectations, estimates or projections concerning future results or events. These statements generally can be identified by the use of forward-looking
words or phrases such as "believe", "expect", "anticipate", "may", "could", "intend", "estimate", "plan", "will", "should" or other similar words or phrases. These statements are not guarantees of
performance and are inherently subject to known and unknown risks, uncertainties and
assumptions that are difficult to predict and could cause our actual results, performance or achievements to differ materially from those expressed or implied by those statements. We cannot assure you
that any of our expectations, estimates or projections will be achieved.

Numerous
factors could cause our actual results, performance or achievements to differ materially from those expressed in or implied by forward-looking statements, including, without
limitation, the following:



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These
factors are outlined in greater detail in this annual information form.

The
list of factors above is illustrative, and by no means exhaustive. All forward-looking statements should be evaluated with the understanding of their inherent uncertainty. All
forward-looking statements in this annual information form are qualified by these cautionary statements. The forward looking statements in this annual information form are made as of the date of this
annual information form and we disclaim any obligation to publicly update any forward-looking statement to reflect subsequent events or circumstances, except as required by law.

FINANCIAL DISCLOSURE

Please refer to the management's discussion and analysis of the financial condition and results of operations of the Corporation for
the year ended December 31, 2010 for a detailed description of Adjusted EBITDA and other financial measures used by the Corporation.

THE CORPORATION

BIN was originally incorporated on May 20, 2009. On May 27, 2009, BFI Canada Ltd. amalgamated with BIN and the
amalgamated company continued under the name IESI-BFC Ltd.

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BIN
is the successor to BFI Canada Income Fund (the "Fund"), following the completion of the conversion of the Fund to a corporate structure by way of a court-approved plan of
arrangement under theBusiness Corporations Act(Ontario) (the "OBCA") on October 1, 2008 (the "Conversion"). The Fund was a
limited purpose trust established under the laws of the Province of Ontario by a declaration of trust dated February 8, 2002. In connection with the Conversion, securityholders of the Fund
received common shares of BFI Canada Ltd. in exchange for ordinary trust units ("Units") of the Fund, and 11,137,744 special voting shares ("Special Shares") were issued to IESI
Corporation ("IESI"), the former holder of the Fund's Class A Unit that carried indirect voting rights for the former equity investors in IESI (the "Retained Interest Holders"). As a
result of the Conversion, BIN owns, directly or indirectly, all of the existing assets and liabilities of the Fund. The Fund was wound up on June 30, 2009.

The
head and registered office of BIN is located at 400 Applewood Crescent, 2nd Floor, Vaughan, Ontario L4K 0C3 (telephone number
(905) 532-7510) and 79 Wellington Street West, Suite 3000, Toronto, Ontario M5K 1N2, respectively. The following diagram sets forth BIN's organizational
structure following the acquisition of Waste Services Inc ("WSI") in the third quarter of 2010. For simplification, this diagram omits certain wholly-owned holding or operating companies.

LOGO

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3

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Existing Structure of the Canadian and U.S. Operating Companies

Canadian Operating Companies

IESI-BFC Holdings Inc. is a holding company and direct subsidiary of BIN that wholly owns BFI Canada Inc.,
which in turn wholly owns several Canadian operating subsidiaries including BFI Usine de Triage Lachenaie Ltd. ("BFI Usine") and Entreprise Sanitaire F.A.
Ltée ("F.A.").

BFI
Canada Inc. owns all of the outstanding securities of Ridge (Chatham) Holdings, L.P. and Ridge (Chatham) Holdings G.P. Inc., the owner and operator of the
Ridge landfill, located near Chatham, Ontario.

In
this annual information form, "Ridge" refers to Ridge (Chatham) Holdings, L.P. and Ridge (Chatham) Holdings G.P. Inc., "BFI Canada" refers to BFI
Canada Inc. and its direct and indirect subsidiaries representing, collectively, the Canadian operating companies, "IESI" refers to IESI Corporation and its direct and indirect subsidiaries
representing, collectively, the U.S. operating companies, "BIN Group" refers to IESI-BFC Holdings Inc. and its Canadian and U.S. subsidiaries including BFI Canada,
IESI and Waste Services Inc., respectively.

U.S. Operating Companies

IESI, which is wholly owned by IESI-BFC Holdings Inc., is a holding company that owns Total Waste
Systems, Inc. an Oklahoma Corporation, IESI MO Corporation, a
Missouri corporation, IESI AR Corporation, an Arkansas Corporation, IESI TX Corporation, a Texas corporation, IESI MD Corporation, a Maryland corporation, and the following subsidiaries incorporated
under the laws of Delaware: IESI LA Corporation, IESI NJ Corporation, IESI NY Corporation, IESI PA Corporation, Winters Bros. Waste Systems, Inc. and Waste Services, Inc. (collectively
the "IESI Operating Companies"). All of the IESI Operating Companies, except Total Waste Systems, Inc., in turn wholly own certain U.S. operating subsidiaries as follows: (i) IESI
TX Corporation owns the following two Delaware corporations, IESI TX GP Corporation and IESI DE LP Corporation, and IESI DE LP Corporation is the sole limited partner of IESI TX
Landfill, LP, a Texas limited partnership and Frontage Services, Inc., and Randall S. Platt, Inc., both Texas Corporations; (ii) IESI NY Corporation owns Seneca
Meadows, Inc., incorporated in New York; (iii) IESI PA Corporation owns IESI PA Bethlehem Landfill Corporation, incorporated in Delaware and IESI Blue Ridge Landfill Corporation,
incorporated in Pennsylvania; (iv) IESI MO Corporation owns IESI MO Landfill Corporation, a Missouri corporation, IESI MO Champ Landfill, LLC, F.W. Disposal, LLC and FW Disposal
South, LLC, each a Missouri limited liability company; (v) IESI LA Corporation owns IESI LA Landfill Corporation, incorporated in Delaware, Coastal Waste Services, Inc., a
Louisiana corporation and Swdi, LLC, a Louisiana limited liability company; (vi) IESI LA Landfill Corporation owns Central Louisiana Waste, LLC, a Louisiana limited liability
company; (vii) IESI AR Corporation owns IESI AR Landfill Corporation, a Arkansas corporation; (viii) IESI NJ Corporation owns IESI NJ Recycling Corporation, incorporated in Delaware;
(ix) Winters Bros. Waste Systems, Inc. owns the following New York corporations: Winters Bros. Management Services Corp., Winters Bros. Recycling Corp., Winters Bros. Transfer
Station Corp., Winters Brothers Recycling East End, Inc. and the following New York limited liability companies: Winters Waste Services of New York, LLC, Excel
Recycling, LLC, Winters MSW Holdings, LLC, Winters Holtsville Transfer Station, LLC, Winters Bros. Paper Recycling, LLC, and Medford Transfer, LLC, which owns
Medford II, LLC, a New York limited liability company; and (x) Waste Services, Inc. owns Waste Services of Arizona, Inc. a Delaware corporation, Omni Waste of
Osceola County, LLC, a Florida limited liability company and Waste Services of Florida, Inc., a Delaware corporation which owns the following Florida corporations: East Bay
Property, Inc., Florida Container Services, Inc., Taft Recycling, Inc. Sanford Recycling and Transfer, Inc., Groveland Transfer Recycling, Inc., Rip Inc., and
SLD Landfill, Inc. and the following Florida limited liability companies: Freedom Recycling Holdings. LLC and Sun Country Materials, LLC.

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Pursuant
to the Conversion, BIN issued Special Shares to IESI for the benefit of the holders of the participating preferred shares of IESI ("Participating Preferred Shares"). The Special
Shares entitle the holder to exercise voting and other rights as shareholder of BIN as though the holder held the number of common shares of BIN ("Shares") that would be owned by the holders of the
Participating Preferred Shares assuming the exercise in full of the IESI Exchange Rights (as defined below).

Pursuant
to a mandatory exchange provision in the Second Amended and Restated Securityholders' Agreement governing the Participating Preferred Shares (the "Mandatory Exchange"),
all remaining outstanding Participating Preferred Shares were exchanged for Shares in December 2010. In conjunction with the Mandatory Exchange, the outstanding Special Shares held by IESI for
the benefit of the holders of Participating Preferred Shares were redeemed.

BIN'S INDUSTRY

The North American non-hazardous solid waste management industry comprises the collection, transportation, transfer,
disposal and recycling of non-hazardous solid waste at landfills or other disposal facilities such as incineration or composting facilities. Non-hazardous solid waste includes
commercial, industrial and residential waste (including household and yard waste). Non-hazardous solid waste is solid waste that is not comprised of substances considered hazardous
materials under any federal, provincial, state and/or local legislation or regulation applicable to the collection, transfer, disposal and/or recycling of solid waste. The principal services offered
by the non-hazardous solid waste management industry are summarized below.

Collection.Collection of non-hazardous solid waste is from commercial, industrial and residential customers. Commercial collection
typically involves the use of front-end and rear-end loader trucks to collect waste stored in steel bins that are usually supplied by the waste collection service provider.
Industrial waste collection typically involves the use of roll-off trucks to collect waste stored in large rectangular roll-off containers from manufacturing businesses or
construction and demolition ("C&D") sites. Residential waste collection involves the curbside collection of residential solid waste using rear-end and side-loader trucks.
Residential waste collection services are provided by municipalities and companies that contract either with municipalities or directly with individual homeowners, homeowners' associations, apartment
building owners or similar groups. Once collected, waste or recyclable material is transported to a transfer station or directly to a disposal or recycling facility.

Transfer Stations.Transfer stations are facilities typically located near commercial, industrial and residential collection routes
that are a
distance from the ultimate disposal site. Non-hazardous solid waste is received at the transfer station from collection trucks, sometimes sorted and then transferred in large volumes to
landfills or other waste disposal facilities or recycling facilities. This consolidation reduces the costs associated with transporting the waste and may allow operators to obtain volume discounts on
disposal rates at landfills and other disposal facilities. Transfer stations also facilitate the efficient utilization of collection personnel and equipment by allowing them to focus on collection
operations and spend less time traveling to disposal sites. Transfer stations can handle non-hazardous solid waste received from commercial and residential collection operations and most
industrial waste. Some transfer stations are constructed to receive certain specialized waste, such as C&D debris.

Landfills.Landfills are the primary waste disposal facilities for all types of non-hazardous solid waste. Landfills must be designed,
permitted, operated and closed in accordance with comprehensive federal, provincial, state and/or local regulations. These regulations also dictate the type of waste that may be received by the
landfill. Landfill operations include excavation of earth, spreading and compacting of waste and covering of waste with earth or other inert material.

Other Disposal Facilities.Other alternative disposal facilities include composting facilities, digestion, incineration or thermal
processing.
Digestion involves the processing of organic waste in an oxygen starved environment into residues and recoverable methane gas which is typically used as a fuel to produce power. Composting involves
processing certain types of organic materials (leaf and yard wastes, food wastes and other organic matter, including paper, wood and organic sludges) into reusable and non-putrescible soil
conditioners and other products. Incineration facilities generally accept non-hazardous solid waste and are typically designed

5

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to
incinerate the waste, often with the process producing electricity or steam. Thermal processing involves the conversion of wastes into gasses, sometimes referred to as syngases, which are often
used to produce power or synthetic fuels.

Recycling.Recovery and recycling involve operations in which certain types of waste material (including wood, paper, cardboard,
plastic, glass,
aluminum and other metals) are sorted, processed and resold as recycled material. In many jurisdictions, commercial, industrial and residential customers pay a fee for the removal of recyclable waste
from their premises. After collection and sorting, purchasers generally pay a fluctuating spot market price for recycled materials. Waste for which there is no market is shipped to a disposal
facility, typically a landfill.

The
North American non-hazardous solid waste management industry is a fragmented and competitive industry, requiring substantial expertise, labor and capital resources.
Industry participants compete for collection accounts primarily on the basis of quality of service and price and compete for transfer station and landfill business on the basis of tipping fees,
geographic location and environmental practices. In addition, the industry displays the following characteristics:

Recession Resistance.The non-hazardous solid waste management industry meets an essential need of communities and businesses. Waste
management services remain a necessity regardless of the level of economic activity. Revenues from commercial waste collection services generally do not decrease significantly during periods of slower
economic activity because the number of pick-ups required by commercial waste generators generally does not materially change during such periods. The volume of waste collected at each
commercial waste pick-up may decrease during periods of slower economic activity due to changes in consumption patterns, resulting in decreased disposal costs for hauling companies. The
reduction in tipping volumes will result in decreased revenues for landfill operators. BIN believes that revenues from residential non-hazardous solid waste management services are not as
volume sensitive because the number of households for which collection services are provided does not generally change in periods of slower economic activity. Revenues from industrial waste collection
services are, however, thought to be more closely tied to economic conditions due to the sensitivity of the C&D and manufacturing sectors to changes in the economy.

Vertical Integration.Vertical integration in the non-hazardous solid waste management industry, or "internalization", is the
collection
and disposal of waste by a waste management company into its own transfer station, landfill or other waste disposal facility or recycling facility. Internalization enables costs to be controlled by
avoiding third-party disposal fees and allows for greater asset utilization within the business. Larger operators with greater financial resources, expertise and experience are able to build, through
market development initiatives and acquisitions, vertically integrated, cost effective operations consisting of collection operations, transfer stations, landfills or other waste disposal facilities
and recycling facilities. Vertically integrated companies can be assured of access to a landfill or other waste disposal facilities on favorable terms and of a steady supply of waste at such
facilities, which is needed in order to economically operate these facilities. Controlling the point of transfer from haulers to landfills has become increasingly important as landfills close and
collected waste is often transported further from collection markets. Generally, the larger and most profitable industry operators are those companies that are vertically integrated in their
operations, and thereby have greater control over their waste stream from collection to disposal.

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Consolidation.The North American non-hazardous solid waste management industry generated approximately $70 billion in revenue in
2010. Six public companies generate approximately 35% of these revenues, with the remaining revenues being generated by privately-owned companies and government authorities. Although it remains
fragmented, the non-hazardous solid waste management industry has undergone significant consolidation and integration in both Canada and the United States. BIN believes that this
consolidation will continue, mainly as a result of the ability of larger operators to achieve economies of scale and cost pressures and landfill closures brought about by regulatory changes and
stringent environmental regulation, enforcement and compliance costs. As a consequence, non-hazardous solid waste management companies are generally operating larger,
longer-term landfills that service larger geographical areas. Larger waste management companies are also generally able to achieve greater internalization from their operations.

BUSINESS OF THE BIN GROUP

Overview

As noted previously, BIN Group includes the collective operations of IESI-BFC Holdings Inc., Ridge, BFI Canada,
IESI, WSI and their respective subsidiaries.

Recent Developments

On March 22, 2011, BIN announced that it filed a preliminary prospectus supplement relating to a public secondary offering of
9,483,648 of BIN's common shares currently owned by TC Carting III, L.L.C. which also granted the underwriters an option, exercisable from time to time, in part or in whole, for a period of
30 days following the date of the final prospectus supplement, to purchase up to 1,422,547 additional Shares from them.

At
the same time BIN agreed to purchase from the underwriters 1,000,000 Shares in the offering, at the public offering price. Those Shares will be cancelled and will no longer
remain outstanding after the purchase. The offering of 9,483,648 Shares, the exercise of the option to purchase an additional 1,422,547 Shares and the purchase for cancellation of
1,000,000 Shares were completed on March 29, 2011.

On
December 31, 2010, all outstanding Participating Preferred Shares were exchanged for Shares.

On
December 23, 2010 BIN Group acquired the waste collection, transfer and landfill assets of Fred Weber Inc., Crown Excel Disposal LLC and Weber Gas
Energy, LLC (together, "Fred Weber") in St. Louis, Missouri for cash consideration of $162.5 million.

On
July 2, 2010, BIN, WSI and BIN Merger Sub, Inc. ("Merger Sub") completed the merger provided for in their November 11, 2009 merger agreement (the "Merger
Agreement") pursuant to which BIN agreed to acquire WSI. The Merger Agreement provided for Merger Sub to merge with and into WSI, with WSI surviving the merger as a wholly-owned subsidiary of BIN.
Upon completion of the merger, each outstanding share of WSI common stock (other than shares owned by WSI, IESI-BFC Ltd., Merger Sub or their subsidiaries, which were cancelled) was
converted into the right to receive 0.5833 Shares for each share of WSI common stock, with cash paid in lieu of fractional Shares. BIN filed a Business Acquisition Report (the "BAR") in
respect of the merger on SEDAR on September 10, 2010.

On
July 2, 2010, in connection with the acquisition of WSI, BIN entered into a US$950 million amended and restated U.S. credit facility (as so amended the
"Credit Facility"). Advances under the credit facility were used to repay the outstanding borrowings under both BIN's previous credit facility and WSI's outstanding
U.S. indebtedness. The term of the new credit facility is four years and the facility is comprised entirely of a revolver, with initial pricing of LIBOR + 300 basis points.

On
July 2, 2010, BIN entered into a $525 million Canadian dollar amended and restated credit facility in Canada. Advances under this credit facility were used to repay the
outstanding borrowings under both BIN's previous credit facility and the Canadian portion of WSI's credit facility. The term of the new credit facility is four years and the facility is entirely
revolver, with initial pricing of BAs + 287.5 basis points.

On
July 16, 2009, BIN announced that it had elected to report its financial results in accordance with accounting principles generally accepted in the United States of
America ("U.S. GAAP") and in U.S. dollars commencing with its results for the second quarter ended June 30, 2009. Prior to this time, BIN had reported its

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quarterly
and annual financial results in accordance with Canadian generally accepted accounting principles ("Canadian GAAP") and in Canadian dollars.

On
June 30, 2009, BIN completed an internal reorganization including, among other things, the dissolution of the Fund.

On
June 10, 2009, BIN closed an offering of 14,950,000 Shares for total gross proceeds of $149.5 million. BIN applied the net proceeds of the offering against the
outstanding borrowings under the U.S. Credit Facility (as defined below).

On
June 5, 2009, BIN listed its Shares for trading on the New York Stock Exchange ("NYSE") under the symbol "BIN", and changed its Toronto Stock Exchange ("TSX") symbol
to "BIN".

On
March 6, 2009, BIN closed an offering of 8,500,000 Shares for total gross proceeds of C$80.75 million. On March 27, 2009, BIN announced that the syndicate
of underwriters involved in the offering exercised their over-allotment option in full to purchase an additional 1,275,000 Shares at C$9.50 per Share, for gross proceeds of
C$12,112,500. The closing of the over-allotment option occurred on March 30, 2009. BIN applied the net proceeds of the offering and the over-allotment option against a
portion of the outstanding borrowings under the U.S. Credit Facility.

On
October 1, 2008, the Fund completed its conversion from an income fund to a corporate structure by way of a court-approved plan of arrangement under the OBCA, pursuant to which
BIN acquired all of the assets and assumed all of the liabilities of the Fund. On October 2, 2008, Shares began trading on the TSX under the symbol "BFC" and, concurrently, the Units of the
Fund were delisted from trading on the TSX.

Effective
October 1, 2008, BIN entered into a Fourth Amending Agreement to its Fourth Amended and Restated Canadian Credit Agreement. The amending agreement recognized the
structural change from an income trust to a corporation and had no impact on the committed amounts, maturity dates or pricing.

Effective
August 6, 2008, IESI entered into a Fifth Amendment to its Amended and Restated Revolving Credit and Term Loan Agreement. The Fifth Amendment extended the maturity of
the U.S. revolving credit facility to January 21, 2012, increased the U.S. revolving credit facility commitment to $588.5 million from $575 million, and decreased
the accordion feature from $50 million to $36.5 million. In addition, the Fifth Amendment increased the applicable margin on the pricing grid by one quarter of one percent throughout.
All other significant terms remained unchanged.

Effective
August 1, 2008, IESI remarketed $45 million of IRBs (as defined below). The amended and restated IRBs, which originally bore interest at LIBOR less an
applicable discount, currently bear interest at 6.625% for a term of five years.

Effective
July 30, 2008, the Fund entered into a Third Amending Agreement to its Fourth Amended and Restated Credit Agreement. The Third Amending Agreement increased the Canadian
revolving credit facility commitment from C$150 million to C$305 million and decreased the accordion feature from C$50 million to C$45 million. In addition, the Third
Amending Agreement increased the pricing grid by one quarter of one percent and modified one financial covenant. All other significant terms of the agreement remained unchanged by
the amendment.

BIN Overview

BIN is one of the largest vertically integrated non-hazardous solid waste management companies in North America. BIN's
comprehensive services include non-hazardous solid waste collection, transfer, disposal and recycling in the United States and Canada. BIN's commercial, industrial and residential
customers rely on its services to meet their recurring waste management needs. As of December 31, 2010, BIN served approximately 250,000 commercial and industrial customers and
approximately 3.8 million residential customers in markets across 12 states and the District of Columbia in the U.S. and six Canadian provinces. BIN believes it holds a top three market
share position by number of collection routes in over 80% of the markets in which it operates.

BIN's
operating philosophy is focused on developing strong collection operations and substantial market share in dense, urban markets. BIN believes that collection density provides it
flexibility to pursue various

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strategies
to drive revenue growth, margin expansion and cash flow generation. BIN's 114 collection operations are supported by its extensive asset footprint, including 61 transfer
stations, 30 landfills and
42 material recovery facilities ("MRFs"). The integration of BIN's collection operations with BIN's transfer and disposal assets enhances the operating leverage in its business model. BIN's
ability to internalize a significant portion of the waste it collects augments BIN's margin profile and the positioning of its local market operations. BIN focuses on markets where it can implement
its operational philosophy to optimize return on assets and drive additional growth and profitability.

BIN
benefits from longstanding relationships with many of its commercial, industrial and residential customers, which provide a high degree of stability to its business. The majority of
BIN's revenue from commercial and industrial customers is generated from contracts with typical durations of three-to-five years. These contracts provide BIN with visible,
recurring revenue and typically provide it with the ability to make annual indexed fee adjustments and the ability to pass through fuel, environmental, disposal, transportation and other surcharges in
order to mitigate increasing expenses. Many of its contracts with commercial and industrial customers automatically renew after their current term.

BIN
is highly focused on tracking productivity-based operating metrics and managing its business to optimize returns against its asset base. BIN believes that improving asset utilization
drives its growth and profitability. BIN generated revenues of $1,429.8 million and adjusted net income of $101.0 million for the fiscal year ended December 31, 2010 and its
adjusted EBITDA was $413.8 million for the same period.

BIN Operations

BIN operates in markets across North America. In the United States, BIN services include 70 collection operations,
45 transfer stations, 22 landfills and 22 MRFs. BIN's U.S. operations are primarily focused on two geographic regions: the South Region, consisting of various service areas
in Texas, Florida, Louisiana, Oklahoma, Arkansas, Missouri, Mississippi and Illinois; and the Northeast Region, consisting of various service areas in New York, New Jersey, Pennsylvania,
Maryland and the District of Columbia.

BIN's
Canadian operations include 44 collection operations, 16 transfer stations, 8 landfills, 20 MRFs and one landfill gas-to-energy
facility. BIN's Canadian operations are located in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario and Québec.

Service and Asset Footprint

Commercial and Industrial Collection.As at December 31, 2010, BIN provided collection services to approximately
250,000 commercial and
industrial customers. BIN provides hand collection and containerized services to a wide variety of commercial and industrial customers. Most commercial and industrial customers are provided with
containers that are designed to be lifted mechanically and either emptied into a collection vehicle's compaction hopper or, in the case of the large roll-off containers, to be loaded onto
the collection vehicle. BIN's standard commercial containers generally range in size from one to eight cubic yards and roll-off containers generally range in size from 10 to
40 cubic yards.

Residential Collection.As of December 31, 2010, BIN provided collection services to approximately 3.8 million residential
customers.

Transfer Stations.BIN operates 61 transfer stations, which are located near many of its collection routes and which receive the
non-hazardous solid waste that has been collected by its own and third-party collection vehicles. BIN typically uses subcontractors to transport the waste from its transfer stations to its
own or third-party landfills or other disposal facilities. Transfer station fees are generally based on the cost of processing, transporting and disposing the waste.

BIN
believes that its transfer stations benefit it by aggregating waste from a wider area, thereby improving the utilization of collection personnel and equipment. This increases the
volume of waste disposed of at the landfills that BIN operates. BIN believes that, as increased regulations and public pressure restrict the development of landfills in urban and suburban areas,
transfer stations will increasingly be used as an efficient means to process and transport waste to landfills and other disposal sites.

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Landfills.BIN owns or operates 30 landfills. BIN monitors the available permitted disposal capacity of its landfills on a regular
basis and
evaluates whether to seek to expand this capacity. In making this evaluation, BIN considers various factors, including the volume of waste disposed of at the landfill, available acreage, the
likelihood of obtaining the necessary approvals and permits and the costs associated with these items.

Recycling.BIN owns or operates 42 recycling facilities. BIN's recycling services include collection of recyclable materials from
commercial,
industrial and residential customers, for which it charges collection and
processing fees. BIN's recycling operations also process for sale certain recyclable materials, such as paper, plastics and aluminum, which are marketed as commodities and are subject to significant
price fluctuations. BIN's recycling operations are either separate full-service recycling facilities or are recycling operations operating along with one of its transfer station
operations.

Landfill Gas.BIN's Seneca Falls, New York and Bethlehem, Pennsylvania landfills have landfill gas recovery systems that transfer
methane gas
from the landfill to independently-owned facilities at which the gas is converted into electricity. BIN also owns and operates a power generating plant located at its Lachenaie site which is fuelled
by landfill gas. This plant produces approximately 3.7 megawatts of electrical power annually, the equivalent of providing the required electricity to approximately 2,500 homes.

Gross Revenue by Service Type.For information about the revenues for each of the services listed above under "Service and Asset
Footprint", please
see "Gross Revenues by Service Type" in BIN's management discussion and analysis of the financial condition and results of operations as at and for the year ended December 31, 2010 which is
incorporated by reference herein.

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Regional Overview

U.S. South

BIN's South Region operations serve customers in the states of Texas, Florida, Louisiana, Oklahoma, Arkansas, Missouri, Mississippi and
Illinois. The South Region currently serves approximately 109,000 commercial and industrial customers and 1.4 million residential customers. In this region, BIN operates
60 collection operations, 33 transfer stations, 16 solid waste landfills, 3 C&D landfills and 14 MRFs. A substantial portion of its operations in this region are
fully or partially integrated. BIN has more than 300 municipal contracts in the South Region.

U.S. Northeast

BIN's Northeast Region services customers located in the states of New York, New Jersey, Pennsylvania, Maryland and the
District of Columbia. The Northeast Region currently serves approximately 33,000 commercial and industrial customers and nearly 25,000 residential customers. In this region, BIN operates
10 collection operations, 12 transfer stations, three solid waste landfills and eight MRFs. BIN has more than 30 municipal contracts in the Northeast Region.

BIN's
Northeast Region includes collection and transfer station operations serving the New York City and Long Island markets. The New York City market is the largest solid
waste market of any city in North America. One of the three solid waste landfills BIN owns in the Northeast market is its Seneca Falls, New York landfill. The Seneca Falls landfill is the
largest landfill in the State of New York, as measured by average daily volume. Under BIN's municipal contracts with New York City, it transfers and disposes of up to
2,250 U.S. tons per day of residential solid waste collected in New York City.

Canada

BIN's Canadian operations service approximately 107,500 commercial and industrial customers and 2.3 million residential
customers in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario and Québec. BIN's Canadian operations include 44 collection operations, 16 transfer stations,
7 owned landfills and 20 MRFs and one landfill gas-to-energy facility. BIN also operates one landfill.

Landfill Matters

The following tables reflect the estimated remaining operating lives in years for the landfills that BIN owns or operates under
contractual agreements, and are based on its internal estimates of remaining and probable

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expansion
capacity and projected annual disposal volume, in years, as of December 31, 2010. The estimated remaining operating lives assume the renewal of required operating permits.

Operating lives in years
As of December 31, 20100 to 5

6 to 10

11 to 20

21 to 30

31 to 40

41 to 50

51+

TotalOwned Landfills


3


3


6


3


2





8


25Operated Landfills(1)


1


3














1


54


6


6


3


2





9


30


(1)The
estimated remaining lives for operated landfills are based on the contractual life, not the life of the site.


The following tables reflect landfill airspace activity for active landfills owned or operated by BIN in the United States for the year
ended December 31, 2010.

Balance as of
December 31,
2009

New
Expansions
Undertaken

Landfills
Acquired

Permits
Granted

Airspace
Consumed

Changes in
Engineering
Estimates

Balance as of
December 31,
2010Permitted airspace:U.S. Tons (in thousands)


131,535


0


167,605


6,000


6,754


106


298,492Number of sites


17


0


5


1


22





22Expansion airspace:U.S. Tons (in thousands)


89,509


19,400


0


(6,000
)

0


16,022


118,931Number of sites


8


1


0


(1
)

0





8Total available disposal capacity:U.S. Tons (in thousands)


221,044


19,400


167,605


0


6,754


16,128


417,423Number of sites


17


1


5


0


22





22


The following tables reflect landfill airspace activity for active landfills owned by BIN in Canada for the year ended
December 31, 2010.

Balance as of
December 31,
2009

New
Expansions
Undertaken

Landfills
Acquired

Permits
Granted

Airspace
Consumed

Changes in
Engineering
Estimates

Balance as of
December 31,
2010Permitted airspace:Tonnes (in thousands)


36,097


0


18,053


0


3,301


(769
)

50,080Number of sites


4


0


3


0


7





7Expansion airspace:Tonnes (in thousands)


8,904


0


0


0


0


0


8,904Number of sites


1


0


0


0


0





1Total available disposal capacity:Tonnes (in thousands)


45,001


0


18,053


0


3,301


(769
)

58,984Number of sites


4


0


3


0


7





7


Equipment

BIN owns more than 2,900 waste collection vehicles and 400 support vehicles. The average age for BIN's routed collection
vehicles is approximately five to seven years. BIN also owns various other equipment, including carts, containers, commercial compactors and 415 pieces of heavy equipment used at its landfills,
transfer stations, and recycling facilities.

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BIN
believes that its vehicles and equipment are well maintained and adequate for its current operations. BIN intends to make investments in additional equipment for expansion and
replacement of assets and in connection with future acquisitions as needed.

Sales and Marketing

BIN's sales and marketing organization operates on a decentralized basis. Each district has its own direct sales and marketing group,
which works under the direction of a district manager or a sales manager who reports to the district manager. Each member of BIN's sales team is responsible for monitoring existing and new customers
for opportunities to acquire new business. Sales representatives are required to travel within their assigned territories on a daily basis to call upon potential new customers and existing customers
to ensure customer satisfaction, update service agreements and explore prospects for additional business. BIN also markets its services to national accounts from its corporate office.

Competition

The North American non-hazardous solid waste management industry is competitive and highly fragmented. Competition in the
non-hazardous solid waste management industry comes from a number of large, national, publicly owned companies, including Waste Management, Inc. and Republic Services, Inc.,
several regional companies, such as Veolia Environmental Services, Waste Connections, Inc. and Casella Waste Systems, Inc., and numerous mid-size to small privately owned
companies. Some of BIN's national competitors have significantly larger operations and significantly greater financial resources than BIN has. In addition to national and regional firms and numerous
local companies, BIN competes in a few markets with municipalities that maintain waste collection or disposal operations. These municipalities may have financial advantages due to their access to user
fees and similar charges, tax revenue and tax-exempt financing, and some control of the disposal of waste collected within their jurisdictions.

BIN
competes for collection accounts primarily on the basis of price and the quality of its services. In each market in which BIN operates a landfill, it competes for landfill business
on the basis of disposal costs, geographical location and quality of operations. BIN's ability to obtain landfill volume may be limited by the fact that integrated collection companies also operate
landfills to which they send their waste.

Regulation

The non-hazardous solid waste management industry in Canada and the United States is subject to extensive and
changing laws and regulations relating to environmental protection, health and safety, land use, transportation and related matters. These include, among others, laws and regulations governing the
licensing, use, treatment, storage and disposal of solid non-hazardous and hazardous wastes and materials, air quality, water quality, permissible or mandatory methods of processing waste,
location, permitting and expansion of solid waste facilities,
greenhouse gas emissions and the remediation of contamination associated with the release of hazardous substances.

More
stringent industry regulations have caused operating and capital costs to rise. Applicable regulations require more stringent engineering of non-hazardous solid waste
landfills and may require liner systems, leachate collection, treatment and monitoring systems and gas collection and monitoring systems. These ongoing costs are combined with increased financial
reserve requirements for non-hazardous solid waste operators relating to closure and post-closure monitoring. As a result, the number of non-hazardous solid waste
landfills is declining while the average size of each landfill is increasing.

Employees

As of December 31, 2010, BIN had approximately 6,575 employees. Approximately 1,950, or 30%, of BIN's employees are
covered by collective bargaining agreements. BIN believes that its relationship with its employees is generally good.

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Seasonality

Revenues are generally higher in spring, summer and autumn months due to higher collected and disposed of waste volumes. Higher
collection and disposal revenues are partially offset by higher operating expenses to service and dispose of additional waste volumes.

Reliance on Customer Contracts

BIN depends on third-party disposal customers at its landfills, and BIN cannot provide assurance that it will maintain these
relationships or continue to provide services at current levels.

Operating
and maintaining a landfill is capital intensive and generally requires performance bonds and letters of credit to secure performance and financial obligations. As a result, a
steady volume of waste is required over the operating life of the landfill in order to maintain profitable operations. The loss of third-party disposal customers could reduce BIN's revenues and
profitability. For the year ended December 31, 2010, approximately 57% of the total tonnage received by its landfills was derived from disposal of waste received from third-party disposal
customers. Accordingly, BIN depends on maintaining a certain level of third-party disposal customers at its landfills in order to be able to continue to operate its landfills at profitable levels.

BIN
cannot provide assurance that it will maintain its relationships or continue to provide services to any particular disposal customer at current levels. BIN also cannot provide
assurance that third-party customers will continue to utilize these sites and pay acceptable gate rates that generate acceptable margins for BIN. Decreases could occur if new landfills open, if BIN's
existing disposal customers fail to renew their contracts, if the volume of waste disposal decreases or if it is unable to increase its gate rates to correspond with its increasing costs of
operations. In addition, new contracts for disposal services entered into by BIN may not have terms similar to those contained in current arrangements with existing customers, in which case revenues
and profitability could decline.

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Trademarks

BIN's U.S. operations are operated under the trademark "IESI". BIN's Canadian operations are operated under the trademark "BFI
Canada". BFI is a trademark of Browning-Ferris Industries, Inc. and is used under license in connection with BIN's Canadian operations. BIN is not affiliated with Browning-Ferris
Industries, Inc.

Organizational Structure

Please see "The Corporation" and "Existing Structure of the Canadian and U.S. Operating Companies" above for information
regarding the organizational structure of BIN.

Property, Plants and Equipment

For information regarding BIN's properties, plants and equipment, please see "BIN Overview", "Service and Asset Footprint", "Regional
Overview", "Landfill Matters" and "Equipment" under "Business of the BIN Group" above.

In
addition, BIN leases various offices and facilities.

For
information regarding environmental issues that may affect BIN's utilization of the assets, please see "Regulation" above.

Legal Proceedings

BIN is subject to certain lawsuits and other claims arising in the ordinary course of business. BIN does not believe that the
resolution of these matters will have a material adverse effect on its business, financial condition or results of operations. BIN's predecessor and certain of its subsidiaries operating in the Long
Island, New York market were named as defendants in a class action antitrust suit filed on May 5, 2008 by members of a class that had purchased small containerized waste disposal
services. The plaintiffs allege a conspiracy to restrain trade and a wilful attempt to monopolize from May 5, 2004 to the present and seeks damages in an amount to be determined, which may be
trebled under U.S. anti-trust laws. On February 4, 2009, the United States District Court for the Eastern District of New York dismissed all of the plaintiffs'
claims in response to the defendants' motion to dismiss, except for the claim of attempted monopolization. BIN believes that this remaining claim is without merit and intends to defend the matter
vigorously.

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RISK FACTORS

Our business, and an investment in our securities, is subject to certain risks, including those described below and those under the
headings "Risks and Uncertainties" and "Outlook" in management's discussion and analysis of the financial condition and results of operations of the Corporation as at and for the year ended
December 31, 2010. If any of the events or developments discussed in these risks actually occur, our business, financial condition or results of operations or the value of our securities could
be adversely affected. Additional risks and uncertainties not currently known to us, or that are currently considered immaterial, may also materially and adversely affect our business, financial
condition and results of operations.

Risks Related to Our Business

Downturns in the worldwide economy could adversely affect BIN's revenues and operating margins.

BIN's business is affected by changes in economic factors that are outside its control, including consumer confidence, interest rates
and access to capital markets. Although BIN's services are of an essential nature, a weak worldwide economy generally results in decreases in volumes of waste generated, which decreases its revenues.
Additionally, consumer uncertainty and the loss of consumer confidence may limit the number or amount of services requested by customers. During weak economic conditions, BIN may also be adversely
impacted by its customers' ability to pay it in a timely manner, if at all, due to their financial difficulties, which could include bankruptcies. If BIN's customers do not have access to capital,
BIN's volumes may decline and its growth prospects and profitability may be adversely affected.

BIN may be unable to obtain, renew or continue to maintain certain permits, licenses and approvals that it needs to operate its business.

BIN is subject to significant environmental and land use laws and regulations. BIN's internalization strategy depends on its ability to
maintain its existing operations, expand its landfills and transfer stations, establish new landfills and transfer stations and increase applicable daily or periodic tonnage allowances. To own and
operate solid waste facilities, BIN must obtain and maintain licenses or permits, as well as zoning, environmental and other land use approvals. Permits, licenses and approvals to operate or expand
non-hazardous solid waste landfills and transfer stations are difficult, time consuming and expensive to obtain. Obtaining permits often takes several years and requires numerous hearings,
and is in addition to complying with land use, environmental and other regulatory requirements. Often, BIN faces resistance from citizen groups and other environmental advocacy groups. Failure to
obtain the required permits, licenses or approvals to establish new landfills and transfer stations or expand the permitted capacity of BIN's existing landfills and transfer stations could hinder
internalization and impair its business strategy. A failure to obtain, renew or extend various permits and licenses could result in the impairment of certain assets recorded on BIN's consolidated
balance sheet and result in significant impairment charges recorded on its statement of operations and comprehensive income or loss. BIN is currently appealing the denial of its application for an
extension of the municipal permit at its Calgary landfill site. If BIN is unsuccessful, contributions to income generated from this site will be lost, which could have an adverse effect on BIN's
business, financial condition and results of operations.

BIN's existing debt contains restrictive covenants and requires it to meet certain financial ratios and financial condition tests.

The terms of BIN's debentures, term loan, revolving credit facilities and variable rate demand solid waste disposal revenue bonds
contain restrictive covenants that limit the discretion of its management with respect to certain business matters. These covenants place restrictions on, among other things, BIN's ability to incur
additional indebtedness, to create liens or other encumbrances, to
pay dividends on Shares above certain levels or make certain other payments, investments, loans and guarantees, and to sell or otherwise dispose of assets and merge or consolidate with another entity.
In addition, the debentures and revolving credit facilities contain a number of financial covenants that require BIN to meet certain financial ratios and financial condition tests. A failure to comply
with the terms of any of these facilities could result in an event of default which, if not cured or waived, could result in accelerated repayment. If the repayment of any of these facilities was to
be accelerated, BIN cannot provide assurance that BIN's assets would be sufficient to repay these facilities in full.

16

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BIN's
access to financing depends on, among other things, suitable market conditions and the maintenance of suitable long-term credit ratings. BIN's credit ratings may be
adversely affected by various factors, including increased debt levels, decreased earnings, declines in customer demands, increased competition, a further deterioration in general economic and
business conditions and adverse publicity. Any downgrades in BIN's credit ratings may impede BIN's access to the debt markets, raise BIN's borrowing rates or affect BIN's ability to enter into
interest rate swaps (that are required under the terms of the U.S. facility) and commodity swaps for a portion of diesel fuel that is consumed in our operations.

On
July 2, 2010, Dominion Bond Rating Service Limited ("DBRS") confirmed their BBB low rating on BIN's Canadian senior secured series B debenture.

In
November 2009, Standard & Poor's ("S&P") announced that the WSI acquisition would not by itself affect the corporate rating of BIN's U.S. facility. Accordingly
BIN's U.S. facility is rated BB+ stable by S&P. On May 5, 2010, Moody's Investor Service ("Moody's") upgraded BIN's rating on BIN's U.S. facility in anticipation of closing the
WSI acquisition from a rating of B1 to Ba2 stable.

For
a description of the rating systems for DBRS and S&P and credit ratings in general, please see Schedule "B" to this annual information form.

BIN has significant indebtedness, which could adversely affect its financial condition.

BIN has, and expects to continue to have, a significant amount of indebtedness and, as a result, significant debt service obligations.
As of December 31, 2010, BIN had total indebtedness of approximately $1,259 million. BIN's high degree of leverage could have important consequences. For example,
it may:



BIN may not be able to retain key employees or efficiently manage the larger and broader organization resulting from the merger with WSI, which could adversely affect the
operation and financial condition of BIN.

The success of BIN will depend in part on the ability of BIN to retain key employees of both BIN and WSI and successfully manage the
broader organization resulting from the combination of BIN and WSI.

BIN's financial obligations to pay closure and post-closure costs in respect of its landfills could exceed current reserves.

BIN has material financial obligations to pay closure and post-closure costs in respect of its landfills. BIN has estimated
these costs and made provisions for them, but these costs could exceed current reserves as a result of, among other things, any federal, provincial, state or local government regulatory action,
including unanticipated closure and
post-closure obligations. The requirement to pay increased closure and post-closure costs could substantially increase BIN's expenses and cause its net income
to decline.

BIN may be unable to obtain performance or surety bonds, letters of credit or other financial assurances or to maintain adequate insurance coverage.

If BIN is unable to obtain performance or surety bonds, letters of credit or insurance, it may not be able to enter into additional
solid waste or other collection contracts or retain necessary landfill operating permits. Collection contracts, municipal contracts and landfill closure and post-closure obligations may
require performance or surety bonds, letters of credit or other financial assurance to secure contractual performance or

17

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comply
with federal, provincial, state or local environmental laws or regulations. BIN typically satisfies these requirements by posting bonds. As of December 31, 2010, BIN had approximately
$352 million of such bonds in place. Closure bonds are difficult and costly to obtain. If BIN was unable to obtain performance or surety bonds or additional letters of credit in sufficient
amounts or at acceptable rates, it could be precluded from entering into additional collection contracts or obtaining or retaining landfill operating permits. Any future difficulty in obtaining
insurance also could impair its ability to secure future contracts that are conditional upon the contractor having adequate insurance coverage. Accordingly, BIN's failure to obtain performance or
surety bonds, letters of credit or other financial assurances or to maintain adequate insurance coverage could limit its operations or violate federal, provincial, state or local requirements, which
could have a materially adverse effect on its business, financial condition and results of operations.

BIN expects to engage in further acquisitions or mergers, which may adversely affect the profits, revenues, profit margins or other aspects of its business, and it may not
realize the anticipated benefits of future acquisitions or mergers to the degree anticipated.

BIN's growth strategy is based, in part, on its ability to acquire other non-hazardous solid waste management businesses.
The success of this acquisition strategy will depend, in part, on its ability to:



BIN
may fail to properly complete any or all of these steps.

Many
of BIN's competitors are also seeking to acquire collection operations, transfer stations and landfills, including competitors that have greater financial resources than BIN does.
Increased competition may reduce the number of acquisition targets available to BIN and may lead to unfavorable terms as part of any acquisition, including high purchase prices. If acquisition
candidates are unavailable or too costly, BIN may need to change its business strategy.

BIN's
integration plan for acquisitions will contemplate certain cost savings, including the elimination of duplicative personnel and facilities. Unforeseen factors may offset the
estimated cost savings or other components of BIN's integration plan in whole or in part and, as a result, it may not realize any cost savings or other benefits from future acquisitions. Further, any
difficulties BIN encounters in the integration process could interfere with its operations and reduce its operating margins. Even if BIN is able to make acquisitions on advantageous terms and is able
to integrate them successfully into its operations and organization, some acquisitions may not fulfill its strategy in a given market due to factors that it cannot control. As a result, operating
margins could be less than BIN originally anticipated when it made those acquisitions. In such cases, it may change its strategy with respect to that market or those businesses and decide to sell the
operations at a loss, or keep those operations and recognize an impairment of goodwill, capital or intangible assets/landfill assets.

Future acquisitions may increase BIN's capital requirements.

BIN cannot be certain that it will have enough capital or that it will be able to raise capital by issuing equity or debt securities or
through other financing methods on reasonable terms, if at all, to complete the purchases of any solid waste management businesses that it wants to acquire. Acquisitions will generally increase BIN's
capital requirements unless they are funded from excess free cash flow, which BIN defines as free cash flow after dividends declared. Acquisitions financed with debt or equity capital will result in
higher long-term debt or equity amounts recorded on BIN's consolidated balance sheet. Higher debt levels can increase BIN's borrowing rates and will increase interest expense due to higher
levels of outstanding indebtedness.

18

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BIN may be unable to successfully manage its growth.

BIN's growth strategy will continue to place significant demands on its financial, operational and management resources. In order to
continue its growth, BIN may need to add administrative, management and other personnel, and make additional investments in operations and systems. BIN cannot provide assurance that it will be able to
find and train qualified personnel, or do so on a timely basis, or expand its operations and systems or expand and/or replace landfill capacity to the extent, and in the time, required.

The acquisition of WSI may not be accretive and may cause dilution to BIN's earnings per Share, which may negatively affect the market price of its shares.

BIN expects that the acquisition of WSI will be accretive to earnings per Share, after taking into account transaction costs, within
two years from completion of the merger. This expectation is based on estimates that may materially change. BIN could also encounter additional transaction and integration-related costs or other
factors, such as the failure to realize all of the benefits anticipated. All of these factors could cause dilution to BIN's earnings per Share or decrease or delay the expected accretive effect of the
acquisition and cause a decrease in the price of its Shares.

BIN may lose contracts through competitive bidding or early termination.

BIN derives a portion of its revenue from municipal contracts that require competitive bidding by potential service providers. Although
BIN intends to continue to bid on municipal contracts and to re-bid its existing municipal contracts, such contracts may not be maintained or won in the future. BIN may also be unable to
meet bonding requirements for municipal contracts at a reasonable cost to it or at all. These requirements may limit BIN's ability to bid for some municipal contracts and may favor some of its
competitors.

BIN
also derives a portion of its revenue from non-municipal contracts, which generally have a term of three to five years. Some of these contracts permit BIN's customers to
terminate them before the end of the contractual term. Any failure by BIN to replace revenue from contracts lost through competitive bidding, termination or non-renewal within a reasonable
time period could result in a decrease in its operating revenue and its earnings.

BIN depends on third-party disposal customers at its landfills and BIN cannot provide assurance that it will maintain these relationships or continue to provide services at
current levels.

Operating and maintaining a landfill is capital intensive and generally requires performance bonds and letters of credit to secure
performance and financial obligations. As a result, a steady volume of waste is required over the operating life of the landfill in order to maintain profitable operations. The loss of third-party
disposal customers could reduce BIN's revenues and profitability. For the year ended December 31, 2010, approximately 57% of the total tonnage received by BIN's landfills was derived from
disposal of waste received from third-party disposal customers. Accordingly, BIN depends on maintaining a certain level of third-party disposal customers at its landfills in order to be able to
continue to operate its landfills at profitable levels.

BIN
cannot provide assurance that it will maintain its relationships or continue to provide services to any particular disposal customer at current levels. BIN also cannot provide
assurance that third-party customers will continue to utilize these sites and pay acceptable gate rates that generate acceptable margins for BIN. Decreases could occur if new landfills open, if BIN's
existing disposal customers fail to renew their contracts, if the volume of waste disposal decreases or if BIN is unable to increase its gate rates to correspond with its increasing costs of
operations. In addition, new contracts for disposal services entered into by BIN may not have terms similar to those contained in current arrangements with existing customers, in which case revenues
and profitability could decline.

19

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BIN's Canadian and U.S. operations are geographically concentrated and susceptible to local economies, regulations and seasonal fluctuations.

BIN's Canadian operations are concentrated in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario and Quebec
and are susceptible to those markets' local economies, regulations and seasonal fluctuations.

BIN's
U.S. operations are concentrated in the northeastern and southern United States and are susceptible to those regions' local economies, regulations and seasonal
fluctuations. BIN operates in the following twelve states: Texas, Florida, Arkansas, Missouri, Oklahoma, Louisiana, Mississippi, New York, New Jersey, Pennsylvania, Maryland and
Illinois, as well as the District of Columbia.

BIN
derived more than 18.8% of its revenue during 2010 and 21.3% of its revenue for 2009 from services provided in Texas, and more than 16.0% of its revenue during 2010 and 25.3% of its
revenue for 2009 from services provided in New York. With the addition of WSI in July 2010, BIN also derived more than 8.2% of its revenue from services provided in Florida for the six
month period ended December 31, 2010. Accordingly, economic downturns in Texas, New York and Florida, and other factors affecting such states, such as state regulations affecting the
non-hazardous solid waste management industry or severe weather conditions, could have a material adverse effect on BIN's business, financial condition and results of operations.

In
addition, seasonality may temporarily affect BIN's revenues and expenses. BIN generally experiences lower C&D debris volumes during the winter months when the construction industry is
less active. Frequent and/or heavy snow and ice storms can also affect revenues, primarily from transfer station and landfill operations, which are volume based, and the productivity of collection
operations. Higher than normal rainfall and more frequent rain storms can put additional stress on the construction industry thus lowering the volumes of waste handled in BIN's landfills.

Revenues generated under municipal contracts with New York City represented 3.4% of BIN's revenues from its operations in 2010. Termination, modification
or non-renewal of such contracts could have an adverse effect on BIN's business, results of operations and financial condition.

BIN
attributes 4.3% of its consolidated revenue in 2009 and 3.4% of its consolidated revenue in 2010 to its municipal contracts with New York City. On November 1, 2008, two
of these contracts were renewed by New York City for three years and included two one-year renewal options at the City's option. New York City recently issued Bids with
respect to these two contracts. In February 2011 BIN responded to the Bids. The successful bidder has not yet been identified. The last of the three contracts was renewed in
February 2010 for three years.

Contracts
with New York City can be terminated by New York City upon 10 days' notice. If these contracts are terminated, or if they are not renewed, BIN may not be
able to replace the resulting lost revenue. Such a loss could have an adverse effect on BIN's business, financial condition and results of operations.

In
addition, during 2002, New York City announced changes to its solid waste management plan that would include reducing or eliminating the City's reliance on private transfer
stations, such as the ones BIN operates in New York City. While the plan is preliminary and has undergone substantial revision, New York City continues to pursue major changes in its
system for transferring and disposing of municipal waste. Since the announcement in 2002, New York City has requested proposals for alternative methods of handling municipal waste. BIN has and
will continue to make proposals as requested by the City until the City decides on the final plan and contractors. If New York City implements changes to this system, it is possible that BIN's
existing contracts with the City would be modified, terminated or not renewed.

Some of BIN's employees are covered by collective bargaining agreements and efforts by labor unions to renegotiate those agreements or to organize BIN's employees could
divert management's attention from its business or increase its operating cost.

As of December 31, 2010, approximately 1,900, or 2.9%, of BIN's employees were covered by more than 20 different
collective bargaining agreements.

20

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The
negotiation or renegotiation of these agreements could divert management's attention away from other business matters. If BIN is unable to negotiate acceptable collective bargaining
agreements, it may have to wait through "cooling off" periods, which are often followed by union initiated work stoppages, including strikes. Unfavorable collective bargaining agreements, work
stoppages or other labor disputes may result in increased operating expenses and reduced operating revenue.

Fluctuating fuel costs impact BIN's operating expenses and it may be unable to fully offset increased fuel costs through fuel surcharges.

The price of fuel is unpredictable and fluctuates based on events outside of BIN's control, including geopolitical developments, supply
and demand for oil and gas, actions by the Organization of the Petroleum Exporting Countries and other oil and gas producers, war and unrest in oil producing countries, regional production patterns
and environmental concerns. BIN needs a significant amount of fuel to operate its collection and transfer trucks, and any price escalations will increase its
operating expenses and could have a negative impact on its consolidated financial condition, results of operations and cash flows. BIN will from time to time, in accordance with the terms of most of
its customer contracts, attempt to offset increased fuel costs through the implementation of fuel surcharges. However, BIN may be unable to pass through all of the increased fuel costs due to the
terms of certain customers' contracts and market conditions. BIN has entered into a series of fuel hedges in both Canada and the United States with a view to limiting its exposure to
fluctuating diesel fuel prices and to reducing operating cost variability, however, there can be no assurance that it will be successful in this regard.

BIN's revenues will fluctuate based on changes in commodity prices.

BIN's recycling operations process for sale certain recyclable materials, such as old corrugated cardboard, paper, plastics and
aluminum, which are marketed as commodities and are subject to significant price fluctuations. BIN's results of operations may be affected by changing prices or market requirements for recyclable
materials. The resale and purchase prices of, and market demand for, recyclable materials can be volatile due to change in economic conditions and numerous other factors beyond BIN's control. These
fluctuations may affect BIN's consolidated financial condition, results of operations and cash flows.

BIN depends on members of its management team and if it is unable to retain them, its operating results could suffer.

BIN's future success will depend on, among other things, its ability to keep the services of its management and to hire other highly
qualified employees at all levels. BIN will compete with other potential employers for employees, and it may not be successful in hiring and keeping the services of executives and other employees that
it needs. The loss of the services of, or the inability to hire, executives or key employees could hinder BIN's business operations and growth.

BIN may record material charges against its earnings due to any number of events that could cause impairments to its assets.

In accordance with U.S. GAAP, BIN capitalizes certain expenditures and advances relating to disposal site development and
expansion projects. Events that could, in some circumstances, lead to an impairment include, but are not limited to, shutting down a facility or operation or abandoning a development project or the
denial of an expansion permit. If BIN determines that a development or expansion project is impaired, BIN will charge against earnings any unamortized capitalized expenditures and advances relating to
such facility or project reduced by any portion of the capitalized costs that it estimates will be recoverable, through sale or otherwise. BIN also carries a significant amount of goodwill on its
consolidated balance sheet, which is required to be assessed for impairment annually, and more frequently in the case of certain triggering events. BIN may be required to incur charges against
earnings if it determines that certain events (such as a downturn in the recycling commodities market) could potentially cause the carrying value of its assets to be greater than their fair value,
resulting in an impairment to goodwill. Any such charges could have a material adverse effect on BIN's results of operations.

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BIN's insurance coverage may not be sufficient to cover all losses or claims that it may incur.

BIN seeks to obtain and maintain, at all times, insurance coverage in respect of its potential liabilities and the accidental loss of
value of its assets from risks, in those amounts, with those insurers, and on those terms it considers appropriate, taking into account all relevant factors, including the practices of owners of
similar assets and operations. However, not all risks are covered by insurance, and BIN cannot provide assurance that insurance will be available consistently or on an economically feasible basis or
that the amounts of insurance will be sufficient to cover losses or claims that may occur involving its assets or operations.

BIN is subject to various laws and regulations, which, if violated, could subject it to sanctions or third-party litigation or, if changed, could lead to
increased costs or the interruption of normal business operations that would negatively impact its business, results of operations and financial condition.

BIN's
equipment, facilities and operations are subject to extensive and changing federal, provincial, state and local laws and regulations relating to environmental protection, health,
safety, training, land use, transportation and related matters. These include, among others, laws and regulations governing the use, treatment, transportation, storage and disposal of solid and
hazardous wastes and materials, air quality (including carbon or greenhouse gas emissions), water quality, permissible or mandatory methods of processing waste and the remediation of contamination
associated with the release of hazardous substances. In addition, federal, provincial, state and local governments may change the rights they grant to, and the restrictions they impose on, waste
management companies, and those changes could restrict BIN's operations and growth.

BIN's
compliance with regulatory requirements is costly. BIN may be required to enhance, supplement or replace its equipment and facilities and to modify landfill operations and, if it
is unable to comply with applicable regulatory requirements, it could be required to close certain landfills. BIN may not be able to offset the cost of complying with these requirements. In addition,
environmental regulatory changes or an inability to obtain extensions to the life of a landfill could accelerate or increase accruals or expenditures for closure and post-closure
monitoring and obligate BIN to spend sums in addition to those presently accrued for such purposes.

Extensive
regulations govern the design, operation and closure of landfills. For example, in October 1991, the U.S. Environmental Protection Agency ("EPA") established
minimum federal requirements for solid waste landfills under Subtitle D of The Federal Resource Conservation and Recovery Act of 1976, as amended. If BIN fails to comply with the Subtitle D
regulations, it could be required to undertake investigatory or remedial activities, curtail operations or close a landfill temporarily or permanently, or be subject to monetary penalties. Moreover,
if regulatory agencies fail to enforce the Subtitle D regulations vigorously or consistently, competitors whose facilities do not comply with the Subtitle D regulations or their state
counterparts may obtain an advantage over BIN. The financial obligations of BIN arising from any failure to comply with the Subtitle D regulations could harm its business and earnings.

Certain
of BIN's waste disposal operations traverse state, provincial, county and the Canada/U.S. national boundaries. In the future, BIN's collection, transfer and landfill
operations may be affected by proposed U.S. federal legislation governing interstate shipments of waste. Such proposed federal legislation could prohibit or limit the disposal of
out-of-state waste (including waste from Canada) and may require states, under certain circumstances, to reduce the amount of waste exported to other states. If this or similar
legislation is enacted in states in which BIN operates, it could have an adverse effect on our operating results, including BIN's landfills that receive a significant portion of waste originating from
out-of-state. In addition, BIN believes that several states have proposed or have considered adopting legislation that would regulate the interstate transportation and disposal
of waste in the states' landfills.

Certain
collection, transfer and landfill operations may also be affected by "flow control" legislation. Some states and local governments may enact laws or ordinances directing waste
generated within their jurisdiction to a specific facility for disposal or processing. If this or similar legislation is enacted, state or local governments could limit or prohibit disposal or
processing of waste in transfer stations or landfills or in third-party landfills used by BIN.

In
1996, the New York City Council enacted Local Law 42, which prohibits the collection, disposal or transfer of commercial and industrial waste without a license issued by the
New York City Business Integrity

22

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Commission,
formerly known as the Trade Waste Commission (the "Business Integrity Commission"), and requires Business Integrity Commission approval of all acquisitions or other business
combinations in New York City proposed by all licensees. The need for review by the Business Integrity Commission could delay BIN's consummation of acquisitions in New York City, which
could limit its ability to expand its business there.

From
time to time, federal, provincial, state or local authorities consider and sometimes enact laws or regulations imposing fees or other charges on waste disposed of at landfills. If
any significant fees are imposed in jurisdictions in which BIN operates and it is not able to pass the fees through to its customers, its operations and profitability could be negatively affected.

BIN
must also comply with the requirements of federal, provincial and state laws and regulation related to worker health and safety. These requirements can be onerous and include, in
Canada, a requirement that any person that directs (or has the authority to direct) how another person does work or performs a task must take reasonable steps to prevent bodily harm to any
person arising from that work or task. Failure to comply with these requirements may result in criminal or quasi-criminal proceedings and related penalties.

The
operational and financial effects of the various laws and regulations concerning BIN's business could require it to make significant expenditures or otherwise adversely affect the
way it operates its business, as well as have an adverse effect on its business, financial condition and results of operations.

BIN is subject to various environmental requirements, which, if violated, could subject it to sanctions or third-party litigation.

BIN could be subject to legal action relating to compliance with environmental laws or regulations, and to civil claims from parties
alleging some harm as a consequence of contamination, odours and other releases to the environment or other environmental matters (including the acts or omissions of its predecessors) for which BIN
may be responsible.

Solid
waste management companies are often subject to close scrutiny by federal, provincial, state and local regulators, as well as private citizens and environmental advocacy groups,
and may be subject to judicial and administrative proceedings, including proceedings relating to their compliance with environmental and local land use laws.

In
general, environmental, health and safety laws authorize federal, provincial, state or local environmental regulatory agencies and attorney generals (and in some cases, private
citizens) to bring administrative or judicial actions for violations of environmental laws or to revoke or deny the renewal of a permit. Potential penalties for such violations may include, among
other things, civil and criminal monetary penalties, imprisonment, permit suspension or revocation, and injunctive relief. These agencies and attorney generals may also attempt to revoke or deny
renewal of BIN's permits, franchises or licenses for violations or alleged violations of environmental, health and safety laws or regulations. Under certain circumstances, citizens are also authorized
to file lawsuits to compel compliance with environmental laws, regulations or permits under which BIN operates and to impose monetary penalties. Surrounding landowners or community groups may also
assert claims alleging environmental damage, personal injury or property damage in connection with BIN's operations.

From
time to time, BIN has received, and may in the ordinary course of business in the future receive, citations or notices from governmental authorities requiring that it take certain
actions and/or alleging, among other things, that its operations are not in compliance with its permits or certain applicable environmental or land use laws or regulations. BIN will generally seek to
work with the relevant authorities and citizens and citizen groups to resolve the issues raised by these citations or notices. However, BIN may not always be successful in resolving these types of
issues without resorting to litigation or other formal proceedings. Any adverse outcome in these proceedings, whether formal or informal, could result in negative publicity, reduce the demand for
BIN's services and negatively impact its results from operations. A
significant judgment against BIN, the loss of a significant permit or license or the imposition of a significant fine or penalty could also have an adverse affect on BIN's financial condition and
results of operations.

BIN's
future compliance with landfill gas management requirements under the U.S. Clean Air Act of 1970, as amended, may require installation of costly equipment, as well as
incurring additional operating and maintenance costs.

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BIN could be liable for contamination by hazardous substances.

BIN could be liable to federal, provincial or state governments or other parties if hazardous (or other regulated or potentially
harmful) substances contaminate or have contaminated properties, including soil or water under its properties, or if such substances from BIN's properties or operations contaminate or have
contaminated the properties of others. BIN could be liable for this type of contamination even if the contamination did not result from its activities or occurred before it owned or operated the
properties. BIN also could be liable for such contamination at properties to which it transported such substances or arranged to have hazardous substances transported, treated or disposed.

Certain
environmental laws impose joint and several and strict liability in connection with environmental contamination, which means that BIN could have to pay all recoverable damages,
even if it did not cause or permit the event, circumstance or condition giving rise to the damages. Moreover, many substances are defined as "hazardous" under various environmental laws and their
presence, even in minute amounts, can result in substantial liability. While BIN may seek contribution for these expenses from others, it may not be able to identify who the other responsible parties
are and BIN may not be able to compel them to contribute to these expenses or they may be insolvent or unable to afford to contribute. If BIN incurs liability and if it cannot identify other parties
whom it can compel to contribute to BIN's expenses and who are financially able to do so, BIN's financial condition and results of operations may be impaired.

In
addition, BIN has previously acquired, and may in the future acquire, businesses that may have handled and stored, or will handle and store, hazardous substances, including petroleum
products, at their facilities.
These businesses may have released substances into the soil, air or groundwater. They also may have transported or disposed of substances or arranged to have transported, disposed of or treated
substances to or at other properties where substances were released into soil, air or groundwater. Depending on the nature of BIN's acquisition of these businesses and other factors, BIN could be
liable for the cost of cleaning up any contamination, and other damages, for which the acquired businesses are liable. Any indemnities or warranties BIN obtained or obtains in connection with the
purchases of these businesses may not be sufficient to cover these liabilities, due to limited scope, amount or duration, the financial limitations of the party who gave or gives the indemnity or
warranty or other reasons. Moreover, available insurance does not cover liabilities associated with some environmental issues that may have existed prior to attachment of coverage.

If
the total cost of compliance or any remediation substantially exceeds BIN's applicable reserves and insurance coverage, it could have an adverse effect on its business, financial
condition and results of operations.

Governmental authorities may enact climate change regulations that could increase BIN's costs to operate.

Environmental advocacy groups and regulatory agencies in Canada and in the United States have been focusing considerable
attention on the emissions of greenhouse gases and their potential role in climate change. As a consequence, governments have begun (and are expected to continue) devising and implementing laws
and regulations that require reduced, or are intended to reduce, greenhouse gas emissions. The adoption of such laws and regulations and the imposition of fees, taxes or other costs, could adversely
affect BIN's collection and disposal operations. As an example, certain jurisdictions in which BIN operates are contemplating air pollution control regulations that are more stringent than the
existing requirements. Changing environmental regulations could require BIN to take any number of actions, including the purchase of emission allowances or the installation of additional pollution
control technology, and could make BIN's operations less profitable, which could adversely affect its results of operations.

BIN's business is highly competitive, which could reduce its profitability or limit its growth potential.

The North American solid waste management industry is very competitive. BIN faces competition from several larger competitors and a
large number of local and regional competitors. Some of BIN's competitors have significantly larger operations, significantly greater financial resources and greater name recognition or are able or
willing to provide or bid their services at a lower price. Because companies can enter the collection segment of the solid waste management industry with very little capital or technical expertise,
there are a large number of regional and local collection companies in the industry. BIN faces competition from these businesses in the markets and regions it currently serves.

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Similar
competition may exist in each location into which BIN tries to expand in the future. In addition to national and regional firms and numerous local companies, BIN will compete in
certain markets with those municipalities that maintain waste collection or disposal operations. These municipalities may have financial advantages due to their access to user fees and similar
charges, tax revenue and tax exempt financing, and some control of the disposal of waste collected within their jurisdictions.

In
each market in which BIN operates a landfill, BIN competes for solid waste business on the basis of disposal or "tipping" fees, geographical location and quality of operations. BIN's
ability to obtain solid waste business for its landfills may be limited by the fact that some major collection companies also operate landfills to which they send their waste. In markets in which BIN
does not operate a landfill, its collection operations may operate at a disadvantage to fully integrated competitors.

Increasing efforts by provinces, states and municipalities to reduce landfill disposal could lead to BIN's landfills operating at a reduced capacity or force BIN to charge
lower rates.

Provinces, states and municipalities increasingly have supported the following alternatives to or restrictions on current landfill
disposal:



Many
provinces and states have enacted, or are currently considering or have considered enacting, laws regarding waste disposal, including:



These
trends may reduce the volume of waste disposed of in landfills in certain areas, which could lead to BIN's landfills operating at a reduced capacity or force it to charge lower
prices for landfill disposal services.

If BIN's assumptions relating to expansion of its landfills should prove inaccurate, its results of operations and cash flow could be adversely affected.

BIN's estimates or assumptions concerning future cell closure and landfill closure and post-closure costs may turn out to
be significantly different from actual results. In addition, in some cases BIN may be unsuccessful in obtaining an expansion permit or it may determine that an expansion permit that it previously
thought was probable has become unlikely. To the extent that such events occur at a landfill certain of its cash expenditures for closure could be accelerated, its results of operations and cash flow
estimates may be adversely affected and the goodwill associated with the landfill may be subject to impairment testing.

BIN routinely makes accounting estimates and judgments. If these are proven to be incorrect, subsequent adjustments could require BIN to restate its historical financial
statements.

BIN makes accounting estimates and judgments in the ordinary course of business. Such accounting estimates and judgments will affect
the reported amounts of its assets and liabilities at the date of its financial statements and the reported amounts of its operating results during the periods presented. Additionally, BIN interprets
the accounting rules in existence as of the date of its financial statements when the accounting rules are not specific to a particular event or transaction. If the underlying estimates are ultimately
proven to be incorrect, or if BIN's auditors or regulators subsequently interpret its application of accounting rules differently, subsequent adjustments could have a material adverse effect on BIN's
operating results for the period or periods in which the change is identified. Additionally, subsequent adjustments could require BIN to restate its historical financial statements.

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The adoption of new accounting standards or interpretations could adversely affect BIN's financial results.

BIN's implementation of and compliance with changes in accounting rules and interpretations could adversely affect its operating
results or cause unanticipated fluctuations in its results in future periods. The accounting rules and regulations that BIN must comply with are complex and continually changing. While BIN believes
that its financial statements have been prepared in accordance with U.S. GAAP, BIN cannot predict the impact of future changes to accounting principles on its financial statements
going forward.

If BIN identifies deficiencies in its internal control over financial reporting, BIN could be required to restate its historical financial statements.

BIN may face risks if there are deficiencies in its internal control over financial reporting and disclosure controls and procedures.
Any deficiencies, if uncorrected, could result in its financial statements being inaccurate and in future adjustments or restatements of its historical financial statements, which could adversely
affect its business, financial condition and results of operations.

Risks Related to an Investment in Shares

Future issuances of Shares will be dilutive to existing Shareholders

BIN is authorized to issue an unlimited number of Shares, an unlimited number of Special Shares and an unlimited number of Preferred
Shares issuable in series for that consideration and on those terms and conditions as shall be established by the Board of Directors of the Corporation, generally without the approval of Shareholders.
Existing Shareholders have no
pre-emptive rights in connection with such further issues. Subject to TSX and NYSE rules requiring shareholder approval, BIN may make future acquisitions or enter into financings or other
transactions involving the issuance of BIN's securities which may be dilutive to existing Shareholders. Sales or issuances of substantial amounts of Shares, or the perception that such sales could
occur, may adversely affect prevailing market pricing for Shares.

Shares are publicly traded, and are subject to various factors that could make Share price volatile.

From time to time, the stock market experiences significant price and volume volatility that may affect the market price of the Shares
for reasons unrelated to BIN's performance. The market price of Shares may fluctuate based on a number of factors, including BIN's operating performance, the public's reaction to its press releases,
the arrival and departure of key personnel and changes in BIN's guidance.

Payment of dividends is subject to the discretion of the Board of Directors.

Dividends paid by BIN may fluctuate. The payment of dividends is subject to the discretion of the Board of Directors, and BIN's
dividend policy and the funds available for the payment of dividends from time to time will be dependent upon, among other things, its free cash flow, general business conditions, financial
requirements for its operations and to execute its growth strategy, the terms of its existing indebtedness, the satisfaction of solvency tests imposed by theBusiness
Corporations Act(Ontario) for the declaration and payment of dividends and other factors that the Board of Directors may in the future consider to be relevant. See "Dividends
and Capital Structure".

BIN is a "foreign private issuer" in the U.S. and is permitted to file less information with the U.S. Securities and Exchange Commission than a company incorporated
in the United States. Accordingly, there may be less information concerning BIN publicly available.

As a "foreign private issuer" BIN is exempt from rules under the United States Securities Exchange Act of 1934, as amended
(the "Exchange Act"), as well as procedural requirements, for proxy solicitations under Section 14 of the Exchange Act. In addition, BIN's officers, directors and principal shareholders
are exempt from the reporting and "short-swing" profit recovery provisions of Section 16 of the Exchange Act. Moreover, BIN is not required to file periodic reports and financial statements
with the U.S. Securities and Exchange Commission (the "SEC") as frequently or as promptly as U.S. companies whose securities are registered under the Exchange Act, nor is it
generally required to comply with Regulation FD, which restricts the selective

26

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disclosure
of material nonpublic information. In addition, BIN is permitted, under a multi-jurisdictional disclosure system ("MJDS") adopted by the United States and Canada, to prepare its
disclosure documents in accordance with Canadian disclosure requirements. Accordingly, there may be less information concerning BIN publicly available than there is for U.S. public companies.

BIN may lose its foreign private issuer status in the future, which could result in significant additional costs and expenses to BIN.

More than 50% of BIN's total assets are located in the United States. In order to maintain its current status as a foreign
private issuer under United States securities laws, a majority of its Shares must be either directly or indirectly owned by non-residents of the United States. BIN may in the
future lose its foreign private issuer status if a majority of its Shares are held by residents of the United States. The regulatory and compliance costs to BIN under United States
federal securities laws as a United States domestic issuer may be significantly more than the costs it incurs as a Canadian foreign private issuer eligible to use the MJDS. If BIN is not a
foreign private issuer, it would not be eligible to use the MJDS or other foreign issuer forms and would be required to file periodic and current reports and registration statements on
United States domestic issuer forms with the SEC, which are more detailed and extensive than the forms available to a foreign private issuer. In addition, it may lose the ability to rely upon
exemptions from NYSE corporate governance requirements that are available to foreign private issuers. Finally, if BIN loses its foreign private issuer status, to the extent that it were to offer or
sell its securities outside of the United States, it would have to comply with the generally more restrictive Regulation S requirements that apply to United States companies,
which could limit its ability to access the capital markets in the future and create a higher likelihood that investors would require it to file resale registration statements with the SEC as a
condition to any such financings.

Because BIN is an Ontario company, certain civil liabilities and judgments may not be enforceable against it.

BIN is organized under the laws of the Province of Ontario, Canada, and certain of its directors and officers are residents of Canada.
Consequently, it may be difficult for United States investors to affect services of process within the United States upon BIN or upon its directors or officers, or to realize in the
United States upon judgments of United States courts predicated upon civil liabilities under the Exchange Act. Furthermore, it may be difficult for investors to enforce judgements of
United States courts based on civil liability provisions.

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DIVIDENDS AND CAPITAL STRUCTURE

At December 31, 2010, BIN had 121,706,887 Shares outstanding. As of March 31, 2011, there were
120,727,889 Shares outstanding.

Dividends and Distributions

The regular dividends and distributions declared by BIN for the period commencing with the distributions declared for
January 31, 2008 to December 31, 2010 are set out in the table below.

Record Date

Distribution
per Security
(C$)

Total
Distribution
(C$)

Payment DateJanuary 31, 2008

$
0.1515

$
8,721,487


February 15, 2008February 29, 2008

$
0.1515

$
8,721,487


March 14, 2008March 31, 2008

$
0.1515

$
8,721,487


April 15, 2008April 30, 2008

$
0.1515

$
8,721,487


May 14, 2008May 30, 2008

$
0.1515

$
8,721,649


June 16, 2008June 30, 2008

$
0.1515

$
8,721,649


July 15, 2008July 31, 2008

$
0.1515

$
8,721,649


August 15, 2008August 29, 2008

$
0.1515

$
8,721,649


September 15, 2008September 30, 2008

$
0.1515

$
8,721,649


October 15, 2008October 31, 2008

$
0.1515

$
8,721,649


November 17, 2008November 28, 2008

$
0.1515

$
8,721,649


December 15, 2008December 31, 2008

$
0.04166

$
2,398,309


January 15, 2009March 31, 2009

$
0.12500

$
8,417,955


April 15, 2009June 30, 2009

$
0.12500

$
10,286,705


July 15, 2009September 30, 2009

$
0.12500

$
10,286,705


October 15, 2009December 31, 2009

$
0.12500

$
10,292,019


January 15, 2010March 31, 2010

$
0.12500

$
10,297,845


April 15, 2010June 30, 2010

$
0.12500

$
10,297,845


July 15, 2010September 30, 2010

$
0.12500

$
13,827,786


October 15, 2010December 31, 2010

$
0.12500

$
15,213,361


January 14, 2011


Distributions
to and including September 30, 2008 were made by the Fund.

BIN's
special dividend record and payment dates, and payment amounts, paid in 2009, are set out in the table below. No special dividends were paid in 2010.

Record Date

Dividend
per Security
(C$)

Total Dividend
(C$)

Payment DateMarch 31, 2009

$
0.12500

$
8,417,955


April 15, 2009June 30, 2009

$
0.12500

$
10,286,705


July 15, 2009September 30, 2009

$
0.12500

$
10,286,705


October 15, 2009December 17, 2009

$
0.12500

$
10,292,019


December 31, 2009


The
Board of Directors currently has in place a dividend policy pursuant to which it authorizes the declaration and payment of a fixed dividend to be paid to BIN's shareholders on a
quarterly basis. Currently, that fixed dividend is C$0.125 per Share and is paid quarterly. However, the amount of any dividends payable by BIN is at the discretion of its Board of Directors, taking
into consideration BIN's free cash flow, financial requirements for its operations, the terms of its existing indebtedness, the satisfaction of solvency tests imposed by the OBCA, for the declaration
and payment of dividends, and other conditions that may exist from time to time.

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BIN Share Capital

Shares

Voting.Holders of Shares are entitled to one vote for each Share held at all meetings of BIN Shareholders, other than meetings at
which only the
holders of another class of shares are entitled to vote separately as a class.

Size of Board of Directors.BIN's articles of amalgamation provide that the number of directors must not be less than 3 nor more
than
10 as may be determined by special resolution or by the directors (as the directors have been empowered by special resolution to determine the number). A "special resolution" is a
resolution passed by not less than two-thirds of the votes cast by shareholders who voted in respect of a resolution or signed by all the shareholders entitled to vote on
the resolution.

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Liquidation Rights.Upon the liquidation, dissolution or winding up of BIN, whether voluntary or involuntary, the holders of Shares are
entitled to
share pro rata in any distribution of the property or assets of BIN and
subject to the rights of holders of any outstanding preferred shares having priority over the Shares (none of which are currently issued and outstanding).

Dividends.BIN's constating documents provide that, after payment to the holders of BIN preferred shares, the holders of Shares shall
be entitled to
receive any dividend declared by the Board of Directors.

As
of December 31, 2010, Computershare Trust Company ("Computershare") holds 1,409,095 Shares in trust on behalf of participants in BIN's long term incentive plan
(the "LTIP"), recipients of restricted shares and directors of BIN. Of these Shares, 700,277 Shares were held for BIN's directors and Canadian employees, including executives, with a
book value of C$24.19, and 708,818 Shares were held for BIN's U.S. employees, including executives, with a book value of C$24.19. Each director of BIN is required to own Shares having a
purchase value equivalent to three times his or her annual retainer. With respect to the LTIP, employer-contributed funds are paid to a trust established for the purpose of holding Shares pursuant to
the terms of the LTIP. Separate trusts exist for Canadian-resident and U.S.-resident employees, and the trusts purchase Shares in the market with the contributed funds and hold those Shares in trust
for each participant in the LTIP. Restricted shares are issued as an incentive for certain executive management and are purchased by BIN in the open market and are held in trust for the benefit of
executive management.

Preferred Shares

General.The preferred shares may be issued at any time and from time to time in one or more series, and the Board of Directors may by
resolution
determine for any such series, its designation, number of shares and respective rights, privileges, restrictions and conditions.

Priority.The preferred shares rank prior to the Shares and to any other shares of BIN ranking junior to the preferred shares with
respect to the
payment of dividends and the distribution of assets in the event of the liquidation, dissolution or winding-up of BIN. Each series of preferred shares ranks on a parity with every other
series of preferred shares.

Voting.Except as required by the OBCA, the holders of BIN preferred shares are not entitled to receive notice of or to attend or to
vote at any
meeting of the shareholders of BIN.

Amendment of Class Provisions.Approval of amendments to the provisions of the preferred shares as a class may be given in writing by
the holders of
all the outstanding preferred shares or by a resolution carried by an affirmative vote of at least two-thirds of the votes cast at a meeting at which the holders of a majority of the
outstanding preferred shares are present or represented by proxy or, if no quorum is present at such meeting, at an adjourned meeting at which the shareholders then present or represented by proxy may
transact the business for which the meeting was originally called.

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Dividends.Each series of preferred shares is entitled to receive a quarterly, non-cumulative preferential cash dividend, as and when
declared by the Board of Directors, payable on the last day of January, April, July and October in each year calculated quarterly at a specified rate. If, within 30 days after the expiration of
any fiscal year of BIN, the Board of Directors has not declared the dividends or any part of the dividends on such series of preferred shares for such year, then the rights of the holders of such
series of preferred shares to such dividend for such quarter shall be extinguished.

Special Shares

Voting.Until December 31, 2010, BIN had outstanding Special Shares registered to IESI for the benefit of the holders of
Participating
Preferred Shares. The Special Shares entitle the holder to exercise voting and other rights as a shareholder of BIN as though the holder held the number of Shares that would be owned by the holders of
the Participating Preferred Shares assuming the exercise in full of the IESI Exchange Rights (as defined below). In particular, the Special Shares enable the holder to vote on all matters at
any meeting (including resolutions in writing) of the holders of Shares and the Special Shares, on the basis of one vote for each Share for which the Participating Preferred Shares are exchangeable
(the "IESI Exchange Rights"), other than with respect to the election of directors and at meetings at which only the holders of another class of shares are entitled to vote separately as a
class. All issued and outstanding Participating Preferred Shares were exchanged into Shares on December 31, 2010.

Dividends.Holders of the Special Shares are not entitled to receive any dividends.

Redemption Rights.BIN may, from time to time, redeem Special Shares where the holders of Participating Preferred Shares of IESI have
given notice
that they wish to exchange some or all of their Participating Preferred Shares. The number of Special Shares that BIN redeems at any time will be equal to one hundred times the number of Participating
Preferred Shares exchanged. All issued and outstanding Participating Preferred Shares were exchanged into Shares on December 31, 2010.

Liquidation Rights.Upon the liquidation, dissolution or winding up of BIN, whether voluntary or involuntary, the holders of Special
Shares are not
entitled to share in any distribution of the property or assets of BIN.

Subdivision or Consolidation.None of the Special Shares will be subdivided, consolidated, reclassified or otherwise changed unless the
Shares are
subdivided, consolidated, reclassified or otherwise changed at the same time and in the same manner.

Amendment.The provisions attached to the Special Shares may be changed only with the approval of two-thirds of the votes cast at a
meeting of the holders thereof.

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Directors

The Corporation's constating documents provide that the Corporation shall have a minimum of three directors and a maximum of
10 directors. The Directors supervise the activities and manage the affairs of the Corporation.

Directors
are appointed at each annual meeting of Shareholders to hold office for a term expiring at the close of the next annual meeting.

Non-Certificated Inventory System

Registration of interests in and transfers of the Shares are generally made through the non-certificated inventory system
administered by CDS (the "Non-Certificated Inventory System"). Shares are normally purchased, transferred and surrendered for redemption through a participant in the CDS depository
service. Accordingly, Shareholders ordinarily exercise their rights through, and all payments or other property to which the Shareholder is entitled, are made or delivered by, CDS or the CDS
participant through which the Shareholder holds the Shares. Ordinarily, upon purchase of any Shares, the Shareholder will receive only a customer confirmation from the registered dealer which is a CDS
participant and from or through which the Shares are purchased.

Registrar and Transfer Agent

The Registrar and Transfer Agent for the Shares is Computershare Investor Services Inc., at its principal office in Toronto,
Ontario.

MANAGEMENT

Directors and Officers

The Board of Directors is responsible for the management of the Corporation. The Corporation has an Audit Committee, a Compensation
Committee, a Governance and Nominating Committee and an Environmental Health and Safety Committee and may establish such other committees as the Board of Directors deems appropriate from time
to time.

The
following table sets out, for each of the individuals who serve as the Directors and executive officers of the Corporation, the person's name, municipality of residence, position
held, principal occupation and Committee memberships. Each of the Directors was elected for a term expiring at the following annual meeting, or upon the election of his successor.

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Name and Municipality
of Residence

Offices Held

Principal OccupationKeith A. Carrigan(4)
Caledon, Ontario
Canada

Director, Vice-Chairman & Chief Executive Officer, BIN; President, BFI Canada

Vice-Chairman & Chief Executive Officer, BINCharles F. Flood(4)
Fort Worth, Texas
United States

Director & Vice-Chairman, BIN; President and Chief Executive Officer, IESI

President and Chief Executive Officer, IESIJoseph D. Quarin
Toronto, Ontario
Canada

President & Chief Operating Officer, BIN

President & Chief Operating Officer, BINThomas J. Cowee
Colleyville, Texas
United States

Vice President & Chief Financial Officer, BIN; Vice President, Chief Financial Officer, Treasurer and Assistant Secretary, IESI

Vice President & Chief Financial Officer, BINMichael G. DeGroote Sr.(1)(2)
Naples, Florida
United States

Director

InvestorDaniel M. Dickinson(1)(2)(3)
Northfield, Illinois
United States

Director

Managing Partner, Thayer/Hidden Creek PartnersJames J. Forese(1)(2)(3)(4)
Naples, Florida
United States

Director, Non-Executive Chairman

Operating Partner and Chief Operating Officer, Thayer/Hidden Creek PartnersDaniel R. Milliard(1)(2)(3)(4)
Port Carling, Ontario
Canada

Director

Corporate DirectorDouglas Knight(1)(2)(3)
Toronto, Ontario
Canada

Director

Executive


Notes (1)Mr. Daniel
R. Milliard is the chair of the Governance and Nominating Committee of our Board of Directors. Mr. Daniel M. Dickinson,
Mr. Daniel R. Milliard, Mr. James J. Forese, Mr. Michael G. DeGroote Sr. and Mr. Douglas Knight are members of the Governance and Nominating Committee.(2)Mr. Daniel
M. Dickinson is the chair of the Compensation Committee of our Board of Directors. Mr. Daniel M. Dickinson, Mr. Daniel R.
Milliard, Mr. James J. Forese, Mr. Michael G. DeGroote Sr. and Mr. Douglas Knight are members of the Compensation Committee.(3)Mr. Douglas
Knight is the chair of the Audit Committee of our Board of Directors. Mr. Daniel M. Dickinson, Mr. Daniel R. Milliard,
Mr. James J. Forese, and Mr. Douglas Knight are members of the Audit Committee.(4)Mr. Charles
F. Flood is chair of the Environmental Health & Safety Committee. Mr. Keith Carrigan, Charles F. Flood, James J. Forese and
Daniel R. Milliard are members of the Environmental Health & Safety Committee.(5)Mr. David
Sutherland-Yoest was appointed as a director and Executive Vice President and Chief Development Officer on July 5, 2010 in
connection with the Corporation's merger with WSI. Mr. David Sutherland-Yoest resigned his positions with the Corporation on March 17, 2011.


Biographies

The following are brief profiles of the Directors of the Corporation and the executive officers named above.

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Mr. Carrigan has been the Vice-Chairman and Chief Executive Officer and Director of BIN and its predecessors since
the June 2000 acquisition of their assets from Allied Waste Industries, Inc. and its affiliates. He was responsible for successfully acquiring, assimilating and improving the operations
of BIN after the acquisition. Prior to joining BIN, Mr. Carrigan was involved in the development and/or management of various non-hazardous solid waste management and recycling
businesses. Mr. Carrigan has been involved with the solid waste management industry for most of his career, which spans more than 30 years. Most notably, he was Vice President of Waste
Management, Inc. in the United States, and President of Waste Management of Canada Corporation.



Mr. Forese is currently the Non-Executive Chairman and Director of BIN. Mr. Forese has been a member of the
Board of Directors since 2005. Mr. Forese joined Thayer -- Hidden Creek Partners in July 2003 and currently serves as an Operating Partner and Chief Operating Officer. From 1996 to 2003,
Mr. Forese worked for IKON Office Solutions, most recently as the Chairman and Chief Executive Officer. Prior to joining IKON, Mr. Forese spent 36 years with IBM Corporation, most
recently as Chairman of IBM Credit Corporation. In addition, Mr. Forese held numerous other positions during his tenure at IBM Corporation including as a senior executive with IBM World Trade
Europe/Middle East/Africa and IBM World Trade Americas, President of the Office Products Division, Corporate Vice President and Controller and Corporate Vice President of Finance. Mr. Forese
currently serves on the board of directors of SFN Corporation, as Non-Executive Chairman, a member of the board of directors of MISTRAS Group, Inc. as Chairman of the Audit
Committee, and a member of the board of directors of RRTS Corporation. Mr. Forese earned a B.E.E. in Electrical Engineering from Rensselaer Polytechnic Institute and an M.B.A. from
Massachusetts Institute of Technology.



Mr. Flood has been a member of the Board of Directors since BIN's inception and its President from January 2005 to
November 2010. Mr. Flood is one of the founders of IESI and has been IESI's Chief Executive Officer, President and a member of IESI's board of directors since IESI's inception. From 1989
to 1995, he was employed with Waste Management, Inc. as Group President from 1993 to 1995 in
the northeastern United States and Canada, Regional Vice President from 1991 to 1993 in the south central United States and as Vice President of Operations in Texas from 1989 to 1991.
Mr. Flood was President of Laidlaw Waste Services' U.S. solid waste operations from 1986 to 1987. Mr. Flood was President of U.S. and Canadian solid waste operations of GSX
Corporation from 1984 to 1986. Mr. Flood was the Region Vice President of the Southern Region of SCA Services, Inc., from 1976 to 1984. Mr. Flood has over 40 years of
experience in the solid waste management industry. He has a B.Sc. in Education from the University of Miami and is currently chairman and a Director of the Detachable Container Association.
Mr. Flood is also a past director and past Chairman for the Environmental Industry Association, the parent of the National Solid Waste Management Association and Waste Equipment Technology
Association.

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Mr. Dickinson has been a member of the Board of Directors since 2005. He has been employed since 2001 by, and is currently a
Managing Partner of Thayer/Hidden Creek Partners, a private equity investment firm located in Washington, D.C. Prior to joining Thayer/Hidden Creek Partners, Mr. Dickinson spent
15 years in mergers and acquisitions, most recently as Co-Head of Global Mergers & Acquisitions at Merrill Lynch. Mr. Dickinson is on the board of directors of
Caterpillar Inc. and MISTRAS Group, Inc. He has a J.D. and an M.B.A. from The University of Chicago and a B.S. in Mechanical Engineering and Materials Science, magna cum laude, from Duke
University.



Mr. Milliard has been a member of the Board of Directors since April 2002. He previously served as President and Chief
Executive Officer of Sunwell Technologies Inc. from August 2007 to September 2008, as Chief Legal and Business Development Officer at Charles Cole Memorial Hospital from
July 2005 to June 2006, and Interim Chief Executive Officer of Natural Convergence Inc. from December 2003 to May 2004. Mr. Milliard was Chief Executive
Officer of GT Group Telecom Inc. from September 1999 to February 2003 and President, Chief Operating Officer and a director of Hyperion Communications from May 1992 to
March 1999 and from March 1999 to August 1999 Vice Chairman and President. Mr. Milliard has been awarded the Chartered Director designation and the Human Resources and
Compensation Committee Certified designation from McMaster University's Directors College programs. Mr. Milliard was Chief Executive Officer of GT Group Telecom Inc. which, in
June 2002, while Mr. Milliard was acting in that capacity, made a proposal under theCompanies' Creditors Arrangement Act("CCAA"). GT
Group Telecom Inc. emerged from CCAA court protection in February 2003 and was acquired by 360 Networks.



Mr. Knight has been a member of the Board of Directors since November 2007. He is President of St. Joseph Media, a
position he has held since 2006. A graduate of the University of Toronto and the London School of Economics, he is the former Publisher and CEO of both The Financial Post and Toronto Sun. He was also
the founding chair and CEO of ImpreMedia, LLC in New York. He has served on the boards of public and private companies in Canada and the U.S., including Xstrata Canada Corporation and
Alliance Atlantis Motion Picture Distribution in Toronto, Core Communications in Washington D.C. and IBT Technologies in Austin, Texas. He has also served as chair, vice-chair or
director with numerous arts, industry and community organizations. He is currently Chair of the Governor General's Performing Arts Awards Foundation in Ottawa and a director of Writer's Trust
of Canada.



Mr. DeGroote was non-executive Chairman of Waste Services, Inc. from October 2008 until its
acquisition by BIN in July 2010. He has over 35 years of involvement with the waste management industry. Under Mr. DeGroote's leadership, Laidlaw Inc., became the third
largest waste management company in North America. After selling his controlling interest in Laidlaw to Canadian Pacific in 1988, Mr. DeGroote was appointed to CP's Board of Directors until he
resigned in 1990. Mr. DeGroote was made an Officer of the Order of Canada in 1991 and holds an Honorary Doctorate degree from McMaster University in Hamilton, Ontario.



Mr. Cowee has been Vice President and Chief Financial Officer of BIN and its predecessors since January 2007, Chief
Financial Officer since September 2005 and IESI's Chief Financial Officer, Senior Vice President, Treasurer and Assistant Secretary since 2000. From 1997 to 2000, Mr. Cowee was IESI's
Chief Financial Officer, Vice President, Treasurer and Secretary. From 1995 to 1997, he was Assistant Corporate Controller of USA Waste Services, Inc. Prior to that, beginning in 1979,
Mr. Cowee held various positions with Waste Management, Inc.: from 1994 to 1995, he was Division Vice President and Controller in its Texas operations, and from 1993 to 1994, he was Vice
President and Regional Controller in its Pennsylvania Hauling

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Region  East
Group. Mr. Cowee has over 30 years of financial management experience in the solid waste management industry. Mr. Cowee has a
B.Sc. in accounting from Ohio State University.



Mr. Quarin has been President and Chief Operating Officer of BIN since November 16, 2010. Previously he was Executive
Vice President and Canadian Chief Operating Officer of BIN since September 2005, and Vice President Finance of BFI Canada Holdings from July 2000 to February 2002 and Chief
Financial Officer of BFI Canada Holdings from February 2002 to September 2005. Prior to July 2000, Mr. Quarin was an associate with NB Capital Partners from
February 2000 to July 2000, and from June 1995 to January 2000, Mr. Quarin held various positions, including manager, senior manager and vice president, with KPMG
Corporate Finance Inc. Mr. Quarin has an M.B.A. from the Richard Ivey School of Business, a B.Comm. from Queen's University, and is a Chartered Accountant.

The
directors and senior executive officers of BIN and its subsidiaries, as a group, as of March 31, 2011, beneficially own, directly or indirectly, or exercise control or
direction over, approximately 1,300,000 Shares, representing approximately 1.0% of the outstanding Shares.

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MARKET FOR SECURITIES

The Shares are listed and traded on the TSX and the NYSE under the symbol "BIN". The following table sets forth the reported price
ranges in Canadian dollars and trading volumes for the Shares on the TSX from January 1, 2010 to December 31, 2010.

Toronto Stock ExchangeMonth (2010)

High (C$)

Low (C$)

VolumeJanuary

$
18.06

$
16.75


4,562,392February

$
18.68

$
16.88


5,943,209March

$
18.69

$
17.40


4,701,087April

$
20.33

$
17.44


4,111,268May

$
21.73

$
19.54


4,739,835June

$
22.49

$
19.94


3,916,270July

$
23.89

$
20.44


5,227,181August

$
25.38

$
22.10


3,943,774September

$
25.29

$
22.60


7,528,867October

$
24.67

$
22.72


3,099,699November

$
24.21

$
21.92


4,017,481December

$
24.51

$
22.25


3,367,279


The
following table sets forth the reported price ranges in U.S. dollars and trading volumes for the Shares on the NYSE from January 1, 2010 to
December 31, 2010.

New York Stock ExchangeMonth (2010)

High ($)

Low ($)

VolumeJanuary

$
17.52

$
15.82


6,308,750February

$
17.74

$
15.82


4,687,075March

$
18.19

$
17.10


4,169,443April

$
20.21

$
17.30


7,195,764May

$
20.68

$
18.17


5,772,976June

$
22.06

$
18.92


4,356,614July

$
22.87

$
19.28


9,561,898August

$
23.85

$
21.12


6,013,046September

$
24.29

$
22.07


7,226,563October

$
23.74

$
22.34


4,252,160November

$
23.87

$
21.60


6,822,791December

$
24.56

$
21.90


6,631,477


MATERIAL CONTRACTS

The following are the only material contracts, other than contracts entered into in the ordinary course of business, which have been
entered into by the Corporation and its subsidiaries within the most recently completed fiscal year or before the most recently completed fiscal year but still in force and
in effect:



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AUDIT COMMITTEE INFORMATION

The Audit Committee of the Board of Directors is presently comprised of the following members: Mr. Douglas Knight (Chair),
Mr. James J. Forese, Mr. Daniel R. Milliard, Mr. Daniel M. Dickinson. Each member of the Audit Committee is independent and financially literate within the meaning of applicable
securities laws including National Instrument 52-110 Audit Committeesof the Canadian
Securities Administrators, as amended from time to time.

Relevant Education and Experience

Each member of the Audit Committee has acquired significant financial experience and exposure to accounting and financial issues.

Mr. Knight
is President of St. Joseph Media, Inc. Mr. Knight has previously served as Chairman and Chief Executive Officer of ImpreMedia, LLC in
New York, Publisher and Chief Executive Officer of The Financial Post and of The Toronto Sun in Toronto.

Mr. Forese
served as Chairman and Chief Executive Officer of IBM Credit Corporation and Chairman and Chief Executive Officer of IKON Office Solutions for five years.
Mr. Forese also previously held the positions of Corporate Vice President, Finance and Corporate Vice President and Controller with IBM Corporation. He holds an M.B.A. from Massachusetts
Institute of Technology.

Mr. Milliard
previously served as an executive officer of two public companies. He was the Chief Executive Officer of GT Group Telecom Inc. and was at various times Vice
Chairman, President, Chief Operating Officer and a director of Hyperion Communications. Mr. Milliard holds a B.S. in Business Administration, a M.A. in Business and a J.D. in Law.
Mr. Milliard is a graduate of The Directors College Chartered Director program.

Mr. Dickinson
is currently a Managing Partner of Thayer/Hidden Creek Partners. Mr. Dickinson spent 15 years in mergers and acquisitions, most recently as
Co-Head of Global Mergers & Acquisitions at Merrill Lynch and is on the board of directors of Caterpillar Inc. He has a J.D. and an M.B.A. from The University of Chicago and
a B.S. in Mechanical Engineering and Materials Science, magna cum laude, from Duke University.

Pre-Approval Policies and Procedures

The Audit Committee has established a policy of pre-approving all non-audit services to be performed for the
Corporation by its external auditors, subject to a review of the compatibility of the non-audit engagement with the external auditors' independence. The Committee may not engage the
external auditors to perform those specific non-audit services proscribed by law or regulation. The Committee may delegate authority to one or more members with respect to the authority to
grant pre-approvals of permitted non-audit services, to the extent permitted by applicable law.

Audit Fees

Deloitte & Touche LLP billed the Corporation and its subsidiaries C$2,577,548 and C$1,842,823 for 2010 and 2009,
respectively, for audit services.

Audit-Related Fees

Deloitte & Touche LLP billed the Corporation and its subsidiaries C$107,960 and C$172,667 for 2010 and 2009,
respectively, for audit-related services.

Tax Fees

Deloitte & Touche LLP billed the Corporation and its subsidiaries C$194,658 and C$131,695 for 2010 and 2009,
respectively, for tax compliance, tax advice and tax planning services.

All Other Fees

Not applicable.

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Audit Committee Charter

The charter of the Audit Committee is attached to this annual information form as Schedule "A".

INTERESTS OF EXPERTS

Deloitte & Touche LLP, Independent Registered Chartered Accountants, Licensed Public Accountants, is the auditor of the
Corporation and prepared an auditor's report dated March 9, 2011 in respect of the Corporation's consolidated financial statements with accompanying notes as at and for the years ended
December 31, 2010 and 2009 and the Corporation's internal controls over financial reporting at December 31, 2010. Deloitte & Touche LLP is independent with respect to the
Corporation within the meaning of the Rules of Professional Conduct of the Institute of Chartered Accountants of Ontario.

BDO
Seidman, LLP, an independent registered public accounting firm, audited the consolidated financial statements of WSI as of December 31, 2009 and 2008 and for each of
the three years in the period ending December 31, 2009, and the effectiveness of WSI's internal control over financial reporting as of December 31, 2009, which were incorporated by
reference in the BAR dated September 10, 2010 relating to the Corporation's merger with WSI.

Crowe
Horwath LLP, an independent audit firm, audited the combined financial statements of Commercial Clean-up Enterprises, Inc. and We Haul of South
Florida, Inc. at September 30, 2008 and for the nine month period then ended, which were incorporated by reference in the BAR.

Crowe
Horwath LLP, an independent audit firm, audited the financial statements of Miami-Dade County Operations (a division of Republic Services of Florida, a
limited partnership) at September 30, 2009 and for the nine month period then ended and at December 31, 2008 and for the years then ended which were incorporated by reference in
the BAR.

ADDITIONAL INFORMATION

Additional information including the Corporation's directors' and officers' remuneration and indebtedness, principal holders of the
Corporation's securities and securities authorized for issuance under equity compensation plans, if applicable, will be contained in the Corporation's information circular for its next annual meeting
of Shareholders, to be held later in 2011.

Additional
financial information is provided in the Corporation's audited consolidated financial statements for the year ended December 31, 2010 and the management's discussion
and analysis related thereto in the Corporation's annual report for the year ended December 31, 2010.

You
may access further information about the Corporation including disclosure documents, reports, statements or other information that the Corporation files with the Canadian securities
regulatory authorities through SEDAR at www.sedar.com and on the Corporation's web site at www.iesi-bfc.com.

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SCHEDULE A  AUDIT COMMITTEE CHARTER    IESI-BFC LTD. (the "Corporation")    AUDIT COMMITTEE CHARTER

1.     RESPONSIBILITY

The Audit Committee is responsible for representing and assisting the Board of Directors of the Corporation
(the "Board") in fulfilling its oversight responsibilities in relation to:



2.     MEMBERS

The Board of Directors of the Corporation shall appoint a minimum of three directors to be members of the Audit Committee. The members of the Audit Committee
shall be selected by the Board on recommendation of the Governance and Nominating Committee of the Board, and shall be selected based upon the following, to the extent that the following are required
under applicable law;



For
the purpose of this Charter, the term "Independent Director" shall mean a director that satisfies both the standards set forth in
National Instrument 52-110 Audit Committeesof the Canadian Securities Administrators
("NI 52-110") and applicable New York Stock Exchange listing standards, as amended or replaced from time to time. The term
"financially literate" shall have the meaning attributed thereto in NI 52-110, and shall at a minimum require the ability to read and
understand the Corporation's basic financial statements.

The
term "accounting or related financial experience" shall mean the ability to analyze and interpret a full set of financial statements,
including the notes thereto, in accordance with generally accepted accounting principles ("GAAP"), according to which the Corporation's financial
statements are prepared and have such other accounting or related financial management expertise that is in accordance with the rules and regulations of the US Securities and Exchange Commission and
applicable New York Stock Exchange listing standards.

3.     CHAIRMAN

Each year, the Board of Directors of the Corporation shall appoint one member to be Chairman of the Audit Committee. If, in any year, the Board of Directors of
the Corporation does not appoint a Chairman, the incumbent Chairman shall continue in office until a successor is appointed.

4.     TENURE

Each member shall hold office until his or her term as a member of the Audit Committee expires or is terminated.

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5.     REMOVAL AND VACANCIES

Any member may be removed and replaced at any time by the Board. The Board shall fill vacancies in the Audit Committee by appointment from among the members of
the Board. If a vacancy exists on the Audit Committee, the remaining members may exercise all its powers so long as a quorum remains in office.

6.     DUTIES

The Audit Committee shall have the duties set out below as well as any other duties that are specifically delegated to the Audit Committee by the Board.



The Auditor is ultimately accountable to the Audit Committee as representatives of the shareholders of the Corporation. Accordingly, the Audit Committee shall
evaluate and be responsible for the Corporation's relationship with the Auditor. Specifically, the Audit Committee shall:



At least annually, and before the Auditor issues its report on the annual financial statements, the Audit Committee shall:





The Audit Committee shall, after taking into account the opinions of management, evaluate the performance of the Auditor and the engagement partner/lead partners
and shall rotate the engagement partner/lead partners when required or necessary.



The Audit Committee shall pre-approve the retaining of the Auditor for any non-audit service, provided that no approval shall be provided
for any service that is prohibited under the rules of the Canadian Public Accountability Board or the Independence Standards of the Canadian Institute of Chartered Accountants. Before the retaining of
the Auditor for any non-audit service, the Audit Committee shall consider the compatibility of the service with the Auditor's independence. The Audit Committee may pre-approve
the retaining of the Auditor for the engagement of any non-audit services by establishing policies and procedures to be followed prior to the appointment of the Auditor for the provision
of such non-audit services. In addition, the Audit Committee may delegate to one or more members the authority to pre-approve the retaining of the Auditor for any
non-audit service to the extent permitted by applicable law. Between scheduled Audit

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Committee
meetings, the Chair of the Audit Committee subject to the policy approved by the Board, is authorized to pre-approve audit or non-audit service engagement fees and
terms. At the next Audit Committee meeting, the Chair of the Audit Committee will report to the Audit Committee any such pre-approval given.



The Audit Committee shall meet privately with the Auditor as frequently as the Audit Committee feels is appropriate for the Audit Committee to fulfill its
responsibilities (which shall not be less frequently than quarterly) to discuss any items of concern to the Audit Committee or the Auditor, such as:



The Audit Committee shall review a summary of the Auditor's audit plan in advance for each audit.



The Audit Committee has the direct responsibility for approving the Auditor's fee. In approving the Auditor's fee, the Audit Committee should consider, among
other things, the number and nature of reports issued by the Auditors, the quality of the internal controls, the size, complexity and financial condition of the Corporation and the extent of internal
audit and other support provided by the Corporation to the Auditor.



The Audit Committee shall review the annual audited financial statements, together with the Auditor's report thereon, before recommending them for approval by the
Board, to assess whether or not they present fairly in all material respects in accordance with GAAP the financial condition, results of operations and cash flows of the Corporation. The Audit
Committee shall also review the MD&A relating to the annual audited financial statements.

In
conducting their review, the Audit Committee should:



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The Audit Committee shall also engage the Auditor to review the interim financial statements prior to the Audit Committee's review of such financial statements.
The Audit Committee should discuss the interim financial statements and related MD&A with management and the Auditor and, if satisfied that the interim financial statements present fairly in all
material respects in accordance with GAAP the financial condition, results of operations and cash flows, approve the interim financial statements and review the related MD&A on behalf of
the Board.



The Audit Committee should generally discuss earnings releases, as well as the nature of financial information and earnings guidance provided to analysts and
rating agencies in accordance with the Corporation's disclosure policy.



The Audit Committee shall review all other financial statements of the Corporation that require approval by the Board before they are released to the public,
including, without limitation, financial statements for use in
prospectuses or other offering or public disclosure documents and financial statements required by regulatory authorities.



The Audit Committee shall review the mandate of the internal audit function, the budget, planned activities and organizational structure of the internal audit
function to ensure that it is independent of management and has sufficient resources to carry out its mandate.

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The members shall meet privately with management as frequently as the Audit Committee feels is appropriate to fulfill its responsibilities, which shall not be
less frequently than quarterly, to discuss any areas of concern to the Audit Committee or management.

The
Audit Committee shall, subject to regulatory or professional guidelines, recommend to the Board policies relating to hiring former partners or employees of the Auditor who were
engaged on the Corporation's account.



The Audit Committee shall review with management the adequacy of the internal controls that have been adopted to safeguard assets from loss and unauthorized use
and ensure the accuracy of the financial records.

The
Audit Committee shall review with management the controls and procedures that have been adopted to ensure the disclosure of all material information about the Corporation and its
subsidiaries that is required to be disclosed under applicable law or the rules of those stock exchanges on which securities of the Corporation are listed or quoted.



The Audit Committee shall review with legal counsel any legal matters that may have a significant effect on the Corporation's financial statements. The Audit
Committee should review with legal counsel material inquiries received from regulators and governmental agencies. The Audit Committee shall review any material matters arising from any known or
suspected violation of the Corporation's Code of Conduct and any material concerns regarding questionable accounting or auditing matters raised through the Corporation's ethics response line.



The Audit Committee shall meet periodically with management to discuss the Corporation's policies with respect to risk assessment and management.



The Audit Committee shall review the status of taxation matters of the Corporation.



The Audit Committee shall obtain confirmation from the Chief Executive Officer and the Chief Financial Officer (and considering the external auditors'
comments, if any, thereon) to their knowledge that:





The Audit Committee shall approve the appointment and replacement of the Chief Financial Officer and review with the Chief Financial Officer the appointment and
replacement of other members of senior management who will be involved in financial reporting.

The
Audit Committee shall, in conjunction with the Governance and Nominating Committee, review succession plans for the Chief Financial Officer and the Controller.

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7.     COMPLAINTS PROCEDURE

The Audit Committee shall establish a procedure for the receipt, retention and follow-up of complaints received by the Corporation regarding
accounting, internal controls, disclosure controls or auditing matters and a procedure for the confidential, anonymous submission of concerns by employees of the Corporation regarding accounting,
internal controls, or auditing matters.

8.     REPORTING

The Audit Committee shall report to the Board on:



9.     REVIEW AND DISCLOSURE

This Charter should be reviewed by the Audit Committee at least annually and be submitted to the Governance and Nominating Committee for consideration with such
amendments as the Audit Committee proposes and for recommendation to the Board for approval with such further amendments as the Governance and Nominating Committee proposes.

This
Charter may also be posted on the Corporation's Web site.

10.   MEETINGS

The time and place at which meetings of the Audit Committee shall be held, and procedures at such meetings shall be determined from time to time by, the Audit
Committee, unless otherwise determined by the by-laws of the Corporation; provided that notice of every such meeting shall be given to the auditors of the Corporation, and provided further
that meetings shall be convened whenever requested by the auditors or any member of the Audit Committee in accordance with theBusiness Corporations
Act(Ontario).

The
Secretary of the Corporation shall, upon the request of the Audit Committee Chairman, any member of the Audit Committee, the external auditors of the Corporation, the President and
Chief Executive Officer of the Corporation or the Chief Financial Officer of the Corporation, call a meeting of the Audit Committee by letter, telephone, facsimile, telegram or other communication
equipment, by giving at least 48 hours notice, provided that no notice of a meeting shall be necessary if all of the members are present either in person or by means of conference telephone or
if those absent have waived notice or otherwise signified their consent to the holding of such meeting.

Any
member of the Audit Committee may participate in the meeting of the Audit Committee by means of conference telephone or other communication equipment, and the member participating in
a meeting pursuant to this paragraph shall be deemed, for purposes hereof, to be present in person at the meeting.

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The
Audit Committee may invite such officers, directors and employees of the Corporation and its subsidiaries and the external auditors of the Corporation as it may see fit, from time to
time, to attend at meetings of the Audit Committee.

A
quorum for the transaction of business of the Audit Committee shall consist of two members of the Audit Committee.

11.   RETENTION OF EXPERTS

The Audit Committee may engage such special legal, accounting or other experts, without Board approval and at the expense of the Corporation, as it considers
necessary to perform its duties.

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SCHEDULE B  CREDIT RATINGS

Credit ratings are intended to provide investors with an independent measure of the credit quality of an issue of securities and are
indicators of the likelihood of payment and of the capacity and willingness of a company to meet its financial commitment on an obligation in accordance with the terms of the obligation.

DBRS's
long-term credit ratings are on a rating scale that ranges from AAA to D, which represents the range from highest to lowest quality of securities rated. DBRS's BBB
(low) rating assigned to the Corporation's senior secured series B debenture is the fourth highest of the 10 rating categories for long-term debt. Debt securities rated "BBB"
are of adequate credit quality and protection of interest and principal is considered acceptable, but the obligor is fairly susceptible to adverse changes in financial and economic conditions, or
there may be other adverse conditions present which reduce the strength of the obligor. A reference to "high" or "low" reflects the relative strength within the rating category.

S&P's
long-term credit ratings are on a rating scale that ranges from AAA to D, which represents the range from highest to lowest quality of securities rated. S&P's buyer
rating of BB+ assigned to our IRBs is the fifth highest rating of 10 major rating categories. A "BB" rating indicates that the obligor's capacity to meet its financial commitment is less
vulnerable, but that the obligation is somewhat more susceptible to adverse effects of changes in circumstances and economic conditions than obligations in higher
rated categories. S&P uses "+" or "-" designations to indicate the relative standing of securities within a particular rating category.

Credit
ratings are not recommendations to purchase, hold or sell securities and do not address the market price or suitability of a specific security for a particular investor. Credit
ratings may not reflect the potential impact of all risks on the value of securities. In addition, real or anticipated changes in the rating assigned to a security will generally affect the market
value of that security. We cannot assure you that a rating will remain in effect for any given period of time or that a rating will not be revised or withdrawn entirely by a rating agency in
the future.

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