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                                                                       EXHIBIT 1

                           [MAGNA INTERNATIONAL LOGO]

                            MAGNA INTERNATIONAL INC.



                             ANNUAL INFORMATION FORM





                                  MAY 17, 2004


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                            MAGNA INTERNATIONAL INC.

                             ANNUAL INFORMATION FORM

                                TABLE OF CONTENTS

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                                                                            PAGE
                                                                            ----
<S>                                                                         <C>
FORWARD-LOOKING STATEMENTS                                                     2
ITEM 1.   CORPORATE STRUCTURE                                                  3
ITEM 2.   GENERAL DEVELOPMENT OF THE BUSINESS                                  3
            OVERVIEW                                                           3
            RECENT TRENDS IN THE AUTOMOTIVE INDUSTRY                           5
            OUR BUSINESS STRATEGY                                              8
            OPERATING STRUCTURE AND PRINCIPLES                                 9
            RECENT DEVELOPMENTS IN OUR BUSINESS                               11
            SPIN-OFF OF MI DEVELOPMENTS INC. AND MAGNA
              ENTERTAINMENT CORP.                                             14
ITEM 3.   DESCRIPTION OF THE BUSINESS                                         15
            PUBLIC AUTOMOTIVE SYSTEMS GROUPS                                  15
            WHOLLY-OWNED AUTOMOTIVE SYSTEMS GROUPS                            20
            CORPORATE AND OTHER                                               23
            RESEARCH AND DEVELOPMENT                                          23
            MANUFACTURING AND ENGINEERING                                     24
            HUMAN RESOURCES                                                   24
            COMPETITION                                                       27
            SALES AND MARKETING                                               27
            ENVIRONMENTAL MATTERS                                             28
            INTELLECTUAL PROPERTY                                             29
            RISK FACTORS                                                      29
ITEM 4.   SELECTED CONSOLIDATED FINANCIAL DATA                                35
ITEM 5.   MANAGEMENT'S DISCUSSION AND ANALYSIS                                36
ITEM 6.   DESCRIPTION OF CAPITAL STRUCTURE                                    36
ITEM 7.   MARKET FOR SECURITIES                                               39
ITEM 8.   DIRECTORS AND OFFICERS                                              40
ITEM 9.   CORPORATE CONSTITUTION                                              43
ITEM 10.  LEGAL PROCEEDINGS                                                   46
ITEM 11.  INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS          47
ITEM 12.  TRANSFER AGENT AND REGISTRAR                                        47
ITEM 13.  ADDITIONAL INFORMATION                                              47
SCHEDULE A - PRINCIPAL SUBSIDIARIES                                           49
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In this Annual Information Form, when we use the terms "we", "us", "our",
"Company" and "Magna", we are referring to Magna International Inc. and its
subsidiaries and jointly controlled entities, unless the context otherwise
requires.

All references in this Annual Information Form to calendar years are references
to our years ending after December 31, 1998 and all references to fiscal years
are references to years ending on July 31 of the year named. All references to
"$" or "dollars" are references to U.S. dollars, unless otherwise specified.


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                           FORWARD-LOOKING STATEMENTS

The contents of this Annual Information Form contain statements that, to the
extent they are not recitations of historical fact, constitute "forward-looking
statements", within the meaning of applicable securities legislation.
Forward-looking statements may include financial and other projections, as well
as statements regarding our future plans, objectives or economic performance, or
the assumptions underlying any of the foregoing. We use words such as "may",
"would", "could", "will", "likely", "expect", "anticipate", "believe", "intend",
"plan", "forecast", "project", "estimate" and similar expressions to identify
forward-looking statements. Any such forward-looking statements are based on
assumptions and analyses made by us in light of our experience and our
perception of historical trends, current conditions and expected future
developments, as well as other factors we believe are appropriate in the
circumstances. However, whether actual results and developments will conform to
our expectations and predictions is subject to a number of risks, assumptions
and uncertainties. These risks, assumptions and uncertainties include, but are
not limited to:

o    global economic conditions causing decreases in production volumes;

o    pressure from our customers to reduce our prices;

o    pressure from our customers to absorb certain fixed costs;

o    increased product warranty and recall costs and increased product liability
     risks;

o    the impact of financially distressed automotive components sub-suppliers;

o    our dependence on outsourcing by automobile manufacturers;

o    rapid technological and regulatory changes;

o    increased crude oil and energy prices;

o    raw materials prices and availability;

o    our dependence on certain customers and vehicle programs;

o    fluctuations in relative currency values;

o    unionization activity at our facilities;

o    the threat of work stoppages and other labour disputes;

o    the highly competitive nature of the auto parts supply market;

o    program cancellations and delays in launching new programs;

o    delays in constructing new facilities;

o    changes in governmental regulations;

o    the impact of environmental regulations; and

o    our relationship with our controlling shareholder.

In evaluating any forward-looking statements in this Annual Information Form,
you should specifically consider the various factors, including those contained
under the heading "ITEM 3. DESCRIPTION OF THE BUSINESS - RISK FACTORS" below,
which could cause actual events or results to differ materially from those
indicated by our forward-looking statements. Unless otherwise required by
applicable securities laws, we do not intend, nor do we undertake any
obligation, to update or revise any forward-looking statements contained in this
Annual Information Form to reflect subsequent information, events or
circumstances or otherwise.


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ITEM 1.   CORPORATE STRUCTURE

ISSUER

We were incorporated under the laws of the Province of Ontario, Canada on
November 16, 1961. Our charter documents currently consist of restated articles
of incorporation dated July 25, 2001, which were issued pursuant to the BUSINESS
CORPORATIONS ACT (Ontario).

Our registered and head office is at 337 Magna Drive, Aurora, Ontario L4G 7K1.

SUBSIDIARIES

A list of our principal subsidiaries and their respective jurisdictions of
incorporation as of January 3, 2004 is set forth on Schedule A. Our legal
structure (including that of our subsidiaries) is not necessarily indicative of
our operational structure.

ITEM 2.   GENERAL DEVELOPMENT OF THE BUSINESS

                                    OVERVIEW

Our operations are conducted through our global automotive systems groups, as
well as corporate and other ancillary operations. Until August 29, 2003, we had
non-automotive operations, which were conducted through Magna Entertainment
Corp.

AUTOMOTIVE OPERATIONS

We are the most diversified automotive supplier in the world. We design, develop
and manufacture automotive components, assemblies, modules and systems, and
engineer and assemble complete vehicles. Our products and services are sold
primarily to manufacturers of cars and light trucks in North America, Europe,
South America and Asia. As at December 31, 2003, we employed approximately
74,400 employees and operated 207 manufacturing facilities as well as 49 product
development and engineering facilities, in 22 countries.

Our manufacturing, product development and engineering facilities are
organized as autonomous operating divisions. Each division is currently under
one of seven automotive systems groups, three of which are publicly traded
companies, in which we have a controlling interest through voting securities,
and four of which are organized among our wholly-owned subsidiaries.

PUBLIC AUTOMOTIVE SYSTEMS GROUPS

o    DECOMA INTERNATIONAL INC. - Decoma designs, engineers and manufactures a
     variety of automotive exterior components and systems, including fascias
     (bumpers), front and rear end modules, plastic body panels, roof modules,
     exterior trim components and systems, sealing and greenhouse systems, and
     lighting components. Decoma operates 49 manufacturing, engineering and
     product development facilities (including one multi-group facility) in
     North America, Europe and Asia.

o    INTIER AUTOMOTIVE INC. - Intier is a global full service supplier and
     integrator of automotive interior and closure components, systems and
     modules, including cockpit, sidewall, overhead and complete seating
     systems, seat hardware and mechanisms, floor carpet and vehicle acoustics,
     cargo management systems, latching systems, window regulator systems, wiper
     systems, power sliding doors and liftgates, mid-door and door module
     technologies and electro-mechanical systems. Intier operates 71
     manufacturing facilities (including one joint venture facility with Magna
     Steyr) and 17 product development, engineering and testing centres
     (including one joint venture facility with Magna Steyr and one multi-group
     facility) in North America, Europe, South America and Asia.


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o    TESMA INTERNATIONAL INC. - Tesma designs, engineers, tests and manufactures
     engine, transmission and fueling components, assemblies, modules and
     systems for cars and light trucks. Tesma operates 28 manufacturing
     facilities (including three facilities acquired after December 31, 2003
     upon the acquisition of Davis Industries) in North America, Europe, Asia
     and South America, as well as five focused tooling, design and research and
     development centers supporting its three product technologies groups -
     Tesma Engine Technologies, Tesma Transmission Technologies and Tesma Fuel
     Technologies.

WHOLLY-OWNED AUTOMOTIVE SYSTEMS GROUPS

o    MAGNA STEYR - Magna Steyr is the automotive industry's leading assembler of
     low-volume derivative, specialty and other vehicles for automobile
     manufacturers. Magna Steyr also provides complete vehicle design,
     engineering, validation and testing services. Magna Steyr operates five
     manufacturing and assembly facilities (including one joint venture facility
     with Intier and one joint venture facility with Cosma) and seven
     engineering and testing facilities (including one joint venture facility
     with Intier and one multi-group facility) in Europe, North America and
     Asia.

o    MAGNA DRIVETRAIN - Magna Drivetrain, which was formed in early 2004, is one
     of the world's most advanced developers and suppliers of complete
     drivetrain technologies, including four-wheel and all-wheel drive systems,
     as well as axle and suspension modules. Magna Drivetrain operates three
     manufacturing facilities and one engineering and testing facility in Europe
     and North America.

o    MAGNA DONNELLY - Magna Donnelly manufactures exterior and interior mirror,
     interior lighting and engineered glass systems, including advanced
     electronics. Magna Donnelly operates 26 manufacturing facilities and three
     engineering and testing facilities in North America, Europe and Asia.

o    COSMA INTERNATIONAL - Cosma manufactures a comprehensive range of stamped,
     hydroformed and welded metal body components, assemblies and modules. Cosma
     operates 36 manufacturing facilities and 10 engineering and testing
     facilities (including one joint venture facility with Magna Steyr) in North
     America, Europe and Asia.

For financial reporting purposes, Magna Steyr's results and Magna Drivetrain's
results are reported as one financial reporting segment, and Magna Donnelly's
results and Cosma's results are reported in our "Other Automotive Operations"
financial reporting segment.

CUSTOMERS

In North America, our primary customers are the "big three" North American
automobile manufacturers and their North American operating divisions and
subsidiaries, which are General Motors (including Isuzu and Suzuki),
DaimlerChrysler (including Mitsubishi) and Ford (including Mazda). Our North
American customers also include certain North American subsidiaries of
foreign-based automobile manufacturers, such as Honda, BMW, Toyota, Volkswagen
and Nissan. Our North American consolidated production sales accounted for
approximately 55% and 58% of our consolidated sales for each of 2003 and 2002,
respectively.

In Europe, our customers include most of the significant automobile
manufacturers, such as DaimlerChrysler (including Mitsubishi), General Motors
and its European affiliates (including Opel and Saab), Ford and its European
affiliates (including Jaguar, Volvo and Land Rover), BMW, Volkswagen (including
Audi, Skoda and SEAT), Renault/Nissan, Fiat, Toyota and Honda. Our European
consolidated production and assembly sales accounted for approximately 35% and
30% of our consolidated sales for 2003 and 2002, respectively, and have
increased, principally through acquisitions and also through internal growth,
from $79 million in fiscal 1993 to approximately $5.4 billion in calendar 2003.

Worldwide sales to DaimlerChrysler, General Motors and Ford represented
approximately 28%, 24% and 19%, respectively, of our consolidated sales in 2003.

See "ITEM 3.  DESCRIPTION OF THE BUSINESS" below.


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NON-AUTOMOTIVE OPERATIONS

Until August 29, 2003, we had non-automotive operations, which were conducted
through Magna Entertainment Corp. Magna Entertainment is North America's number
one owner and operator of thoroughbred racetracks, based on revenues, and one of
the world's leading suppliers, via simulcasting, of live racing content to the
growing inter-track, off-track and account wagering markets. We transferred our
controlling equity interest in Magna Entertainment to MI Developments Inc. in
connection with the reorganization and subsequent spin-off of MI Developments.
Since the spin-off transaction, we no longer have any significant non-automotive
operations. See "SPIN-OFF OF MI DEVELOPMENTS INC. AND MAGNA ENTERTAINMENT CORP."
below.

                    RECENT TRENDS IN THE AUTOMOTIVE INDUSTRY

A number of trends have had a significant impact on the global automotive
industry in recent years, including:

o    increased pressure by automobile manufacturers on automotive components
     suppliers to reduce their prices and bear additional costs;

o    globalization and consolidation of the automotive industry, including both
     automobile manufacturers and automotive components suppliers;

o    the evolving role of independent automotive components suppliers and their
     progression up the "value chain";

o    increased outsourcing and modularization of vehicle production;

o    increased prevalence of lower volume "niche" vehicles built off high-volume
     global vehicle platforms; and

o    growth of foreign-based automobile manufacturers in North America and
     Europe.

INCREASED PRESSURE ON AUTOMOTIVE COMPONENTS SUPPLIERS TO REDUCE PRICES AND BEAR
ADDITIONAL COSTS

Automobile manufacturers have sought ways in which to reduce their cost of
producing vehicles as competition for market share among these automobile
manufacturers has become more intense. In addition to seeking cost efficiencies
in their own production, marketing and administrative structures, automobile
manufacturers have placed significant pressure on automotive components
suppliers to reduce the price of the components, assemblies, modules and
systems. This price pressure has come in different forms, including through:
long-term agreements containing pre-determined price reductions for each year of
a vehicle production program; one-time price reduction demands, in addition to
those contained in any long-term agreement; pressure to absorb more design and
engineering costs previously paid for by the automobile manufacturer and to
recover these costs through amortization in the piece price of the particular
components designed or engineered by the supplier; and pressure to own and/or
capitalize tooling and recover these costs through amortization in the piece
price of the components produced by this tooling. In many cases, suppliers bear
the risk of not being able to fully recover the design, engineering and tooling
costs if the particular vehicle production volumes are lower than anticipated.
This price pressure has intensified, due to the competitive environment of the
automotive industry in North America and Europe, with some automobile
manufacturers demanding additional price reductions from their suppliers that
may go beyond existing contractual commitments. In addition, automobile
manufacturers are increasingly requesting that their suppliers bear the cost of
the repair and replacement of defective products which are either covered under
the automobile manufacturers' warranty or are the subject of a recall and which
were improperly designed, manufactured or assembled by their suppliers.

GLOBALIZATION AND CONSOLIDATION OF THE AUTOMOTIVE INDUSTRY

The automotive industry has undergone significant globalization and
consolidation of automobile manufacturers. This can be attributed to several
factors, including: increased pressure on automobile manufacturers to reduce
costs and achieve greater economies of scale; the expansion of free trade zones
between major trading partners in North America, Europe and elsewhere; the
accelerated growth of emerging markets in Asia, particularly China, and also in
India, Korea, Malaysia and Thailand; and the development of free market
economies in Eastern Europe and the

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expansion of the European Union into Eastern Europe. Some examples of the
consolidation of automobile manufacturers include:

o    the merger of Daimler-Benz and Chrysler, and the acquisition by
     DaimlerChrysler of a significant equity interest in Mitsubishi;

o    the acquisition by Ford of Jaguar, Volvo, Land Rover and Aston Martin, and
     a significant equity interest in Mazda;

o    the acquisition by General Motors of Saab and equity interests in Fuji
     Heavy Industries Inc. (the maker of Subaru vehicles), Isuzu, Fiat and a
     company that owns and operates certain assets of the former Daewoo Motor
     Company; and the development of a relationship between General Motors and
     Suzuki;

o    the acquisition by Renault of a significant equity interest in Nissan and
     the acquisition by Nissan of an equity interest in Renault;

o    the acquisition by Volkswagen of SEAT, Skoda, Bentley, Lamborghini and
     Bugatti; and

o    the acquisition by BMW of the MINI and the Rolls Royce brands.

The cost pressures that have caused this consolidation have also stimulated the
development by automobile manufacturers of global vehicle platforms. In order to
achieve economies of scale on a global basis, automobile manufacturers, together
with their global affiliates and partners, have developed vehicles based on
common platforms that share many components, including engine and powertrain
variations, but have distinct styling, different branding and are produced in
different parts of the world. The development of these "world cars" results in
significantly reduced design, development and engineering costs and maximizes
automobile manufacturers' purchasing power with respect to raw materials and the
components required in vehicle production.

A recent example of the globalization of the automotive industry has been the
expansion of automobile manufacturers into China, principally through joint
ventures with Chinese partners, to service the growing needs of the local market
and to take advantage of lower costs of production for components that can be
exported to other markets. For example, the Chinese government recently
established local manufacturing content requirements for automobile
manufacturers, which are expected to increase component production and assembly
in China. In addition, certain major automobile manufacturers have announced
plans to significantly increase their automobile production capacity in China
over the next few years.

The globalization and consolidation of the automobile industry, together with
the adoption of just-in-time manufacturing processes and delivery techniques,
have fostered the globalization of automotive components suppliers. In order to
be responsive to the needs of their customers, primary or "Tier 1" suppliers to
automobile manufacturers are required to have the financial strength, technical
capabilities and geographic reach required to support the design, engineering,
manufacturing, sales and program support needs of automobile manufacturers in
most of the countries in which they operate. In addition, as automobile
manufacturers have adopted just-in -time manufacturing processes and delivery
techniques, Tier 1 suppliers have been increasingly required to locate their
facilities close to their customers' manufacturing plants in various parts of
the world.

EVOLVING ROLE OF INDEPENDENT AUTOMOTIVE COMPONENTS SUPPLIERS

Historically, automotive components suppliers had a relatively limited role in
the vehicle development process. Development of a vehicle from concept to
production often took seven to eight years, with automobile manufacturers
designing and engineering the vehicle as a whole, as well as many of the
specific components required to make the vehicle. Automobile manufacturers also
performed a significant portion of the quality control testing and component
sub-assembly required. The role of their suppliers was limited to manufacturing
components in accordance with the design and engineering specifications supplied
by automobile manufacturers, which often purchased the same parts from different
suppliers, including affiliated component suppliers. The components delivered to
the automobile manufacturers often formed part of significant inventories stored
by the automobile manufacturers.


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Currently, Tier 1 suppliers are increasingly engaged in higher value-added
activities, which more closely resemble the activities which were traditionally
performed by automobile manufacturers. Tier 1 suppliers are increasingly
involved at early stages in the design, engineering and development of
components and systems and have assumed increased responsibility for
sub-assembly work, systems integration, quality control testing and component
and system validation. In some cases, suppliers have assumed responsibility for
designing, engineering, developing and assembling significant parts of vehicles,
and even complete vehicles.

INCREASED OUTSOURCING AND MODULARIZATION OF VEHICLE PRODUCTION

In recent years, automobile manufacturers have increased their outsourcing of
components, assemblies, modules and systems. The primary factors driving this
outsourcing have been the need by automobile manufacturers to reduce costs,
minimize the time required to bring a new vehicle to market, capitalize on the
technical and engineering expertise of Tier 1 suppliers and minimize capital
expenditures. For example, the typical time frame for designing new vehicles has
significantly reduced, from about 48 to 60 months down to about 18 to 36 months.
Additional factors affecting the decision to outsource include the degree of
unutilized capacity in automobile manufacturers' manufacturing facilities,
restrictions in collective bargaining agreements and the impact of outsourcing
on labour relations.

The significant cost and competitive pressures faced by automobile
manufacturers combined with the expansion in the capabilities of their
suppliers and the trend toward outsourcing has increasingly resulted in
automobile manufacturers outsourcing production of larger assemblies and
portions or "modules" of vehicles to their Tier 1 suppliers. This
modularization of production enables automobile manufacturers to achieve
significant cost savings, by taking advantage of their suppliers' lower
variable costs, and has simplified the vehicle assembly process and reduced
the automobile manufacturers' fixed cost investments.

In order to properly manage the production of outsourced modules, Tier 1
suppliers have had to expand their capabilities and expertise. For example,
module suppliers require program management expertise in order to manage large
number of sub-suppliers that had previously been managed by automobile
manufacturers, as well as extensive logistics capabilities to coordinate
just-in-time deliveries from these sub-suppliers and just in time deliveries to
automobile manufacturers. Tier 1 suppliers have also had to develop a broader
technical understanding of systems beyond their own products, as well as an
understanding of the process of integrating various automotive systems in order
to ensure the proper fit, finish and functioning of the modules supplied by
them. As Tier 1 suppliers have successfully managed the challenges posed by
modularization, automobile manufacturers have begun sourcing increasingly
larger, more complex modules (with increased content and features) as well as
management or integration of complete systems to their most capable suppliers.

INCREASED PREVALENCE OF LOWER VOLUME "NICHE" VEHICLES

To remain competitive, automobile manufacturers continue to broaden the range of
vehicles they offer, to differentiate their products from those of their
competitors, to expand the number of market segments in which they compete, to
extend the life of their existing vehicle platforms, to respond to lifestyle
trends and to meet the tastes of consumers. This has caused automobile
manufacturers to increase their reliance on lower volume, derivative or "niche"
vehicles. Niche vehicles are new vehicle models that are built based on existing
vehicle platforms, and usually consist of convertibles, sports cars and
all-wheel drive and four-wheel drive sports utility or cross-over vehicles.
Automobile manufacturers are also "refreshing" more of their existing models
during the program life and developing model variants with factory-installed
performance and styling packages. This trend toward niche vehicles provides
those Tier 1 suppliers that have capabilities resembling those of automobile
manufacturers with increased opportunities to provide complete vehicle
engineering and assembly services.

GROWTH OF FOREIGN-BASED AUTOMOBILE MANUFACTURERS IN NORTH AMERICA AND EUROPE

North American subsidiaries of foreign-based automobile manufacturers (primarily
Japanese, Korean and European) have increased their production to approximately
27% of aggregate North American car and light truck production in 2003, which is
up from approximately 25% in 2002. These automobile manufacturers are expected
to increase their North American production volumes, which will be achieved
through the expansion of existing assembly facilities and the construction of
new assembly facilities. A number of factors, including the improving quality
and cost effectiveness of North American automotive suppliers, currency
fluctuations, the loosening of the


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traditional Japanese "keiretsu" supplier relationships and the North American
Free Trade Agreement, are expected to cause foreign-based automobile
manufacturers to rely on increased outsourcing to increase the North American
content of their vehicles. Accordingly, these foreign-based automobile
manufacturers represent significant growth potential for North American
automotive components suppliers.

In addition, foreign-based automobile manufacturers (primarily Japanese and
Korean) have recently increased their manufacturing capacity in Europe
through joint ventures with local partners and new facilities. These
automobile manufacturers are expected to continue to increase their European
production. The increased strength of the euro and the establishment of a
common market throughout the European Union has assisted their growth in
Europe. Accordingly, these foreign-based automobile manufacturers represent
significant growth potential for European automotive components suppliers.

                              OUR BUSINESS STRATEGY

To capitalize on the recent trends in the automotive industry, our business
strategy is to achieve and maintain a leading global position with all major
automobile manufacturers in North America, Europe and Asia, as a full service
supplier of metal body and structural systems, interior and exterior modules,
mirrors and electronics, engine and powertrain modules, and drivetrain
components, with vehicle engineering and assembly, program management and
systems integration capabilities. The most significant elements of this business
strategy are described below.

o    WE SEEK TO CAPITALIZE ON OUR EXISTING CUSTOMER RELATIONSHIPS AND EXPAND
     RELATIONSHIPS WITH OUR CUSTOMERS, IN ORDER TO INCREASE THE DOLLAR VALUE OF
     OUR CONTENT PER VEHICLE. We currently possess a major market share in each
     product area in which we compete and maintain strong relationships with
     most major automobile manufacturers in North America and Europe and, to a
     lesser extent, in Korea, Japan and China. As a result of these
     relationships, we have increased the dollar value of our content per
     vehicle in North America from approximately $126 in fiscal 1993 to
     approximately $529 in calendar 2003, which represents a compound annual
     growth rate of approximately 15%, and in Europe from approximately $6 in
     fiscal 1993 to approximately $331 in calendar 2003, which represents a
     compound annual growth rate of approximately 47%. We are pursuing new
     programs and take-over business from our customers, including foreign-based
     automobile manufacturers with facilities in North America, Europe and Asia,
     to further increase our market penetration and content per vehicle in these
     markets.

o    WE INTEND TO CAPITALIZE ON OUR TOTAL VEHICLE COMPETENCE IN ORDER TO ENHANCE
     OUR COMPETITIVE ADVANTAGE. We have the expertise to work with our customers
     from concept to completion, from the design and engineering of a complete
     vehicle and its systems through to its final assembly. Magna Steyr is a
     leading supplier of advanced, total vehicle engineering and is the world's
     largest independent assembler of complete vehicles. In addition, our other
     automotive systems groups produce components, modules and systems for many
     of the key areas of the entire vehicle. As a result, we have the broadest
     and deepest product range among the global automobile components suppliers.

o    WE INTEND TO LEVERAGE OUR PROVEN EXPERTISE IN COORDINATING THE DESIGN,
     ENGINEERING, MANUFACTURE, INTEGRATION AND ASSEMBLY OF MODULES IN ORDER TO
     FURTHER BENEFIT FROM THE TREND TOWARDS INCREASED OUTSOURCING OF LARGER
     MODULES. Our automotive systems groups are industry leaders in the
     engineering, development and production of a number of different types of
     modules, including front and rear-end modules, door modules, complete
     integrated interiors, seating modules, mirror modules, engine-cover
     modules, all-wheel drive modules and complete body in white. We intend to
     continue coordinating our product design, engineering, manufacturing and
     testing resources, and further refining our logistics, supply chain
     management, program management and systems integration skills, in order to
     enable us to supply a larger number of increasingly complex modules. We
     also plan to continue fostering cross-group cooperation on modules in order
     to maximize our content in each module we supply and to continue to
     capitalize on our position as the most diversified supplier in the
     automotive industry.


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o    WE PLAN TO MAINTAIN A STRONG BALANCE SHEET AND EXPLOIT OUR RELATIVE
     FINANCIAL STRENGTH IN ORDER TO PURSUE OPPORTUNITIES FOR NEW VEHICLE
     PROGRAMS, AS WELL AS TO ACQUIRE NEW TECHNOLOGIES AND STRATEGIC ASSETS. We
     maintain a strong balance sheet, with little debt and significant cash
     reserves, as well as strong cash flow. Our financial strength provides
     comfort to our customers about our ability to support major vehicle
     programs, which enhances our ability to pursue such programs, as well as
     "take-over" business from our competitors. We also intend to take advantage
     of our financial resources to acquire new technologies and strategic assets
     that complement our current portfolio of automotive technologies or expand
     our product breadth, provided that any such acquisition furthers our
     overall business strategy and enhances our long-term earnings growth.

o    WE INTEND TO MAINTAIN A STRONG FOCUS ON TECHNOLOGY-DRIVEN GROWTH. We
     believe that one of the cornerstones of our past success has been our
     commitment to research, development and technological innovation. This
     commitment is enshrined in our Corporate Constitution, which requires us to
     allocate annually a minimum of 7% of our pre-tax profits (as defined in the
     Corporate Constitution) to research and development. Our focus on utilizing
     new technologies and processes in the development of a wide range or
     proprietary products has accounted for much of our strong financial
     performance over the last number of years. We intend to maintain our focus
     on technology-driven growth and our commitment to research, development and
     technology innovation in order to maintain our leading position in a number
     of product categories and remain in a position to offer our customers a
     competitive advantage through our technology.

o    WE PLAN TO CONTINUE TO INVEST IN TECHNICAL SKILLS TRAINING AS WELL AS
     TRAINING FOR OUR MANAGERS AND EMPLOYEES. We believe that the most
     successful companies are those which are most successful in attracting,
     retaining and motivating skilled and entrepreneurial employees and
     management. We believe that we have one of the most skilled labour pools in
     the industry, particularly tool and die makers, as well as automotive
     technicians and engineers. We intend to continue expanding this pool of
     skilled employees and managers as a source of significant competitive
     advantage, by providing extensive training through apprenticeships,
     technical training centers and management centers.

o    WE INTEND TO CONTINUE PROMOTING OUR ENTREPRENEURIAL CULTURE. We have
     developed an entrepreneurial culture based on key principles such as
     functional decentralization, which we believe increases flexibility,
     customer responsiveness and productivity, as well as profit-based
     compensation programs, which more directly align the interests of our
     employees and shareholders. We believe that our operating principles and
     culture have formed one of the cornerstones of our past success and we
     intend to continue promoting them to help achieve continued success in the
     future.


                     OPERATING STRUCTURE AND PRINCIPLES

DECENTRALIZATION

We follow a corporate policy of functional and operational decentralization,
which we believe increases flexibility, customer responsiveness and
productivity. Our operating structure contains three levels of management -
divisional management, automotive systems group management and our executive
management. Our manufacturing and assembly operations are conducted through
divisions, each of which is an autonomous operating unit and profit center under
the authority of a general manager. The general manager of each division has the
discretion to determine rates of pay, hours of work, sources of supply and
contracts to be performed, within the framework of our Corporate Constitution
and our Employee Charter. All of our divisions are organized along global
product lines under one of the seven automotive systems groups. The management
of each of our automotive systems groups is responsible for coordinating product
development, finance and marketing, as well as maximizing manufacturing
efficiencies in the divisions comprising the group. Each of our automotive
systems groups interfaces with its customers and provides assistance and advice
to its respective divisions. Our executive management coordinates advanced
systems development and manufacturing, ensures customer satisfaction and
interfaces with the investment community. Our executive management is also
responsible for our long-term strategic planning and future growth, as well as
monitoring the performance of the management of each of the automotive systems
groups.


                                       9
<Page>


SPINCOS

In 1982, our shareholders approved our "spinco" policy of developing our
operating groups into self-sufficient public companies. The objective of this
spinco policy, which is in furtherance of our commitment to decentralization,
was to establish one or more operating groups as separate public corporations,
or "spincos", over a period of time, while we remain as a major shareholder.
Guidelines to implement our spinco policy were approved by our shareholders in
December 1987. Under these guidelines, each spinco must have a corporate
constitution and share structure similar to ours and be comprised of independent
operating units that are supported by the spinco's operations, marketing and
financial management resources and executive management. Our role is to provide
operations, technical, marketing and financial management and other services
from time to time to each spinco for an agreed upon affiliation fee. Management
and employees of each spinco are to be provided an opportunity and encouraged to
invest in the equity of such spinco through compensation and profit incentive
programs similar to ours. In addition, to the extent practicable, our
shareholders and the employees of each spinco will be provided an opportunity to
invest in the initial public offering of each spinco. We created our first
spinco when Tesma completed an initial public offering on July 31, 1995. Decoma
subsequently completed its initial public offering on March 2, 1998 and Intier
completed its initial public offering on August 9, 2001. We continue to evaluate
the possibility and potential timing of the spin-off of our wholly-owned
automotive systems groups.

We believe that the establishment of Tesma, Decoma and Intier as separate public
companies has facilitated, and for future spincos will facilitate, access to
external capital markets. This may be required to enable Tesma, Decoma, Intier
and other future spincos to take advantage of increased outsourcing by
automobile manufacturers. The establishment of these spincos also allows each of
them to take full advantage of the corporate policies and principles that have
been the cornerstone of our past growth and success.

REORGANIZATIONS

In recent years, we completed a series of corporate reorganizations intended to
organize our automotive business along global product lines, to align our
non-automotive operations under Magna Entertainment and to align substantially
all of our automotive real estate under MI Developments.

For example, in January 2001, we sold the assets of our Magna Exterior
Systems group and the shares of Decoma Exterior Trim Inc. to Decoma in order
to align all of our automotive exterior operations under Decoma. In February
2001, we reorganized our automotive operations into five global automotive
systems groups and we completed the spin-off of Intier shortly thereafter.
Following the completion of the acquisition of Donnelly Corporation in
October 2002, we completed a reorganization of our existing and acquired
mirrors operations in order to create a sixth automotive systems group, Magna
Donnelly. In addition, if and when we complete the recently announced
transaction with DaimlerChrysler regarding our purchase of the business of
New Venture Gear, Inc., we intend to reorganize all of our drivetrain
operations under our seventh automotive systems group, Magna Drivetrain. See
"RECENT DEVELOPMENTS IN OUR BUSINESS - Creation of Global Automotive Systems
Groups" below.

Between 1998 and 2003, we transferred substantially all of our real estate and
non-automotive assets to MI Developments. Further to a commitment made to our
shareholders in calendar 1998, all of our non-automotive assets (including
non-automotive real estate) were transferred to Magna Entertainment. In August
2003, we divested all of our ownership interests in MI Developments and Magna
Entertainment in a spin-off transaction. See "SPIN-OFF OF MI DEVELOPMENTS INC.
AND MAGNA ENTERTAINMENT CORP." below.

OPERATING PRINCIPLES

We are committed to a number of operating principles, including employee
equity participation and profit sharing, incentive-based management
compensation and an employee charter. See "ITEM 3. DESCRIPTION OF THE
BUSINESS - HUMAN RESOURCES" below.


                                       10
<Page>



                       RECENT DEVELOPMENTS IN OUR BUSINESS

CREATION OF GLOBAL AUTOMOTIVE SYSTEMS GROUPS

In order to respond to the globalization of the automotive industry and
diversify our customer and product base, we developed and implemented a
European expansion strategy beginning in fiscal 1994. To assist in
implementing this strategy, Frank Stronach, who is currently our Chairman,
Interim Chief Executive Officer and Interim President, moved to Europe during
fiscal 1994 and agreed through Stronach & Co., a Swiss partnership in which
Mr. Stronach is the general partner, to provide business development and
consulting services to our European and other affiliates and to develop and
coordinate global strategies, identify and evaluate potential acquisitions,
business alliances and technologies, develop and recruit technical management
for deployment throughout our worldwide operations, implement our successful
operating principles outside North America, enhance our good relations with
foreign automobile manufacturers and governments and further develop our
international presence. Stronach & Co. and Mr. Stronach continue to provide
business development and consulting services to our European and other
affiliates. As a result of these initiatives, we significantly expanded our
operations outside of North America between fiscal 1994 and calendar 1999 by
acquiring 51 manufacturing facilities in Europe. This European expansion has
enabled us to replicate our North American product offerings in Europe and
has resulted in the increase of our European consolidated production and
assembly sales from $79 million in fiscal 1993 to approximately $5.4 billion,
or 35% of total consolidated sales, in calendar 2003.

In February 2001, we initiated a reorganization with the aim of consolidating
our operations and aligning our automotive products under one of five global
automotive systems groups focused on providing large vehicle modules and systems
in each key vehicle area. These groups included the public automotive systems
groups, which were Decoma and Tesma, and the wholly-owned automotive systems
groups, which were Magna Steyr, Cosma and an interior systems group. Our
interior systems group was created at that time by reorganizing our former Atoma
Closure and Electronic Systems, Magna Seating Systems and Magna Interior Systems
groups into a single group, which is now known as Intier Automotive Inc. At the
same time, our Board of Directors, acting on the basis of a report and
recommendations of a special committee of members of our Board of Directors,
approved the spin-off of our interior systems group. In August 2001, we
completed the spin-off of Intier by way of an initial public offering of
5,476,191 of its Class A Subordinate Voting Shares.

In October 2002, we added a sixth automotive systems group, Magna Donnelly, by
combining our existing mirrors operations with those acquired through the
acquisition of Donnelly Corporation. For financial reporting purposes, Magna
Donnelly's results are aggregated with those of Cosma in our "Other Automotive
Operations" financial reporting segment.

In early 2004, we established a seventh automotive systems group, Magna
Drivetrain, based on the powertrain operations of Magna Steyr. If and when we
complete the recently announced transaction with DaimlerChrysler regarding our
purchase of the business of New Venture Gear, we expect that it will form
part of Magna Drivetrain. See "Strategic Acquisitions and Divestitures" below.

NEW PRODUCTS AND TECHNOLOGIES

We believe that a significant portion of our internally generated product growth
in recent years has been due to our design and engineering capabilities and
product innovation, which generally results in complex and highly engineered
products which generate better returns than commodity-type products. This
product innovation has resulted in the introduction of a number of significant
automotive products and technologies in recent years, including:


                                       11
<Page>



<Table>
<Caption>
Automotive Systems Group         Recent Product and Technology Innovations
------------------------         -----------------------------------------
<S>                              <C>
Decoma International Inc.        o    lightweight and technologically advanced
                                        running boards
                                 o    composite tonneau covers
                                 o    front-end modules

Intier Automotive Inc.           o    new membrane seat technology
                                 o    power liftgates, developed in conjunction with
                                        DaimlerChrysler, and power sliding doors
                                 o    Fold and Tumble(TM) seating mechanisms
                                 o    Tailgate Swing Up(TM) seat
                                 o    pedestrian protection system
                                 o    obstacle detection system for windows and doors

Tesma International Inc.         o    torque converter damper assemblies
                                 o    electric water pumps
                                 o    "high speed" balance shaft driven oil pumps
                                 o    continuously variable intake manifolds
                                 o    camshaft torque cancellation sprockets

Magna Steyr                      o    Dynamic Compound Axle for sport utility vehicles,
                                        vans and pick-up trucks
                                 o    liquid hydrogen fuel storage system, developed

Magna Drivetrain                 o    highly-engineered and precision-manufactured
                                        transfer cases and power take-off units

Magna Donnelly                   o    exterior and interior electrochromic  mirrors
                                        with SPM(TM) technology and third surface
                                        reflector technology
                                 o    modular added-feature mirrors
                                 o    Display-On-Demand(TM) technology

Cosma International              o    resistance brazed spot welding
                                 o    hot forming
                                 o    remote laser welding
                                 o    advanced high-strength steels
</Table>

See "ITEM 3. DESCRIPTION OF THE BUSINESS" below.

STRATEGIC ACQUISITIONS AND DIVESTITURES

In August 2003, we distributed to our shareholders 100% of MI Developments,
which owns substantially all of our automotive real estate and all of our former
controlling equity interest in Magna Entertainment. See "SPIN-OFF OF MI
DEVELOPMENTS INC. AND MAGNA ENTERTAINMENT CORP." below.

In January 2004, Tesma completed the acquisition of Davis Industries, Inc., a
powertrain components and assemblies supplier with three manufacturing plants
in Indiana and Tennessee and an engineering center in Michigan, for a
purchase price of approximately $75 million, consisting of $45 million paid in
cash and $30 million of assumed debt. This acquisition increases Tesma's
manufacturing capabilities in the United States, including the south,
providing Tesma with a closer presence to some of its non-traditional
customers. The transaction also improves the balance of Tesma's North
American operations between Canada and the United States.

In January 2004, we acquired a 51% interest in I&T Group, which is located in
Siegendorf, Austria and produces flat flexible cables for the automotive
industry, for total consideration of approximately $43 million, consisting
of $10 million paid in cash and $33 million of assumed debt.

                                       12
<Page>


We recently announced that we have signed an agreement with DaimlerChrysler
Corporation, by which we would acquire the worldwide operations of
DaimlerChrysler Corporation's wholly-owned subsidiary, New Venture Gear, Inc.
The U.S. operations will be acquired by a new joint venture, named New
Process Gear, Inc., which will initially be owned 80% by us and 20% by
DaimlerChrysler Corporation and will have facilities in Syracuse, New York
and Troy, Michigan. The European operation, located in Roitzsch, Germany,
will be acquired by us directly. We will acquire the remaining interest in
New Process Gear in September 2007. The total purchase price payable by us
for 100% of the New Venture Gear business is approximately $435 million,
based on New Venture Gear's financial position at December 31, 2003 and is
subject to various price adjustments to reflect changes since that date and
certain other matters. The purchase price will be satisfied through a $75
million cash payment (subject to adjustment) at closing and notes that are
payable over the period ending December 30, 2008. The notes consist of four
notes in the amount of $40 million each that are payable on January 1 in each
of 2005, 2006, 2007 and 2008, a fifth note in the amount of $150 million that
is payable on December 30, 2008 and a sixth note in the amount of $95 million
that is also payable on December 30, 2008. Because the first five notes
represent fixed payments in the future, they have been discounted to $280
million. We may either issue these five notes in satisfaction of $280 million
of the purchase price, or elect to pay an additional $280 million in cash on
closing. The sixth note for $95 million will be issued in payment for
DaimlerChrysler Corporation's interest in New Process Gear when it exits the
joint venture, which is currently expected to occur in September 2007. This
note, which also represents a fixed payment in the future, has been
discounted to $80 million. All adjustments to the purchase price as well as
any variance from $280 million in the value of the first five notes up to the
time of closing will be satisfied in cash at closing. New Venture Gear is a
leading supplier of transfer cases and other drivetrain products in North
America, with 2003 sales of approximately $1.5 billion. Its customers include
DaimlerChrysler Corporation, General Motors, Ford, Volkswagen and Porsche.
The business consists of a 1.8 million square foot manufacturing facility in
Syracuse, New York, which will be leased by DaimlerChrysler Corporation to
New Process Gear; a 95,000 square foot manufacturing facility in Roitzsch,
Germany, which is being acquired by us; and a research & development center
and sales office in Troy, Michigan, which New Venture Gear currently leases
from a third party. New Venture Gear currently employs approximately 4,000
employees. The completion of the transaction is subject to various
conditions, including obtaining all necessary antitrust and other regulatory
and third party approvals, as well as reaching a satisfactory collective
bargaining agreement with the UAW. If and when the transaction is completed,
we expect that the New Venture Gear business will form part of Magna
Drivetrain.

In the future, we will continue to consider acquisitions of new technologies
and strategic assets that complement our current portfolio of automotive
technologies or expand our product breadth, provided that any such
acquisition furthers our overall business strategy and enhances our long-term
earnings growth. We will also continue to consider joint ventures with other
suppliers in order to increase our business opportunities in various regions
and enhance our relationships with certain automobile manufacturers. We
analyze all potential acquisitions, joint ventures and other capital
investments using a strict return on funds employed criteria in order to
maximize shareholder returns and generate strong earnings growth. However,
we expect that we will continue to expand primarily through greenfield
operations.

FINANCING AND SECURITIES TRANSACTIONS

In March 2003, Decoma issued Cdn$100 million of unsecured, subordinated
Convertible Debentures bearing interest at 6.5% and maturing March 31, 2010. The
Convertible Debentures are convertible at the option of the holder at any time
into Decoma's Class A Subordinate Voting Shares at a fixed conversion price of
Cdn$13.25 per share. All or part of the Convertible Debentures are redeemable at
Decoma's option between March 31, 2007 and March 31, 2008 if the weighted
average trading price of Decoma's Class A Subordinate Voting Shares is not less
than Cdn$16.5625 for the 20 consecutive trading days ending five trading days
preceding the date on which notice of redemption is given. Subsequent to March
31, 2008, all or part of the Convertible Debentures are redeemable at Decoma's
option at any time. On redemption or maturity, Decoma will have the option of
retiring the Convertible Debentures with Class A Subordinate Voting Shares in
which case the number of Class A Subordinate Voting Shares issuable is based on
95% of the trading price of Decoma's Class A Subordinate Voting Shares for the
20 consecutive trading days ending five trading days prior to the date fixed for
redemption or maturity. In addition, Decoma may elect from time to time to issue
and deliver freely tradeable Class A Subordinate Voting Shares to a trustee in
order to raise funds to satisfy the obligation to pay interest on the
Convertible Debentures.


                                       13
<Page>

In April 2003, we extended for another year our Cdn$500 million revolving credit
facility with a syndicate of Canadian, U.S. and European banks. This credit
facility is unsecured, except for certain internal cross-guarantees. We recently
further extended this credit facility for another year, until April 2005, for
Cdn$468 million, and are currently in discussions with our banks to increase the
credit facility to Cdn$500 million.

In August 2003, the Toronto Stock Exchange and the New York Stock Exchange
accepted notices of our intention to purchase for cancellation and/or for the
purposes of our long-term retention (restricted share) program, up to 3,000,000
of our Class A Subordinate Voting Shares, representing less than 5% of our
issued and outstanding Class A Subordinate Voting Shares, pursuant to a normal
course issuer bid. Our normal course issuer bid, which is subject to a maximum
aggregate expenditure of $200 million, commenced on August 12, 2003, following
the expiry of our prior normal course issuer bid on August 11, 2003, and will
expire no later than August 11, 2004.

During the third quarter of 2003, we converted all of the Series 1, 2 and 3
Convertible Series Preferred Shares of Decoma that we held into Class A
Subordinate Voting Shares of Decoma, at a fixed conversion price of Cdn$10.07
per Class A Subordinate Voting Share. Decoma issued to us 14,895,729 of its
Class A Subordinate Voting Shares on conversion.

During 2003, two of our subsidiaries purchased a total of 75,356 of our Class A
Subordinate Voting Shares, as well as 597,000 Class A Subordinate Voting Shares
of Decoma, 268,762 Class A Subordinate Voting Shares of Intier and 175,166 Class
A Subordinate Voting Shares of Tesma. Substantially all of these shares were
awarded to three of our executives, on a restricted basis pursuant to long-term
incentive arrangements. Such shares will become available to these executives,
subject to acceleration upon death or disability, on December 31, 2006, provided
that certain conditions are met, and are to be released in equal amounts over a
ten-year period commencing January 1, 2007, subject to forfeiture under certain
circumstances.

         SPIN-OFF OF MI DEVELOPMENTS INC. AND MAGNA ENTERTAINMENT CORP.

In July 2003, we announced that, subject to our shareholders' approval, we
proposed to spin-off to our shareholders 100% of MI Developments Inc., which
would operate as a new publicly-traded company and would own substantially all
of our automotive real estate and all of our controlling equity interest in
Magna Entertainment Corp. The spin-off transaction was expected to enhance our
shareholder value by: unlocking the unrecognized value of our real estate
business and non-automotive assets through a distribution directly to our
shareholders; increasing our return on assets through a separation of the
lower-return assets of MI Developments and Magna Entertainment from our
automotive assets; and allowing our share valuation to be more reflective of the
valuations attributed to other companies in the automotive industry. The
spin-off transaction was recommended by a special committee of independent
directors of, and approved by, our Board of Directors, and was subsequently
approved by over 97% of the votes cast by the holders of our Class A Subordinate
Voting Shares and Class B Shares, with each class voting separately, at a
meeting held on August 19, 2003.

The transaction was effected as a return of capital to our shareholders by way
of a distribution of all of the outstanding shares of MI Developments on
September 2, 2003, on the basis of one Class A Subordinate Voting Share of MI
Developments for every two of our Class A Subordinate Voting Shares, and one
Class B Share of MI Developments for every two of our Class B shares, in each
case to our shareholders of record as of the close of business on August 29,
2003. Also on August 29, 2003, we completed a reorganization of our controlling
equity interest in Magna Entertainment, such that it became held solely by MI
Developments. As a result of these transactions, we no longer have any ownership
interest in either of MI Developments or Magna Entertainment.

We continue to occupy and use the automotive real estate owned by MI
Developments, pursuant to long-term leases. All of our automotive systems groups
and each of their divisions operate as autonomous profit centres, as did MI
Developments when it was owned by us. We have also in the past engaged in real
estate development activities directly with competitors of MI Developments.
Accordingly, we believe that the terms of our leases with MI Development are on
arm's length commercial terms.

As a result of the spin-off transaction, our financial results for 2003 have
been restated to reflect the financial results of Magna Entertainment as
discontinued operations. However, because we continue to occupy the automotive
real estate under long-term leases with MI Developments, the operations of MI
Developments' real estate business are disclosed as continuing operations in our
financial statements until August 29, 2003.


                                       14
<Page>


ITEM 3.   DESCRIPTION OF THE BUSINESS

Our operations are conducted through manufacturing, engineering and product
development facilities that are organized as autonomous operation divisions.
During 2003, we had six automotive systems groups. Three of our automotive
systems groups are publicly traded companies that are controlled by us, each of
which is a separate segment, and the other three automotive systems groups are
organized from among our wholly-owned subsidiaries, one of which is its own
financial reporting segment and the remaining two of which are combined into one
financial reporting segment. In early 2004, we created a seventh wholly-owned
automotive systems group, which is included in an existing financial reporting
segment.

Our corporate and other operations, which is a separate reportable segment,
consist of operations that support or are ancillary to our automotive operations
and, until August 29, 2003, included our automotive real estate operations.

                        PUBLIC AUTOMOTIVE SYSTEMS GROUPS

Our public automotive systems groups consist of three publicly traded companies,
in which we have controlling interests through voting securities, as follows:

o    Decoma International Inc.;

o    Intier Automotive Inc.; and

o    Tesma International Inc.

DECOMA INTERNATIONAL INC.

Decoma is a leading global manufacturer and Tier 1 supplier of automotive
exterior components and systems for cars and light trucks. As at December 31,
2003, Decoma employed approximately 15,000 employees in 49 manufacturing,
engineering and product development facilities (including two multi-group
facilities) in Canada, the United States, Mexico, Germany, Belgium, England,
Japan, France, Austria, Poland and the Czech Republic. Decoma's Class A
Subordinate Voting Shares are listed and posted for trading on the Toronto Stock
Exchange, under the trading symbol "DEC.A", and are listed and quoted on the
NASDAQ National Market, under the trading symbol "DECA". In 2003, Decoma's sales
were approximately $2.426 billion, representing approximately 16% of our
consolidated sales, and operating income was approximately $142 million.

Decoma's main product segments are:

o    fascias (bumpers);               o    front-end and rear-end modules;

o    plastic body panels;             o    exterior trim-components and systems;

o    greenhouse and sealing systems;  o    roof modules; and

o    lighting components.

Within these product segments, Decoma possesses a full range of manufacturing
and tooling capabilities. Decoma uses molding technologies such as structural
reaction injection, reaction injection, injection, compression and thermoset
molding. Decoma's metal forming processes include metal stamping, roll forming,
tube forming and stretch bending, while its extrusion processes include
co-extrusion as well as thermoset and thermoplastic extrusion. Decoma also
employs a number of finishing processes, including painting, hardcoating, chrome
plating and anodizing.

In addition to its principal manufacturing operations, Decoma designs,
engineers, manufactures, assembles and installs spoilers, rocker panels, splash
guards and air dams. In this product area, Decoma also performs in-line vehicle
system assembly work (consisting of installation of cladding, rocker panels,
spoilers, wheel flares, running boards, exhaust tips, striping decals, light
bars, tonneau covers, fascias, body side moldings, hood deflectors and grilles)
primarily for General Motors and DaimlerChrysler specialty vehicle production
programs.


                                       15
<Page>

Decoma has a diversified customer base that spans the major automotive markets
of North America and Europe. In North America, Decoma's primary customers are
the various North American operating divisions and subsidiaries of Ford, General
Motors, DaimlerChrysler, Honda, Nissan and Toyota. In Europe, Decoma's customers
include the European operating divisions and subsidiaries of DaimlerChrysler,
the Volkswagen group, Ford, Land Rover, General Motors, BMW, Volvo Truck,
Renault, MAN Truck, PSA Peugeot-Citroen, Toyota and Honda. Decoma's largest
production programs in 2003 include:

o    the Ford Explorer and Crown Victoria/Grand Marquis (in North America);

o    the DaimlerChrysler Sebring/Stratus (in North America);

o    the Mercedes-Benz C-Class (in Europe);

o    the Volkswagen group's T5 transit van (in Europe); and

o    the Opel Epsilon (in Europe).

Decoma owns minority interests in two joint ventures - Bestop, Inc. and Modular
Automotive Systems, L.L.C. Bestop is a leading North American Tier 1 supplier of
fabric tops, related framing systems and accessories for automobile
manufacturers and aftermarket applications (principally sport utility vehicles).
Decoma owns a 40% equity interest in Bestop and manages operations, while we own
the remaining 60% equity interest. Bestop has one manufacturing facility and one
product development facility. Bestop supplies the aftermarket and also supplies
automobile manufacturers, which include DaimlerChrysler, CAMI, Suzuki, Isuzu,
Toyota and Ford, from manufacturing facilities located in the State of Colorado.
Modular Automotive Systems is a Michigan-based minority controlled sequencing
and sub-assembly operation which is certified as a minority business enterprise
under the certification guidelines of the Michigan Minority Business Development
Council. Decoma owns a 40% equity interest in Modular Automotive Systems, while
Hollingsworth Logistics Group, L.L.C. and a related company own the remaining
60% equity interest in Modular Automotive Systems and maintain management
control of it. Modular Automotive Systems provides sequencing and sub-assembly
services to a number of automobile manufacturers on a minority credit basis.

Decoma's operations have grown significantly in recent years through several
strategic acquisitions. In January 2001, we sold to Decoma the assets of our
Magna Exterior Systems group and the shares of Decoma Exterior Trim, Inc.
that were not already owned by Decoma. In September 2001, Decoma purchased
the automotive lighting business of Autosystems Manufacturing, which added a
new product group to Decoma's overall exterior product mix and enhanced
Decoma's overall module capability. Decoma's automotive lighting business was
further enhanced by the acquisition of Federal-Mogul Corporation's original
equipment automotive lighting business in April 2003, consisting of a
manufacturing facility in Matamoros, Mexico, a distribution centre in
Brownsville, Texas, an assembly operation in Toledo, Ohio and certain of the
engineering operations, contracts and equipment at Hampton, Virginia. Decoma
also acquired the shares of HDO Galvano-und Oberflachentechnik GmbH, which
operated a chroming line adjacent to Decoma's Idoplas facility in Germany, in
late 2003.

INTIER AUTOMOTIVE INC.

Intier is a global full-service supplier of automotive interior and closure
components, systems and modules for cars and trucks. As at December 31, 2003,
Intier employed approximately 24,000 employees at 71 manufacturing facilities
(including one joint venture facility with Magna Steyr) and 17 product
development, engineering and testing centers (including one joint venture
facility with Magna Steyr and one multi-group facility), in Canada, the United
States, Mexico, Brazil, Germany, Austria, the United Kingdom, France, Spain,
Italy, Belgium, Poland, the Czech Republic and China. Intier's Class A
Subordinate Voting Shares are listed and posted for trading on the Toronto Stock
Exchange under the trading symbol "IAI.A" and are listed and quoted for trading
on the Nasdaq National Market under the trading symbol "IAIA". In 2003, Intier's
sales were approximately $4.654 billion, representing approximately 30% of our
consolidated sales, and operating income was approximately $124 million.


                                       16
<Page>

Intier's main product segments are:

o    complete cockpit systems;        o    seat hardware systems and mechanisms;

o    sidewall and trim systems;       o    latching systems;

o    overhead systems;                o    window systems;

o    complete seat systems;           o    system module technologies;

o    floor carpet and complete        o    electro-mechanical systems; and
     acoustic systems;

o    cargo management systems.

Intier employs a number of different technologies in its operations. For
example, seating and seating components are manufactured using both traditional
"cut & sew" technology and Intier's patented Mold-In-Place(TM) technology.
Manufacturing methods for cockpit and sidewall systems include low pressure and
injection molding, compression of molding, vacuum forming, slush molding and
spray urethane.

Intier's primary customers include DaimlerChrysler, Ford and General Motors and
their respective operating divisions and subsidiaries. Intier also supplies
products to a number of other automobile manufacturers, including BMW, the
Volkswagen group (including Porsche), Fiat, Nissan, Honda and Toyota. Examples
of some of Intier's current programs include:

o    the instrument and door panels for the BMW 6-series;

o    the complete seating system, including stow-in-floor seating, window
     regulators, power sliding doors and power liftgates, for the
     DaimlerChrysler minivan;

o    the complete seating system, door panels, overhead system, other interior
     trim and latches for the Ford Escape/Mazda Tribute sport utility vehicles;

o    the cockpit module, door panels and interior trim for the MINI by BMW;

o    the door panels and other interior trim for the BMW 3-series;

o    the complete seating system and latches for the Chrysler Pacifica;

o    the overhead system, complete seating system, window regulators, door
     panels and the interior trim on the Ford Freestar/Mercury Monterey
     minivans;

o    the interior trim, carpet and cargo system for the Mercedes-Benz A-Class;

o    the instrument panel and overhead system for the Cadillac CTS and SRX;

o    the instrument panels and door panels for the Jaguar XJ;

o    the instrument and panel for the Audi A3 and A8;

o    the door panels for the BMW 1-series;

o    latches for various Audi platforms; and

o    the mid-door module for the General Motors Hummer H2 sport utility truck.

As a result of the wide range of interior components, modules and systems that
Intier produces, combined with its engineering and program management
capabilities, Intier was selected by General Motors to manage, design and
produce the complete seats, instrument panels and overhead system for the
Chevrolet Equinox and has been named

                                       17
<Page>

as the interior integrator for the next generation General Motors small car
platform (which includes production contracts), each of which will commence
production in 2004. In 2003, Intier launched the integration of the complete
interior (including seats) of the Cadillac SRX and in 2004 will launch the
integration of the interior (excluding seats) for the Cadillac STS.

Intier participates in a number of joint ventures created to facilitate its
entry into new markets and the exchange of technical know-how and other
intellectual property and to expand its product and engineering expertise as
well as its customer base. Intier owns a 50% interest in each of the following
joint ventures:

o    the Bloomington-Normal Seating Company joint venture with Namba Press Works
     Co. Ltd., which manufactures complete seating systems in Illinois for a
     Mitsubishi/DaimlerChrysler joint venture;

o    the Shanghai Lomason Automotive Seating Company joint venture with Shanghai
     Jiao Yun Co. Ltd., which manufactures seat frames, metal stampings and
     complete aftermarket seats in China;

o    GRA-MAG Truck Interior Systems, L.L.C., a joint venture with Grammar AG,
     which supplies seating systems to the North American medium and heavy-duty
     truck market;

o    the Magna Kansei joint venture in the United Kingdom with Calsonic
     International Europe, which supplies Nissan U.K., BMW, Land Rover and
     General Motors with instrument panels, consoles and glove boxes using
     injection molding technology;

o    the Advanced Car Technology Systems (ACTS) joint venture with Magna Steyr
     in Germany, which provides component, system and full vehicle testing and
     simulation services to Intier, Magna Steyr and third parties;

o    the D-K Intier Co., Ltd. joint venture with Dong-Kwang Tech Co., Ltd. in
     South Korea, which was formed to pursue a seating program opportunity; and

o    the Uniport joint venture in France with Magna Steyr, which supplies
     complete door and tailgate modules for the DaimlerChrysler Smart Car.

In addition, we have a 32% equity interest in Camaco L.L.C, which is a
registered minority supplier of seat frames with operations located in
Columbus, Nebraska and Marianna, Arkansas and a sales and engineering office
in Novi, Michigan and which supplies seat frames to Intier and several of its
competitors. Intier has the option to purchase from us, and we have the right
to require Intier to purchase our equity interest in Camaco L.L.C., for a
nominal purchase price. Intier also has a 45% interest in Dakkota L.L.C., a
joint venture with Rush Group L.L.C. (a certified minority supplier). Dakkota
is responsible for providing sequencing, logistics management and assembly
services with respect to several programs (including the Cadillac CTS) under
which Intier is manufacturing and supplying certain interior products.

TESMA INTERNATIONAL INC.

Tesma designs, engineers, tests and manufactures engine, transmission and
fueling components, assemblies, modules and systems for cars and light trucks.
As at December 31, 2003, Tesma employed approximately 5,000 employees in 25
manufacturing facilities located in Canada (Ontario and Nova Scotia), the United
States (Michigan), Germany, Austria, South Korea, China and Brazil, and five
research and development centres supporting Tesma's three product technologies
groups. In addition, the acquisition of Davis Industries in January 2004 added
approximately 700 employees, three manufacturing facilities and one engineering
center. Tesma's Class A Subordinate Voting Shares are listed and posted for
trading on the Toronto Stock Exchange, under the trading symbol "TSM.A", and are
listed and quoted on the NASDAQ National Market, under the trading symbol
"TSMA". In 2003, Tesma's sales were approximately $1.102 billion, representing
approximately 7% of our consolidated sales, and operating income was
approximately $110 million.


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Tesma operates in three product technologies groups, as follows:

o    TESMA ENGINE TECHNOLOGIES - including: accessory and timing belt drive
     tensioner products and systems and other highly engineered drive systems
     products (overrunning alternator decoupler assemblies, idler pulley
     assemblies, multi-function crankshaft pulley assemblies and tubular
     driveshaft assemblies); steel, phenolic (plastic) and aluminum pulleys for
     virtually all engine applications (crankshafts, alternators, power steering
     pumps, air-conditioning compressors and water pumps); torsional vibration
     dampers, crankshaft isolators, and other vibration attenuation devices;
     aluminum die cast and precision machined oil pans, cam cover assemblies and
     rocker covers, and engine front cover plates; cooling system cross-over
     tubes, injection molded water outlet assemblies and thermostat housings;
     engine oil and water pump systems; and, most recently, collapsible drive
     shaft assemblies, engine balance shaft assemblies and camshaft phasing
     systems;

o    TESMA TRANSMISSION TECHNOLOGIES - including: flexplates (both one- and
     two-piece designs); die-formed/flow-formed/cast and machined transmission
     clutch housings and shaft assemblies; stamped and assembled transmission
     oil pans; aluminum die cast and machined case extensions; fineblanked
     products, including separator and backing plates; drive hubs and housings,
     pistons, damper plates, reaction and input shells, shift detent plates and
     other transmission components; torque converter damper plate assemblies;
     transmission oil pumps; servo piston and accumulator assemblies; and, most
     recently, various components (pistons, plungers and clutch housings) for
     continuously variable transmission applications, friction clutch pack
     assemblies, torque converter stator shafts and transfer case output shafts
     and flanges; and

o    TESMA FUEL TECHNOLOGIES - including: traditional automotive caps (fuel,
     radiator, coolant reservoir and oil); fuel filler inlet assemblies; vapour
     recovery valves/systems; vent, fill and spud tubes; thin-walled, stainless
     steel "cap-to-tank" fuel filler modules (integrated refueling units
     consisting of the fuel cap, filler inlet and filler pipe or tube, plus in
     some applications, "on-board refueling vapour recovery" (ORVR) system
     technology ; and, most recently, stainless steel fuel filler pipes,
     stainless steel fuel tank assemblies and fuel sender units.

Tesma employs a wide variety of different manufacturing capabilities and
processing technologies in its operations, many of which are used across
multiple product groups. Tesma's current capabilities include metal die-forming,
flow-forming, stamping and spinning, synchronous roll-forming, die-spline
rolling, precision-heavy stamping, fineblanking, steel tube bending and
end-forming, hydroforming, stainless steel plasma welding, aluminum die casting,
gravity casting and precision machining, plastic injection molding, including
plastic welding, and automated assembly. Using these metal, aluminum and plastic
processing technologies, Tesma is able to engineer and supply unique components,
assemblies and modules that offer performance, weight, cost and packaging
advantages in each of its engine, transmission and fuel technologies product
areas.

Although Tesma is principally a supplier to automobile manufacturers in North
America and Europe, it has a diversified worldwide customer base that spans
each of the four major automotive markets - North America, Europe, Asia and
South America. Tesma's primary customers in North America are General Motors,
Ford and DaimlerChrysler, including their respective operating divisions and
subsidiaries, while its European customer base is quite diversified and
includes virtually all significant automobile manufacturers with vehicle
assembly operations in Europe, the primary ones being the Volkswagen group,
DaimlerChrysler and General Motors. Tesma also delivers products to customers
in China, Japan, South Korea, Taiwan, Singapore, Indonesia, Thailand,
Philippines, Australia, Brazil, Argentina, Venezuela and South Africa.

The substantial majority of Tesma's products are engine or transmission
specific, and therefore may be installed or available as options over a variety
of vehicle platforms. Nevertheless, examples of some of Tesma's current "high
content" North American engine and transmission programs (including their
respective vehicle applications) include:

o    the General Motors L850 engine program (Saturn Ion and Vue, Chevrolet
     Cavalier and Pontiac Sunfire and Grand Am);

o    the General Motors Gen III/IV engine program (Cadillac Escalade, Chevrolet
     Silverado, Suburban and Tahoe, GMC Sierra and Yukon);



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o    the General Motors Line 6 engine program (Chevrolet Trailblazer and GMC
     Envoy);

o    the Ford Modular V8 engine program (Ford Mustang, Crown Victoria, F-Series
     pick-up trucks, Explorer, Expedition and Lincoln Navigator and Aviator);

o    the Ford 5R110 transmission program (diesel engine application for Ford's
     heavier duty F-Series trucks);

o    the General Motors 4L60 transmission program (General Motors' full-sized
     pickup and sport utility vehicle families); and

o    the Allison LT1000 transmission program (General Motors' heavier duty
     pick-up trucks and medium duty trucks).

                     WHOLLY-OWNED AUTOMOTIVE SYSTEMS GROUPS

During 2003, we had three wholly-owned automotive systems groups, which were
organized among our wholly-owned subsidiaries, as follows:

o    Magna Steyr;

o    Magna Donnelly; and

o    Cosma International.

In early 2004, we created a fourth wholly-owned automotive systems group, Magna
Drivetrain.

MAGNA STEYR

Magna Steyr is the automotive industry's leading assembler of low-volume
derivative, specialty and other vehicles for automobile manufacturers. Magna
Steyr also provides complete vehicle design, engineering, validation and
testing services. As at December 31, 2003, Magna Steyr employed approximately
8,500 employees at five manufacturing and assembly facilities (including one
joint venture facility with Intier and one joint venture facility with Cosma)
and seven engineering and testing facilities (including one joint venture
facility with Intier and one multi-group facility), located in Austria,
Germany, France, Hungary, India and the United States (excluding the
employees and facilities that are now part of Magna Drivetrain). In 2003,
Magna Steyr's sales were approximately $2.719 billion, representing
approximately 18% of our consolidated sales, and operating income was
approximately $47 million. Until Magna Drivetrain was established as a
separate automotive systems group in early 2004, the operations of Magna
Drivetrain were part of Magna Steyr (see "Magna Drivetrain" below). Magna
Steyr's results continue to include the results of Magna Drivetrain, in a
single financial reporting segment.

Magna Steyr's complete vehicle, systems and components engineering as well as
its testing capabilities enable it to participate in the vehicle and systems
concept and design process through: involvement in advance development and the
preparation of feasibility studies; the development phase, in which technical
calculations and simulations are performed and full vehicle prototypes are
built; and the vehicle testing and production planning stage.

Magna Steyr's primary customers are automobile manufacturers located in Europe,
although Magna Steyr supplies to certain automobile manufacturers in North
America. Magna Steyr currently assembles the following vehicles at its facility
in Graz, Austria, with a combined volume of approximately 100,000 vehicles in
2003, for sale to the global market for the following automotive manufacturers:

o    DaimlerChrysler: the Mercedes-Benz G-Class, E-Class and 4MATIC; 4x4 systems
     for the Mercedes-Benz C-Class and S-Class; the Jeep Grand Cherokee; and the
     Chrysler Voyager;

o    Saab: the 9(3) convertible, since the third quarter of 2003; and

o    BMW: the X3 sport activity vehicle, since the fourth quarter of 2003.



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<Page>

Magna Steyr operates a joint venture with Intier in Hambach, France which
produces complete door systems for the DaimlerChrysler SMART car, as well as
the Advanced Car Technology Systems (ACTS) joint venture which focuses on
total vehicle safety systems integration and supports Magna Steyr, Intier and
third party suppliers in the development and testing of their respective
systems and components. Magna Steyr also operates a joint venture in Hambach,
France with Cosma, which produces the complete body-in-white for the
DaimlerChrysler SMART car.

In 2002, Magna Steyr completed the acquisition from DaimlerChrysler of the
Eurostar assembly facility, located adjacent to Magna Steyr's assembly
facility in Graz, Austria. This acquisition increased Magna Steyr's assembly
capacity to approximately 200,000 vehicles per year, making it the largest
automobile manufacturer in the world without its own brand. This facility is
used for the assembly of the BMW X3 sport activity vehicle.

MAGNA DRIVETRAIN

Magna Drivetrain is a leading supplier of drivetrain components, with a focus on
all-wheel drive vehicles, including transfer cases, power take-off units, axle
differentials, all-wheel drive couplings, complete chassis modules and mass
balancing units. Magna Drivetrain was established in early 2004, based on Magna
Steyr's powertrain operations, which included, as at December 31, 2003,
approximately 1,500 employees at three manufacturing facilities and one
engineering and testing facility, which are located in Austria, Mexico and the
United States. Magna Drivetrain's results continue to be included in the results
of Magna Steyr, in a single financial reporting segment.

Magna Drivetrain supplies the following components and modules on these
programs:

o    the transfer cases for the BMW 5-series and 3-series;

o    the four-wheel drive components for the Mercedes-Benz S-Class, E-Class and
     C-Class;

o    the rear suspension module for the Buick Rendezvous; and

o    all-wheel drive components for several vehicle models of the Volkswagen
     group (including Audi, SEAT and Skoda).

Magna Drivetrain was recently awarded a contract to develop and produce new
transfer cases for the General Motors next-generation full-size pick-up trucks
and sport utility vehicles. In addition, Magna Drivetrain was recently awarded a
contract to develop and produce a new all-wheel drive system for future
Volkswagen group models.

If and when we complete the recently announced transaction with DaimlerChrysler
regarding our purchase of the business of New Venture Gear, we expect that it
will form part of Magna Drivetrain. See "ITEM 2. GENERAL DEVELOPMENT OF THE
BUSINESS - RECENT DEVELOPMENTS IN OUR BUSINESS - Strategic Acquisitions and
Divestitures" above.

MAGNA DONNELLY

Magna Donnelly is the automotive industry's leading supplier of automotive
mirror systems. It primarily supplies automotive customers around the world with
rear vision systems (mirrors and cameras), modular window systems (engineered
glass) and handle products. Magna Donnelly integrates sophisticated automotive
electronics and communications technology in its products. As at December 31,
2003, Magna Donnelly employed approximately 8,100 people at 26 manufacturing
facilities and three engineering and testing facilities with locations in the
United States, Austria, China, France, Germany, Ireland, Malaysia, Mexico, Spain
and Slovakia. Magna Donnelly's financial results are included with those of
Cosma in our "Other Automotive Operations" financial reporting segment.


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<Page>


Magna Donnelly's main product segments are:

o    interior rearview mirror systems;       o    door closure systems;

o    exterior rearview mirror systems;       o    glass fabrication and coating;

o    advanced vision systems;                o    automotive electronics; and

o    modular windows.

The growth strategy of Magna Donnelly focuses on developing value-added features
around core products including complete interior and exterior mirrors, modular
encapsulated windows, electrochromic mirrors and bonded hardware window systems.

Magna Donnelly has a diverse customer base, which includes Ford (including
Volvo), DaimlerChrysler, General Motors (including Saab), Honda, the Volkswagen
group, BMW, Toyota, PSA Peugeot-Citroen and Renault. Some examples of Magna
Donnelly's programs include:

o    Ford: the Expedition/Navigator, F-Series trucks, Taurus/Sable cars, and the
     Volvo S80;

o    DaimlerChrysler: the Caravan/Voyager/Town & Country minivans, the Chrysler
     Pacifica, the Jeep Grand Cherokee and the MercedesBenz C-Class and E-Class;

o    General Motors: the Trailblazer/Bravada/Envoy and the Saab 95;

o    Honda: the Accord and Civic;

o    Volkswagen group: the Golf/Polo, Passat B6, Audi A4 and the Porsche
     Cayenne;

o    BMW: the 3-series, 5-series, 7-series and Z4; and

o    Renault: the Laguna.

Magna Donnelly participates in one joint venture and operates two wholly-owned
facilities in China, for the manufacture and sale of automotive products in the
Asian markets, and participates in one joint venture in Malaysia.

COSMA INTERNATIONAL

Cosma manufactures a comprehensive range of metal body systems, components,
assemblies and modules. As at December 31, 2003, Cosma employed approximately
12,600 people in 36 manufacturing facilities (including one joint venture with
Magna Steyr) and 10 engineering and testing facilities located in Canada, the
United States, Mexico, Germany, Austria, France, the Czech Republic, India
and Japan. Cosma's results are combined with Magna Donnelly's results under
our "Other Automotive Operations" financial reporting segment. In 2003, the
sales attributable to this segment were approximately $4.591 billion,
representing approximately 30% of our consolidated sales, and operating
income was approximately $421 million.

Cosma's main product and service segments are:

o    chassis systems;                            o    stampings;

o    body systems;                               o    design and engineering;

o    metalforming technologies;                  o    suspension modules; and

o    axle assemblies.


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Cosma has extensive engineering capabilities with respect to computer-aided
design and computer-aided manufacturing, complete body engineering, failure
effects analysis, prototyping, concept vehicles and testing. Cosma's product
engineering team creates original engineering drawings, feasibility studies,
working prototypes and full-scale testing programs to meet or establish customer
specifications. Manufacturing and engineering personnel design and build the
manufacturing systems, processes and equipment which link the designed product
to high quality, efficient production systems. The advance design engineering
and/or prototyping work performed by Cosma can often facilitate the award of
production business by automobile manufacturers to one or more of our other
automotive systems groups.

Technologies employed by Cosma include a series of metal processing
technologies, including conventional stamping and extrusion, roll-forming,
hydroforming, hydropiercing, tube to tube welding, hot forming and technically
advanced laser welding processes, as well as finishing technologies such as
e-coating, powder coating and aluminum heat treating.

Cosma's primary customers include General Motors, DaimlerChrysler, BMW, Ford,
Volkswagen, Honda and Toyota. For example, Cosma supplies:

o    complete frames for the General Motors full-size pick-up trucks and sport
     utility vehicles;

o    all exterior Class A stamped body panels for the BMW Z4;

o    complete underbody sub-assemblies for the Ford Escape/Mazda Tribute sport
     utility vehicles;

o    the rear cradle assemblies for the Volvo XC90 sport utility vehicle; and

In addition, Cosma was recently awarded a contract to manufacture frames for the
next-generation Ford Explorer sport utility vehicle.

Cosma operates a joint venture in Hambach, France with Magna Steyr, which
produces the complete body-in-white for the DaimlerChrysler SMART car.

During 2003, Cosma operated various tooling facilities. These facilities, which
have approximately 800 employees and engineer, design and build the tools, dies
and assembly equipment that are necessary for the production of our products,
were recently organized into a separate business unit. We expect that this will
allow us to respond to trends and developments in the automotive industry more
quickly and to serve our internal tooling needs and external customers more
effectively.

                               CORPORATE AND OTHER

Our corporate and other operations support, or are ancillary to, our
automotive operations. Prior to August 29, 2003, this included our real
estate operations. Substantially all of our automotive real estate is owned
by MI Developments, all of the shares of which we distributed to our
shareholders of record at the close of business on August 29, 2003. See "ITEM
2. GENERAL DEVELOPMENT OF THE BUSINESS - SPIN-OFF OF MI DEVELOPMENTS INC. AND
MAGNA ENTERTAINMENT CORP." above.

                            RESEARCH AND DEVELOPMENT

We have historically emphasized technology development and have a policy,
embodied in our Corporate Constitution, to allocate a minimum of 7% of our
pre-tax profits (as defined in the Corporate Constitution) for each financial
year to research and development during that financial year or the next
succeeding financial year. See "ITEM 9. CORPORATE CONSTITUTION - Research and
Development" below.

Our past development activities have resulted in a number of new and improved
manufacturing processes and proprietary products, including those discussed
above under "ITEM 2. GENERAL DEVELOPMENT OF THE BUSINESS RECENT DEVELOPMENTS IN
OUR BUSINESS - New Products and Technologies" above. We expect that our
involvement in the development of manufacturing technology and product
technology in

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cooperation with automobile manufacturers will increase as automobile
manufacturers further involve suppliers in the vehicle development process.

                          MANUFACTURING AND ENGINEERING

FACILITIES

As at December 31, 2003, we had 207 manufacturing facilities (including 13 joint
venture facilities, two of which are between our automotive systems groups), of
which 121 are in North America, 75 are in Europe, eight are in Asia and three
are in South America. These manufacturing facilities occupied approximately 35.7
million square feet, of which approximately 63% was leased from MI Developments,
17% owned by our automotive systems groups and the remaining 20% was leased from
third parties, typically under leases having terms of five years or more with
options to renew. As at December 31, 2003, our manufacturing facilities ranged
in size from approximately 9,200 to 3.5 million square feet of floor space, and
most of them maintained an in-house tooling capability with a staff or
experienced tool and die makers. As production has become more automated, the
size and potential production capacity of our typical facility is increasing. We
are operating many of our manufacturing facilities on a multi-shift basis.

As at December 31, 2003, we also operated 49 product development and engineering
facilities (including four joint venture facilities, one of which is between our
automotive systems group, and two multi-group facilities), of which 21 are in
North America, 25 are in Europe and three are in Asia. Such facilities occupy
approximately 2.7 million square feet, of which approximately 41% was leased
from MI Developments, 38% was owned by our automotive systems groups and the
remaining 21% was leased from third parties, typically under leases having terms
of five years or more with options to renew.

RAW MATERIALS

We purchase our raw materials to the extent possible from domestic suppliers in
the jurisdictions in which we do business. Factors such as price, quality,
transportation costs, warehousing costs, availability of supply and timeliness
of delivery have an impact on the decision to source from certain suppliers. In
the past, we have purchased raw materials offshore when shortages of materials,
such as certain high quality grades of steel have occurred. Recently, we have
experienced significant increases in the cost of steel and steel products. The
price increases are primarily the result of increasingly scarce steel-making
ingredients, such as scrap steel, iron ore and coke coal, and a significant
increase in demand for steel in China. In some cases, surcharges on existing
prices have been imposed by steel suppliers with the threat of withheld
deliveries if the surcharges are not accepted, notwithstanding pre-existing
steel supply or pricing agreements that may be in effect. However, to date, we
have not experienced any significant difficulty in obtaining supplies of parts,
components or raw materials for our manufacturing operations, including steel
and steel products. We do not carry inventories of either raw materials or
finished products in excess of those reasonably required to meet production and
shipping schedules.

                                 HUMAN RESOURCES

As at December 31, 2003, we employed approximately 74,400 employees, including
approximately 20,800 in Canada, 28,100 in Europe, 14,100 in the United States,
8,800 in Mexico, 2,300 in Asia and 300 in South America.

HUMAN RESOURCE PRINCIPLES

EMPLOYEE EQUITY PARTICIPATION AND PROFIT SHARING PROGRAM

Since 1975, we have maintained an employee equity and profit participation
program to foster participation in profits and share ownership by our eligible
employees. Our Corporate Constitution requires that 10% of our employee pre-tax
profits before profit sharing (as defined in our Corporate Constitution) for a
fiscal period be allocated to (i) the employee equity participation and profit
sharing plan, including similar plans for Intier, Decoma and Tesma, (ii)
contributions to a company pension plan, or (iii) a cash distribution to
eligible employees of the respective companies. See "ITEM 9. CORPORATE
CONSTITUTION - Employee Equity Participation and Profit Sharing Programs" below.


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MANAGEMENT INCENTIVE COMPENSATION

We believe that profit participation motivates members of management.
Accordingly, our automotive management compensation structure consists of a base
salary (which in most instances is relatively low compared to automotive
industry norms) and an incentive bonus. Our Corporate Constitution provides that
aggregate incentive bonuses for eligible members of our management in any fiscal
year will not exceed 6% of our pre-tax profits (as defined in the Corporate
Constitution) before profit sharing for that financial year. See "ITEM 9.
CORPORATE CONSTITUTION - Incentive Bonuses; Management Base Salaries" below.

EMPLOYEE'S CHARTER

We are committed to an operating philosophy based on fairness and concern for
people. This philosophy is embodied in the principles of our Employee's Charter,
which consists of the following:

o    JOB SECURITY - Being competitive by making a better product for a better
     price is the best way to enhance job security. We are committed to working
     together with our employees to help protect their job security. To assist
     our employees, we will provide job counseling, training and employee
     assistance programs to our employees.

o    A SAFE AND HEALTHFUL WORKPLACE - We strive to provide our employees with a
     working environment which is safe and healthful.

o    FAIR TREATMENT - We offer equal opportunities based on an individual's
     qualifications and performance, free from discrimination or favoritism.

o    COMPETITIVE WAGES AND BENEFITS - We will provide our employees with
     information which will enable them to compare their total compensation,
     including total wages and total benefits with those earned by employees of
     our competitors, as well as with other plants in the communities in which
     our plants are located.

o    EMPLOYEE EQUITY AND PROFIT PARTICIPATION - We believe that every one of our
     employees should share in our financial success.

o    COMMUNICATION AND INFORMATION - Through regular monthly meetings between
     management and employees and through publications, we will provide our
     employees with information so that they will know what is going on in the
     company and in the industry.

o    EMPLOYEE HOTLINE - Should any of our employees have a problem, or feel the
     foregoing principles are not being met, we encourage them to call the
     Hotline or use self-addressed Hotline envelopes to register their
     complaints. Employees do not have to give their names, but if they do, it
     will be held in strict confidence. Hotline investigators will answer an
     employee's call. The Hotline is committed to investigating and resolving
     all concerns or complaints and must report the outcome to our global human
     resources department.

o    EMPLOYEE RELATIONS ADVISORY BOARD - The Employee Relations Advisory Board
     is a group of people who have proven recognition and credibility relating
     to humanitarian and social issues. This Board will monitor, advise and
     ensure that we operate within the spirit of our Employee's Charter and the
     principles of our Corporate Constitution.

HUMAN RESOURCE POLICIES

In furtherance of our commitment to fairness, as demonstrated in our Employee's
Charter, we have established Fairness Committees in most of our North American
manufacturing facilities which enable employees at such facilities to have many
of their concerns resolved by a committee comprised of both management and
employees, voting by secret ballot. In 2001, we established the position of
Employee Advocate to work with our employees and management to ensure that any
problems that arise in the workplace are addressed quickly and in accordance
with our Employee's Charter, Corporate Constitution and operating principles.
Most of our divisions have an

                                       25
<Page>

Employee Advocate who can only be removed if more than 50% of the shop floor
employees at the applicable division vote to remove him or her through a
periodic secret ballot.

We have established many employee communication programs, such as monthly
divisional employee meetings, continuous improvement team meetings, an employee
hotline and employee opinion surveys to help ensure employee involvement and
feedback. In addition, we maintain a 100 acre recreational park within 20 miles
of most of our Toronto-area facilities for use by our employees and their
families.

In addition to the employee equity participation and profit sharing programs
discussed above under "Human Resource Principles", we maintain a group
retirement savings plan in Canada and a 401(k) plan in the United States whereby
we partially match employees' contributions made through payroll deductions.
These plans complement the employee equity participation and profit sharing
programs and the pension plans, and are designed to assist employees in
providing replacement income for retirement. Those employees who choose to
participate in our pension plan are not eligible to receive our matching payment
on their group retirement savings plan or 401(k) contributions and receive a
reduced allocation from the employee equity participation and profit sharing
program.

LABOUR RELATIONS

We believe that we maintain positive relations with our employees and the unions
representing the employees at certain of our automotive divisions.

Employees of Intier's Mississauga Seating division in Mississauga, Ontario, as
well as employees of Intier's Integram Windsor and Innovatech seating divisions
in Windsor, Ontario, are covered by collective agreements with the National
Automobile, Aerospace, Transportation and General Workers Union of Canada (CAW).
Employees of Intier's Integram St. Louis, Excelsior Springs and Lewisburg
seating divisions and its Ontegra Brighton interiors division are represented in
the United States by the International Union, United Automobile Aerospace and
Agricultural Workers of America (UAW). The forms of collective agreements
negotiated with the CAW and the UAW recognize our unique operating philosophy,
including our Employee's Charter and fundamental principles. In particular,
these agreements recognize the need for wages and benefits to be competitive
with our competitors, rather than those paid by our customers' vehicle assembly
operations. One of the key features of these agreements is the "no strike - no
lock-out" language during the life of such agreements.

We are also in discussions with the UAW regarding collective agreements for
employees at the Syracuse, New York facility of New Venture Gear, Inc. See
"ITEM 2. GENERAL DEVELOPMENT OF THE BUSINESS - RECENT DEVELOPMENTS IN OUR
BUSINESS - Strategic Acquisitions and Divestitures" above.

Employees at a number of our divisions in Mexico are currently covered by
collective bargaining agreements with various unions. These divisions are
Cosma's Autotek (Puebla) and Formex/Pressmex (Saltillo) divisions, Intier's
Automotive Interiors de Mexico (Saltillo) division, Magna Drivetrain's division
in Saltillo, Magna Donnelly's division in Monterrey, as well as Decoma's
Decoplas division in Mexico City.

Various unions represent employees at certain of Intier's interior systems
and seating divisions, as well as certain of Decoma's divisions, in the
United Kingdom. Certain of our European employees are covered by national
industry-wide agreements relating to compensation and employment conditions
and are members of in-house employees' associations or trade unions.

From time to time, various unions seek to represent groups of our employees
and, as a result, we may become party to additional collective agreements in
the future.


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                                   COMPETITION

We face numerous sources of competition in the markets in which we operate,
including from automobile manufacturers, other outside automotive components
suppliers and numerous other suppliers in which one or more automobile
manufacturers may have direct or indirect investments. We believe that there are
a number of suppliers that can produce some or all of the components,
assemblies, modules and systems that our automotive systems groups currently
produce. Some of our competitors have greater technical or marketing resources
than we do and some of them are dominant in markets in which we operate.

The basis on which automobile manufacturers select automotive components
suppliers is determined by a number of factors, including price, quality,
service, historical performance, timeliness of delivery, proprietary
technologies, scope of in-house capabilities, existing agreements,
responsiveness to the customer, the supplier's overall relationship with the
automobile manufacturer, the degree of available and unutilized capacity or
resources in the manufacturing facilities of the automobile manufacturer,
collective bargaining agreement provisions, labour relations issues and other
factors. The number of competitors that are solicited by automobile
manufacturers to bid on any individual product has been reduced in many cases
and we expect further reductions as automobile manufacturers follow through on
their stated intentions of dealing with fewer suppliers and awarding those
suppliers longer-term contracts.

                               SALES AND MARKETING

SALES OFFICES

We sell our products to automobile manufacturers located in Canada through sales
offices located in southern Ontario, and to automobile manufacturers located in
Western Europe through sales offices located primarily in Austria, Germany, the
United Kingdom, France, Italy and Spain. Sales to North American automobile
manufacturers located in the United States and Mexico, including foreign
automobile manufacturers with operations in the United States, are coordinated
through independent sales representatives in Michigan. We also maintain sales
offices in Japan to help coordinate sales to Japanese automobile manufacturers
and their North American operations, as well as in South Korea and Brazil. In
2003, we opened an engineering office in Japan and a purchasing office in
Shanghai, China. We are also in the process of establishing an engineering and
sales office in Shanghai, China. These offices will facilitate our planned
geographic expansion into these growth markets. The various internal operating
divisions and subsidiaries of the automobile manufacturers normally initiate
many of their own purchasing decisions and, accordingly, each automobile
manufacturer effectively constitutes different customers, although this is
changing as automobile manufacturers are increasingly sourcing global platforms.

PURCHASE ORDERS

Our sales are generated through customer requests to quote on particular
products, including parts, components and assemblies, and the tools and dies to
produce parts. Purchase orders for our products are typically for one or more
models, and typically extend over the life of each model, which is generally
four to seven years. However, purchase orders issued by our automobile
manufacturer customers typically do not require them to purchase any minimum
number of our products. Releases under such purchase orders, which authorize us
to supply specific quantities of products, are issued for planning, raw material
and production purposes typically over a one to four month period in advance of
anticipated delivery dates. The actual number of products that we supply under
purchase orders in any given year is dependent upon the number of vehicles
produced by the automobile manufacturers of the specific models in which those
products are incorporated.

It has been our experience that once we receive purchase orders for products
for a particular vehicle model or program, we will usually continue to supply
those products until the end of that model or program. However, automobile
manufacturers could cease sourcing their production requirements from us for
a number of reasons, including if we refuse to accept demands for price
reductions or other concessions. We have also obtained new business on a
"takeover" basis from our customers and our competitors. This occurs where
parts for certain programs are already in production at the automobile
manufacturers' facilities or at our competitors' facilities and, for various
reasons, those parts are "re-sourced" to us for production at our facilities.


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                              ENVIRONMENTAL MATTERS

HEALTH, SAFETY AND ENVIRONMENTAL POLICY

We are subject to a wide range of environmental laws and regulations imposed by
governmental authorities relating to air emissions, soil and ground water
quality, wastewater discharge, waste management and storage of hazardous
substances. We aim to be an industry leader in environmental compliance with the
intention to prevent pollution by reducing the impact of our operations on the
environment and through technological innovation and process efficiencies. In
furtherance of this aim, we have adopted a Health, Safety and Environmental
Policy, pursuant to which we are committed to:

o    complying with, and exceeding where possible, all applicable health, safety
     and environmental laws, regulations and standards in all of our operations;

o    regularly evaluating and monitoring our past and present business
     activities impacting upon health, safety and environmental matters;

o    ensuring that a systematic health, safety and environmental review program
     is implemented and monitored at all times for each of our operations, with
     a goal of continued improvement in health, safety and environmental
     matters; and

o    ensuring that adequate reports on health, safety and environmental matters
     are presented to our Board of Directors, at a minimum, on an annual basis.

A Health and Safety and Environmental Committee of our Board of Directors
assists in overseeing our management's handling of health, safety and
environmental issues and annually reviews our Health, Safety and Environmental
Policy.

ENVIRONMENTAL COMPLIANCE

As part of our commitment to environmental compliance, we also intend to achieve
company-wide compliance with ISO 14001 standards. As of December 31, 2003, 148
of our divisions were ISO 14001 certified.

We operate a number of manufacturing facilities that use environmentally
sensitive processes and hazardous materials. We believe that all of these
operations meet, in all material respects, applicable governmental standards for
waste handling and emissions. Notwithstanding this compliance, we have in the
past and may in the future experience complaints regarding some of our
manufacturing facilities from neighbouring parties. In the past, such complaints
have been addressed by open dialogue with relevant stakeholders and, where
appropriate, manufacturing process adjustments.

We are also subject to environmental laws requiring investigation and
clean-up of environmental contamination. From time to time our operations and
properties become the subject of inquiries or investigations of environmental
regulators. We are in various stages of investigation or clean-up at our
manufacturing facilities where contamination has been alleged. These stages
include performing periodic soil and groundwater sampling, determining the
most appropriate corrective action approach for remediating the contamination
and obtaining regulatory approval of such approach, performing the
remediation itself and monitoring the status of our remediation. Estimating
environmental clean-up liabilities is complex and heavily dependent on the
nature and extent of historical information and physical data about the
contaminated site, the complexity of the contamination, the uncertainty of
which remedy to apply and the outcome of discussions with regulatory
authorities relating to the contamination. To date, the costs incurred in
complying with environmental laws and regulations, including the costs of
clean-up and remediation, have not had an adverse effect on our operations or
financial condition. However, changes in these government laws and
regulations are ongoing and may make environmental compliance, such as
emissions control and waste disposal, increasingly expensive. We cannot
predict future costs that may be incurred to meet environmental obligations.

We are subject to environmental laws and regulations both as tenant and owner of
our properties. Substantially all of our automotive real estate is leased from
MI Developments. Our leases with MI Developments generally

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provide that we, as tenant, must maintain the leased properties in accordance
with all applicable laws, including environmental laws. We are also
responsible for removing all hazardous and toxic substances when and as
required by applicable laws and, in any event, prior to the termination of
our occupation of the leased properties. This applies whether or not the
contamination occurred prior to our use of the leased properties, unless it
was not caused or exacerbated by our use. Our leases generally also contain
indemnities in favour of MI Developments with respect to environmental
matters, and those indemnities expire after a specified period of time
following the termination of the leases.

                              INTELLECTUAL PROPERTY

We own and use numerous patents and patent applications in connection with our
operations. We are also licensed to use patents or technology owned by others.
From time to time claims of patent infringement are made by or against us. None
of the claims against us has had, and we believe that none of the current claims
will have, a material adverse effect upon us. While in the aggregate our patents
and licenses are considered important in the operation of our business, we do
not consider them of such importance that their expiry would materially affect
our business.

                                  RISK FACTORS

The industry in which we compete and the business we conduct are subject to a
number of risk, and uncertainties. These risks and uncertainties, together with
certain assumptions, also underlie the forward-looking statements made in this
Annual Information Form. In order to fully understand these risks, uncertainties
and assumptions, you should carefully consider the following risk factors in
addition to other information included in this Annual Information Form.

RISKS RELATING TO THE AUTOMOTIVE INDUSTRY

CHANGES IN GLOBAL ECONOMIC CONDITIONS COULD REDUCE VEHICLE PRODUCTION
VOLUMES, WHICH COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR PROFITABILITY.

Our operations are directly impacted by the levels of global automotive
production. The global automotive industry is cyclical and is sensitive to
changes in certain economic conditions, such as interest rates and consumer
demand. The volume of automotive production in North America, Europe and the
rest of the world has fluctuated, sometimes significantly, from year to year,
and such fluctuations give rise to fluctuations in the demand for our
products and services. The rate of global economic growth, particularly in
the United States and parts of Europe, slowed in 2001, partially due to the
events of September 11, 2001 and the ensuing war against terrorism, the
U.S.-led coalition's war against Iraq, the impact of a series of corporate
accounting scandals in the United States and a number of other geopolitical
and economic factors. Some of these factors continue to have an effect on
these economic conditions. Although low interest rates and incentives offered
by automobile manufacturers for the last few years have maintained or
increased consumer demand for vehicles in some countries, economic
uncertainty remains in North America, Europe, Asia and the rest of the world.
A decline in consumer demand for vehicles, as a result of a loss of
confidence in the economy, fears of war, political instability or terror
attacks, interest rate increases, a reduction in vehicle incentive programs
by automobile manufacturers or any other geopolitical, economic or other
factors, could prompt automobile manufacturers to cut production volumes. A
significant decline in production volumes in any of our principal markets
could have a material adverse effect on our profitability.

WE FACE INCREASING PRICE REDUCTION PRESSURES FROM OUR CUSTOMERS, WHICH COULD
HAVE A MATERIAL ADVERSE EFFECT ON OUR PROFITABILITY.

We have entered into, and will continue to enter into, long-term supply
arrangements with automobile manufacturers which provide for, among other
things, price concessions over the supply term. To date, these concessions
have been largely offset by cost reductions arising principally from product
and process improvements and price reductions from our suppliers. However,
the competitive environment of the automotive industry in North America,
Europe and Asia has caused these pricing pressures to intensify. Some of our
largest customers have demanded, and will likely continue to demand,
additional price concessions and retroactive price reductions. We may not
continue to be successful in offsetting price concessions through improved
operating

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efficiencies and reduced expenditures. Such concessions could have
a material adverse effect on our profitability, to the extent that these
price concessions are not offset through cost reductions.

OUR CUSTOMERS INCREASINGLY REQUIRE US TO ABSORB MORE FIXED COSTS IN OUR UNIT
PRICING, WHICH COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR PROFITABILITY.

We are under increasing pressure to absorb more costs related to product
design, engineering and tooling as well as other items previously paid for
directly by automobile manufacturers. In particular, some automobile
manufacturers have requested that we pay for design, engineering and tooling
costs that are incurred up to the start of production and recover these costs
through amortization in the piece price of the applicable component. Contract
volumes for new vehicle programs are based on our customers' estimates of
their own future production levels by vehicle body type. However, actual
production volumes may vary significantly from these estimates, due to lower
than expected consumer demand, delays in product launches and other factors,
often without any compensation from our customers. We do not typically rely
solely on our customers' estimates of production volumes, but evaluate their
estimates based on our own assessment of future production levels by vehicle
body type. For programs currently under production, we are typically not in a
position to request price changes when volumes differ significantly from
production estimates used during the quotation stage. If estimated production
volumes are not achieved, the design, engineering and tooling costs incurred
by us may not be fully recovered. Similarly, future pricing pressure or
volume reductions by our customers could also reduce the amount of amortized
costs otherwise recoverable in the unit price of our products. Although these
factors have not been material to date, they could have a material adverse
effect on our profitability.

WE ARE INCREASINGLY REQUESTED TO ASSUME GREATER PRODUCT WARRANTY AND RECALL
COSTS AND ARE SUBJECT TO PRODUCT LIABILITY CLAIMS, WHICH COULD HAVE A
MATERIAL ADVERSE EFFECT ON OUR OPERATIONS AND FINANCIAL CONDITION.

Automobile manufacturers are increasingly requesting that each of their
suppliers bear the costs of the repair and replacement of defective products
which are either covered under their warranty or are the subject of a product
recall by them. If our products are, or are alleged to be, defective, we may
be required to participate in a recall of those products, particularly if the
actual or alleged defect relates to vehicle safety. As we become more
integrally involved in the development process and assume more of the vehicle
system design, integration and assembly, our automobile manufacturer
customers could demand greater contribution by us towards product warranty
and recall costs. The obligation to repair or replace products supplied by us
or a requirement to participate in a product recall could have a material
adverse effect on our operations and financial condition.

We are also subject to the risk of exposure to product liability claims in
the event that the actual or alleged failure of our products results in
bodily injury or property damage. We may experience material product
liability losses in the future and may incur significant costs to defend such
claims. We currently have product liability coverage under our insurance
policies, subject to certain limits. This coverage will continue until August
2004, subject to renewal on an annual basis. In addition, some of our
European subsidiaries maintain product recall insurance, which is required by
law in certain jurisdictions. We cannot guarantee that our insurance coverage
will be adequate for any liabilities we may incur. Furthermore, we cannot
guarantee that our coverage will continue to be available at premiums and on
other terms acceptable to us. A successful claim brought against us in excess
of our available insurance coverage could have a material adverse effect on
our operations and financial condition.

THE FINANCIAL DISTRESS OF A CRITICAL AUTOMOTIVE COMPONENTS SUB-SUPPLIER COULD
HAVE A MATERIAL ADVERSE EFFECT ON OUR OPERATIONS AND FINANCIAL CONDITION.

We rely on a number of sub-suppliers to supply us with a wide range of
components required in connection with our business. Economic conditions,
intense pricing pressures and a number of other factors have left many
automotive components suppliers in financial distress. The continued financial
distress or the insolvency or bankruptcy of a major automotive components
sub-supplier could disrupt the supply of components to us by these suppliers,
possibly resulting in a temporary disruption in the supply of products by us to
our automobile manufacturer customers. Any prolonged disruption in the supply of
critical components by our sub-suppliers, the inability to resource production
of a critical component from a financially distressed automotive components
sub-supplier, or any temporary shut-down of one of our production lines or the
production lines of our customers, could have a material adverse effect on our
operations or financial condition.


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Where we act as a module supplier, integrator or vehicle assembler, we are
typically responsible for ensuring the quality of the components supplied to us
by automotive components sub-suppliers. In some cases, these sub-suppliers are
selected by our automobile manufacturer customers. We take steps to ensure
that sub-suppliers remain liable for any product warranty claims, product
liability claims or other costs arising from product recalls relating to the
components supplied by them. However, we may be liable to our customers if these
sub-suppliers become insolvent or are otherwise unable to assume full
responsibility for the product warranty claim, product liability claim or
product recall costs, which could have a material adverse effect on our
financial condition.

A REDUCTION IN OUTSOURCING BY AUTOMOBILE MANUFACTURERS COULD HAVE AN ADVERSE
EFFECT ON OUR PROFITABILITY.

We are dependent on outsourcing by our automobile manufacturer customers. The
extent of this outsourcing is dependent on a number of factors, including:

o    the cost, quality and timeliness of external production relative to
     in-house production by automobile manufacturers;

o    relative technological capability;

o    the degree of unutilized capacity at automobile manufacturers' facilities;

o    collective bargaining agreements between labour unions and automobile
     manufacturers; and

o    relations between labour unions and automobile manufacturers.

A reduction in outsourcing by automobile manufacturers could have an adverse
effect on our profitability.

TECHNOLOGICAL AND REGULATORY CHANGES COULD HAVE AN ADVERSE EFFECT ON OUR
OPERATIONS AND FINANCIAL CONDITION.

Changes in competitive technologies or regulatory or industry requirements may
render some of our products obsolete. Our ability to anticipate changes in
technology and regulatory or industry requirements and to develop and introduce
new and enhanced products successfully on a timely basis will be a significant
factor in our ability to grow and remain competitive. We may not be able to
anticipate or achieve the technological advances necessary to comply with
regulatory or industry requirements in a manner that allows us to remain
competitive and to prevent our products from becoming obsolete. We are also
subject to the risks generally associated with new product introductions and
applications, including lack of market acceptance, delays in product development
and failure of products to operate properly. Any of these changes could have an
adverse effect on our operations and financial condition.

INCREASED CRUDE OIL AND ENERGY PRICES COULD REDUCE GLOBAL DEMAND FOR
AUTOMOBILES AND INCREASE OUR COSTS, WHICH COULD HAVE AN ADVERSE EFFECT ON OUR
PROFITABILITY.

Material increases in the price of crude oil have, historically, been a
contributing factor to the overall reduction in the global demand for
automobiles. A significant increase in the price of crude oil could further
reduce global demand for automobiles and shift customer demand away from
larger cars and light trucks (including sport utility vehicles) in which we
have relatively higher content, which could have an adverse effect on our
profitability.

Oil-based products are also critical elements in various components utilized
by us and our suppliers, including resins, colorants and polymers. Material
increases in the price of crude oil, natural gas or in energy would likely
increase the cost of manufacturing or supplying some of our products. To the
extent that we are not able to pass these increased costs along to our
automobile manufacturer customers, such price increases could have an adverse
effect on our profitability.

SHORTAGES OF RAW MATERIALS OR INCREASED RAW MATERIALS PRICES COULD HAVE AN
ADVERSE EFFECT ON OUR OPERATIONS AND FINANCIAL CONDITION OR OUR PROFITABILITY.

We generally purchase our raw materials from suppliers located in the
jurisdictions in which we have manufacturing operations. We generally do not
carry inventories of raw materials in excess of those required to

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meet production and shipping schedules. To date, we have not experienced any
significant difficulty in obtaining supplies of raw materials. However, the
inability to obtain raw materials in the quantities in our operations could
disrupt the supply of our products to our customers and have an adverse
effect on our operations and financial condition.

Recently we have experienced significant increases in the cost of steel and
steel products. The price increases are primarily the result of increasingly
scarce steel-making ingredients, such as scrap steel, iron ore and coke coal,
and a significant increase in demand for steel in China. In some cases,
surcharges on existing prices are imposed by steel suppliers and
sub-suppliers with the threat of withheld deliveries if the surcharges are
not accepted. To the extent that steel prices continue to increase and we are
unable to pass on the additional costs to our automobile manufacturer
customers, such additional costs could have an adverse effect on our
profitability.

RISKS RELATING TO OUR BUSINESS

A REDUCTION IN PRODUCTION VOLUMES OF SPECIFIC VEHICLES OR PRODUCTS BY OUR
CUSTOMERS COULD HAVE AN ADVERSE EFFECT ON OUR PROFITABILITY.

Although we supply parts to most of the leading automobile manufacturers, the
majority of our sales are to three automobile manufacturers. Our worldwide sales
to DaimlerChrysler, General Motors and Ford represented approximately 28%, 24%
and 19%, respectively, of our total consolidated sales in 2003. Moreover, while
we supply parts for a wide variety of vehicles produced in North America and
Europe, we do not supply parts for all vehicles produced, nor is the number or
value of parts evenly distributed among the vehicles for which we do supply
parts. Our dependence on a small number of vehicle platforms has reduced since
2002, but remains significant. In 2003, the top five vehicle platforms for which
we supply products generated approximately 28% of our total production and
assembly sales. Parts supplied for General Motors' full-size pick-up trucks and
sport utility vehicles and the DaimlerChrysler minivan constituted approximately
11% and 6%, respectively, of our total production and assembly sales for that
period.

There has been an industry trend toward more "brand hopping" among consumers
with consumers' vehicle preferences changing quickly and dramatically in some
instances. Shifts in market share among vehicles, in particular from those
vehicles in which we have relatively higher content to those vehicles in
which we have relatively lower content, could have an adverse effect on our
profitability. The contracts we have entered into with many of our automobile
manufacturer customers are to supply their requirements for all the vehicles
they produce in a particular model, rather than a set quantity of parts.
These contracts range from one year to the life of a model, usually several
years, and do not require our customers to purchase a minimum number of parts.

In addition, the early termination, loss, renegotiation of the terms or delay
in the implementation of any significant production contract with any of our
automobile manufacturer customers could reduce our profitability. Any changes
in the anticipated production volume of our products, particularly those
supplied for General Motors' full-size pick-up trucks and sport utility
vehicles and the DaimlerChrysler minivan as a result of any of the above
factors could have an adverse effect on our profitability.

FLUCTUATIONS IN RELATIVE CURRENCY VALUES COULD HAVE AN ADVERSE EFFECT ON OUR
PROFITABILITY.

Although our financial results are reported in U.S. dollars, a significant
portion of our sales and operating costs are realized in Canadian dollars,
euros, the British pound and other currencies. Significant long-term
fluctuations in relative currency values could adversely affect our
profitability. In particular, a significant strengthening of the U.S. dollar
against the Canadian dollar, the euro, the British pound or other currencies
in which we generate revenues could have an adverse effect on our
profitability.

UNIONIZATION ACTIVITIES AT SOME OF OUR FACILITIES COULD INCREASE OUR COSTS,
WHICH COULD HAVE AN ADVERSE EFFECT ON OUR PROFITABILITY.

The CAW and UAW have conducted organizing drives at certain of our divisions. As
a result, we concluded collective bargaining agreements covering employees of
Intier's Mississauga Seating, Integram Windsor and Innovatech seating divisions
in Ontario, Intier's Ontegra Brighton interiors division in Michigan, Intier's
Integram St. Louis and Excelsior Springs seating divisions in Missouri and
Intier's Lewisburg seating division in Tennessee.

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The collective agreements negotiated with the CAW and UAW recognize our
unique operating philosophy, including our Employee's Charter and fundamental
principles. In addition, the CAW and the UAW have in the past attempted to
persuade some of our automobile manufacturer customers to encourage their
automotive components suppliers to assume a neutral position with respect to
unionization at their plants. We are also in discussions with the UAW
regarding collective agreements for employees at the Syracuse, New York
facility of New Venture Gear, Inc. We are unable to predict whether we will
reach satisfactory collective bargaining agreements with these unions or with
respect to the New Venture Gear facility, or whether our employees at other
divisions elect union representation in the future. These and other
unionization activities at some of our facilities could increase our costs,
which could have an adverse effect on our profitability.

WORK STOPPAGES AND OTHER LABOUR RELATIONS MATTERS COULD HAVE AN ADVERSE
EFFECT ON OUR OPERATIONS OR OUR PROFITABILITY.

If our hourly workforce becomes more unionized in the future, we may be
subject to work stoppages and may be affected by other labour disputes. To
date, we have not experienced any work stoppages at our facilities, nor have
we experienced any disputes with unions that have had a material effect on
our operations. However, future disputes with labour unions may not be
resolved without significant work stoppages, which could have an adverse
effect on our operations or our profitability.

WE MAY NOT BE ABLE TO COMPETE SUCCESSFULLY IN THE HIGHLY COMPETITIVE
AUTOMOTIVE COMPONENTS SUPPLY INDUSTRY, WHICH COULD HAVE AN ADVERSE EFFECT ON
OUR PROFITABILITY.

The automotive parts supply market is highly competitive, and competition has
become even more intense in recent years. We face competition from a number of
sources, including:

o    our automobile manufacturer customers and their related parts manufacturing
     organizations;

o    existing and new automotive components suppliers; and

o    manufacturers of product alternatives.

Some of our competitors have substantially greater market share than us and are
dominant in some of the markets in which we operate. Their market share and
dominance may give them advantages over us in the competition for new or
existing business from our automobile manufacturer customers. We may not be able
to compete successfully with our existing competitors or with any new
competitors in the highly competitive automotive components supply industry,
which could have an adverse effect on our profitability.

CANCELLATIONS OF VEHICLE PROGRAMS AND DELAYS IN LAUNCHING NEW VEHICLE
PROGRAMS BY OUR CUSTOMERS COULD HAVE AN ADVERSE EFFECT ON OUR PROFITABILITY.

We incur engineering, design, tooling and other capital costs in advance of
commencing production of parts to be supplied for our automobile manufacturers
customers' new vehicle programs. For example, we typically build new facilities
to accommodate the requirements for significant new programs for which we have
been awarded the business. Production volumes for our products to be supplied
for these new programs are based on our customers' estimates of their future
production levels, and our supply contracts typically are only for the supply of
customers' actual requirements, not for a minimum or specified quantity of
products. Our customers' actual production levels for new vehicle programs may
vary significantly from their estimates, or such programs may be cancelled, or
their launch may be delayed. To the extent that our estimated production volumes
are not attained, due to cancellations of vehicle programs or delays in
launching new vehicle programs, our production economies expected at the time of
quotation may not be realized. Consequently, our capital costs incurred in
connection with such programs may not be fully recovered, which could have an
adverse effect on our profitability.

DELAYS IN THE CONSTRUCTION OF NEW FACILITIES COULD HAVE AN ADVERSE EFFECT ON
OUR OPERATIONS OR OUR PROFITABILITY.

From time to time, we expand our production capacity through the construction
of new manufacturing facilities. New facilities are also typically required
to facilitate the introduction of new manufacturing processes or
technologies, and to relocate our manufacturing operations to remain close to
the principal customers of these

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operations, in situations where they have relocated their facilities. The
construction of new facilities involves a number of areas of operational and
financial risks. For example, we may experience construction delays
associated with poor weather, labour disruptions, cost overruns, shortages of
construction materials and delays associated with the installation, testing
and start-up of new production equipment or manufacturing processes. Delays
by us in completing our new facilities could negatively affect our customer
relationships, as well as expose us to reimbursement claims by our automobile
manufacturer customers for their costs arising out of such delays. Any of
these factors could have an adverse effect on our operations or our
profitability.

CHANGES IN LAWS AND GOVERNMENTAL REGULATIONS COULD HAVE AN ADVERSE EFFECT ON OUR
OPERATIONS.

A significant change in the current regulatory environment in which we carry
on business could have an adverse effect on our operations. In particular,
our operations could be adversely affected by significant changes in the
tariffs and duties imposed on our products, particularly significant changes
to the North American Free Trade Agreement.

ENVIRONMENTAL LAWS AND REGULATIONS COULD HAVE AN ADVERSE EFFECT ON OUR
FINANCIAL CONDITION OR OUR PROFITABILITY.

We are subject to a wide range of environmental laws and regulations relating to
air emissions, wastewater discharge, waste management and storage of hazardous
substances. We are also subject to environmental laws requiring investigation
and clean-up of environmental contamination and are in various stages of
investigation and clean-up at our manufacturing facilities where contamination
has been alleged. Estimating environmental clean-up liabilities is complex and
heavily dependent on the nature and extent of historical information and
physical data relating to the contaminated site, the complexity of the
contamination, the uncertainty of which remedy to apply and the outcome of
discussions with regulatory authorities relating to the contamination. In
addition, these environmental laws and regulations are complex, change
frequently and have tended to become more stringent and expensive over time.
Therefore, we may not have been, and in the future may not be, in complete
compliance with all such laws and regulations, and we may incur material costs
or liabilities as a result of such laws and regulations significantly in excess
of amounts we have reserved.

We are subject to environmental laws and regulations both as tenant and owner
of our properties. Our leases with MI Developments generally provide that we,
as tenant, must comply with environmental laws. We are also responsible for
removing all hazardous and toxic substances, when and as required by
applicable laws and, in any event, prior to the termination of our occupation
of the leased properties, which applies whether or not the contamination
occurred prior to our use of the leased properties, unless it was not caused
or exacerbated by our use.

To the extent that we incur liabilities or costs in excess of the amounts we
have reserved in order to comply with environmental laws and regulations,
such liabilities or costs could have an adverse effect on our financial
condition or our profitability.

RISKS RELATED TO OUR CONTROLLING SHAREHOLDER

WE ARE CONTROLLED BY THE STRONACH TRUST.

Our business and affairs are controlled by the Stronach Trust, which
beneficially owns approximately 66.3% of our outstanding Class B Shares.
Those shares represent approximately 0.8% of our total outstanding shares and
approximately 56.4% of the aggregate voting power of our outstanding shares.
In addition, Frank Stronach, who is our Chairman, Interim Chief Executive
Officer and Interim President, controls approximately 16.4% of the votes
carried by our outstanding shares through his voting control of certain of
our employee compensatory plans. Mr. Stronach, Ms. Belinda Stronach, who was
our President and Chief Executive Officer until January 2004, and two other
members of their family are the trustees of the Stronach Trust, and are also
members of the class of potential beneficiaries of the Stronach Trust.
Accordingly, Mr. Stronach may be deemed to beneficially own the shares owned
by the Stronach Trust, although he disclaims beneficial ownership.

Subject to applicable law and the restrictions in our Corporate Constitution,
the Stronach Trust is able to elect all of our directors and control us. In
addition, the Stronach Trust may, as a practical matter, be able to cause us
to

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effect corporate transactions without the consent of our other
shareholders. The Stronach Trust is also able to cause or prevent a change in
our control. Under present law, any offer to purchase our Class B Shares,
whether by way of a public offer or private transaction and regardless of the
offered price, would not necessarily result in an offer to purchase our Class
A Subordinate Voting Shares. Accordingly, holders of our Class A Subordinate
Voting Shares do not have a right to participate if a takeover bid is made
for our Class B Shares.

OUR CONTROLLING SHAREHOLDER AND MR. STRONACH HAVE INTERESTS IN MI
DEVELOPMENTS THAT COULD CONFLICT WITH OUR INTERESTS.

The Stronach Trust beneficially owns, in addition to our Class B Shares as
described above, Class B Shares of MI Developments representing approximately
56.5% of the aggregate voting power of MI Developments. Mr. Stronach is also the
Chairman of MI Developments.

A significant portion of our leased facilities are owned by MI Developments.
We pay rent and occupy these facilities pursuant to long-term leases. Most of
these leases were entered into while MI Developments was our wholly-owned
subsidiary. Although we believe that the existing leases are on arm's length
commercial terms, there can be no assurance that independent parties
negotiating at arm's length would have arrived at the same terms. Since we
are under common control with MI Developments, there is a risk that any
future decisions or actions taken by either of us regarding these leases
(including with respect to renewals, amendments, disputes or enforcement
proceedings) and any new leases may not be the same as if we operated on an
arm's length basis.

ITEM 4.   SELECTED CONSOLIDATED FINANCIAL DATA

SELECTED FINANCIAL DATA

Reference is made to the section entitled "Selected Annual Consolidated
Financial Data" in our Management's Discussion and Analysis of Results of
Operations and Financial Position, contained on pages 52 and 53 of our Annual
Report to Shareholders for the year ended December 31, 2003, which is
incorporated by reference into this Annual Information Form.

DIVIDENDS

Holders of our Class A Subordinate Voting Shares and Class B Shares are entitled
to a pro rated amount of any cash dividends declared by our Board of Directors
on these shares. The following table sets forth the cash dividends we have paid
on each of our Class A Subordinate Voting Shares and Class B Shares for the last
three years:

<Table>
<Caption>
FISCAL PERIOD                         PAYMENT DATE                   RECORD DATE                 AMOUNT PER SHARE
-------------                         ------------                   -----------                 ----------------
<S>                                   <C>                            <C>                         <C>
Calendar 2004 (to date)               March 18, 2004                 March 9, 2004                    $0.34

Calendar 2003                         December 15, 2003              November 28, 2003                $0.34
                                      September 15, 2003             August 29, 2003                  $0.34
                                      June 16, 2003                  May 30, 2003                     $0.34
                                      March 18, 2003                 March 7, 2003                    $0.34

Calendar 2002                         December 16, 2002              November 29, 2002                $0.34
                                      September 16, 2002             August 30, 2002                  $0.34
                                      June 14, 2002                  May 31, 2002                     $0.34
                                      March 15, 2002                 March 1, 2002                    $0.34

Calendar 2001                         December 14, 2001              November 30, 2001                $0.34
                                      September 17, 2001             August 31, 2001                  $0.34
                                      June 15, 2001                  May 31, 2001                     $0.34
                                      March 16, 2001                 March 5, 2001                    $0.34
</Table>

On May 7, 2004, we announced that our Board of Directors had declared a cash
dividend of $0.38 on each of our Class A Subordinate Voting Shares and Class B
Shares, which is payable on June 15, 2004 to shareholders of record on May 28,
2004.


                                       35
<Page>


We started paying cash dividends on our Class A Subordinate Voting Shares and
Class B Shares (or their predecessors) on a quarterly basis in 1967. We have
declared cash dividends in respect of each of the last 50 fiscal quarters, up to
and including the first quarter of calendar 2004. The payment of future
dividends and the amount thereof will be determined by our Board of Directors in
accordance with our Corporate Constitution (see "ITEM 9. CORPORATE CONSTITUTION
- Dividends; Minimum Profit Performance" below), taking into account
earnings, cash flow, capital requirements, our financial condition and other
relevant factors.

In fiscal 1994, we established a dividend reinvestment plan in which registered
shareholders have the option to purchase additional Class A Subordinate Voting
Shares by investing the cash dividends paid on their shares.

ITEM 5.   MANAGEMENT'S DISCUSSION AND ANALYSIS

Reference is made to the "Management's Discussion and Analysis of Results of
Operations and Financial Position" contained on pages 39 to 53 of our Annual
Report to Shareholders for the year ended December 31, 2003, which is
incorporated by reference into this Annual Information Form.

ITEM 6.   DESCRIPTION OF CAPITAL STRUCTURE

AUTHORIZED SHARE CAPITAL

Our authorized share capital consists of an unlimited number of Class A
Subordinate Voting Shares, 1,412,341 Class B Shares and 99,760,000 Preference
Shares, issuable in series, all with no par value. As of May 14, 2004, a total
of 95,584,969 Class A Subordinate Voting Shares and 1,096,509 Class B Shares
were outstanding. No Preference Shares have been issued or are outstanding.

The following is a brief description of the significant attributes of our
authorized share capital and is qualified in its entirety by reference to the
detailed provisions in our charter documents. See "ITEM 9. CORPORATE
CONSTITUTION" below for additional terms and conditions relating to our
authorized share capital. The attributes of our Class A Subordinate Voting
Shares, our Class B Shares and our Preference Shares are set out in our charter
documents, which includes our Corporate Constitution.

CLASS A SUBORDINATE VOTING SHARES

The holders of our Class A Subordinate Voting Shares are entitled:

o    to one vote for each Class A Subordinate Voting Share held (together with
     the holders of our Class B Shares, which are entitled to vote at such
     meetings on the basis of 500 votes per Class B Share held) at all meetings
     of our shareholders, other than meetings of the holders of another class or
     series of shares;

o    to receive, on a pro rata basis with the holders of our Class B Shares, any
     dividends (except for stock dividends, as described below) that may be
     declared by our Board of Directors, subject to the preferential rights
     attaching to shares ranking in priority to our Class A Subordinate Voting
     Shares and our Class B Shares; and

o    to receive, after the payment of our liabilities and subject to the rights
     of the holders of our shares ranking in priority to our Class A Subordinate
     Voting Shares and our Class B Shares, on a pro rata basis with the holders
     of our Class B Shares, all our property and net assets available for
     distribution in the event of our liquidation, dissolution or winding-up,
     whether voluntary or involuntary, or any other distribution of our assets
     among our shareholders for the purpose of winding-up our affairs.

CLASS B SHARES

The holders of our Class B Shares are entitled:

o    to 500 votes for each Class B Share held (together with the holders of our
     Class A Subordinate Voting Shares, which are entitled to vote at such
     meetings on the basis of one vote per share held) at all meetings of our
     shareholders, other than meetings of the holders of another class or series
     of shares;


                                       36
<Page>


o    to receive, on a pro rata basis with the holders of our Class A Subordinate
     Voting Shares, any dividends (except for stock dividends, as described
     below) that may be declared by our Board of Directors, subject to the
     preferential rights attaching to shares ranking in priority to our Class B
     Shares and our Class A Subordinate Voting Shares;

o    to receive, after the payment of all our liabilities and subject to the
     rights of the holders of our shares ranking in priority to our Class B
     Shares and our Class A Subordinate Voting Shares (including holders of our
     Preference Shares), on a pro rata basis with the holders of our Class A
     Subordinate Voting Shares, all our property and net assets available for
     distribution in the event of our liquidation, dissolution or winding-up,
     whether voluntary or involuntary, or any other distribution of our assets
     among our shareholders for the purpose of winding-up our affairs; and

o    to convert our Class B Shares into our Class A Subordinate Voting Shares,
     on a one-for-one basis.

STOCK DIVIDENDS

Our Board of Directors may declare a simultaneous dividend payable on our Class
A Subordinate Voting Shares in our Class A Subordinate Voting Shares and payable
on our Class B Shares in our Class A Subordinate Voting Shares or in our Class B
Shares. No dividend payable in our Class B Shares may be declared on our Class A
Subordinate Voting Shares.

PREFERENCE SHARES

Our Board of Directors may, without the approval of any of our shareholders, fix
the number of shares in and determine the attributes of an individual series of
Preference Shares and issue shares of such series from time to time. The shares
of each such series will be entitled to a preference over our Class A
Subordinate Voting Shares and our Class B Shares, but will rank equally with the
Preference Shares of every other series with respect to the payment of dividends
and in the distribution of all our property and net assets available for
distribution in the event of our liquidation, dissolution or winding-up, whether
voluntary or involuntary, or any other distribution of our assets among our
shareholders for the purpose of winding-up our affairs.

AMENDMENTS TO SHARE PROVISIONS AND OTHER MATTERS

The provisions attaching to our Preference Shares, to a series of our Preference
Shares, to our Class A Subordinate Voting Shares and to our Class B Shares may
not be deleted or varied without the approval of the holders of the class or
series concerned. In addition, no shares of a class ranking prior to or on a
parity with our Preference Shares, our Class A Subordinate Voting Shares or our
Class B Shares may be created without the approval of the holders of the class
or each series of the class concerned. Any approval required to be given must be
given by the vote of two-thirds of those present or voting at a meeting of the
holders of the class or series concerned duly called for that purpose in
addition to any other consent or approval required by law.

Neither our Class A Subordinate Voting Shares nor our Class B Shares may be
subdivided, consolidated, reclassified or otherwise changed unless,
contemporaneously therewith, the other class of shares is subdivided,
consolidated, reclassified or otherwise changed in the same proportion and in
the same manner.

Under present law, any offer to purchase our Class B Shares, whether by way of a
public offer or private transaction and regardless of the offered price, would
not necessarily result in an offer to purchase our Class A Subordinate Voting
Shares. ACCORDINGLY, HOLDERS OF OUR CLASS A SUBORDINATE VOTING SHARES DO NOT
HAVE A RIGHT TO PARTICIPATE IF A TAKEOVER BID IS MADE FOR OUR CLASS B SHARES.

PREFERRED SECURITIES

In September 1999, we issued two series of unsecured junior subordinated
debentures: our 8.65% Series A Preferred Securities, which are denominated in
Canadian dollars; and our 8.875% Series B Preferred Securities, which are
denominated in U.S. dollars. The following is a brief description of the
significant attributes of our Preferred Securities, which are set forth in
detail in our prospectuses dated September 14, 1999 and the trust indenture
dated as of September 21, 1999 between us and the trustee for the holders of the
Preferred Securities.

                                       37
<Page>

This description is qualified in its entirety by reference to the detailed
provisions of the prospectuses and the trust indenture.

An aggregate principal amount of Cdn$165 million of our 8.65% Series A
Preferred Securities, which bear interest at a rate of 8.65%, are payable
quarterly and mature on September 30, 2048, are issued and outstanding. An
aggregate principal amount of $170 million of our 8.875% Series B Preferred
Securities, which bear interest at a rate of 8.875%, are payable quarterly
and mature on September 21, 2048, are issued and outstanding. Our 8.65%
Series A Preferred Securities and our 8.875% Series B Preferred Securities
are each redeemable, at our option, on or after September 30, 2004 and
September 21, 2004, respectively, or earlier in the event of certain adverse
changes in tax legislation.

Upon redemption or maturity of either series of the Preferred Securities, we
may, at our option, elect to pay the outstanding principal amount, plus any
accrued and unpaid interest, by delivery of a certain number of our Class A
Subordinate Voting Shares to the trustee under the trust indenture governing the
Preferred Securities. In this event, holders of the Preferred Securities will be
entitled to receive a cash payment equal to the amount payable on redemption or
maturity, from the proceeds of sale of the Class A Subordinate Voting Shares
sold by the trustee on our behalf.

We also have the right to defer at any time, subject to certain conditions,
payments of interest on the Preferred Securities, by extending the interest
payment period for up to 20 consecutive quarterly interest periods. We cannot
pay or declare dividends on any of our Class A Subordinate Voting Shares, Class
B Shares or Preferred Shares (if any), while interest on the Preferred
Securities is being deferred. Interest continues to accrue, but does not
compound, during any deferral period. We may satisfy our obligation to pay
deferred interest by delivery of a certain number of our Class A Subordinate
Voting Shares to the trustee. In this event, holders of the Preferred Securities
will be entitled to receive a cash payment equal to the deferred interest
payable from the proceeds of sale of the Class A Subordinate Voting Shares sold
by the trustee on our behalf.

RATINGS

Our 8.65% Series A Preferred Securities and our 8.875% Series B Preferred
Securities, which are unsecured junior subordinated debentures, have been given
the following credit ratings by the following rating agencies:

<Table>
<Caption>
                                                     8.65% SERIES A                  8.875% SERIES B
     RATING AGENCY                                PREFERRED SECURITIES            PREFERRED SECURITIES
     -------------                                --------------------            --------------------
     <S>                                          <C>                             <C>
     Dominion Bond Rating Service                       Pfd-2y                           Pfd-2y
     Moody's Investors Service                           Baa2                             Baa2
     Standard & Poor's                                   BBB+                             BBB+
</Table>

Dominion Bond Rating Service's rating of the Preferred Securities is on a
preferred share rating scale that ranges from Pfd-1 to Pfd-5, which represents
the range from highest to lowest quality of such securities rated. Securities
rated in the Pfd-2 rating category are in the second highest category of the
relevant scale and are considered by Dominion Bond Rating Services to be of
satisfactory credit quality. The "y" modifier is used to indicate a hybrid
security.

Moody's rating of the Preferred Securities is on a long-term debt rating scale
that ranges from "Aaa" to "C", which represents the range from highest to lowest
quality of such securities rated. Securities rated in the "Baa" rating category
are in the fourth highest category of the relevant scale and are considered by
Moody's to be medium-grade obligations. The assignment of a "1", "2" or "3"
modifier within each of the nine long-term debt rating categories indicates
relative standing within such category.

Standard & Poor's ratings of the Preferred Securities on a long-term debt rating
scale that ranges from AAA to D, which represents the range from highest to
lowest quality of such securities rated. Securities rated in the BBB rating
category are in the fourth highest category of the relevant scale and are
considered by Standard & Poor's to exhibit adequate protection parameters. The
assignment of a "+" or " - " modifier within each of the ten long-term debt
rating categories indicates relative standing within such category.


                                       38
<Page>


Credit ratings are intended to provide investors with an independent measure of
the credit quality of securities. The credit ratings accorded to the Preferred
Securities by the rating agencies are not recommendations to purchase, hold or
sell the Preferred Securities, inasmuch as such ratings do not comment as to
market price or suitability for a particular investor. There is no assurance
that any rating will remain in effect for any given period of time or that any
rating will not be revised or withdrawn entirely by a rating agency in the
future.

ITEM 7.   MARKET FOR SECURITIES

CLASS A SUBORDINATE VOTING SHARES AND CLASS B SHARES

Our Class A Subordinate Voting Shares are listed and posted for trading on both
the Toronto Stock Exchange, under the trading symbol "MG.A", and on the New York
Stock Exchange, under the trading symbol "MGA". Our Class B Shares are listed
and posted for trading on the Toronto Stock Exchange, under the trading symbol
"MG.B".

The high and low sale prices and volume of shares traded for each of our Class A
Subordinate Voting Shares and our Class B Shares, as reported by the Toronto
Stock Exchange, for the months during the year ended December 31, 2003 were as
follows:

<Table>
<Caption>
                          CLASS A SUBORDINATE VOTING SHARES                         CLASS B SHARES
                       ---------------------------------------           --------------------------------------
                         High            Low           Volume             High             Low          Volume
MONTH                  (CDN.$)         (CDN.$)        (000'S)            (CDN$)           (CDN$)        (000'S)
-----                  -------         -------        --------           ------           ------        -------
<S>                    <C>             <C>            <C>                <C>              <C>           <C>
January                   94.63          84.15         4,076.6            -                -              0.0
February                  87.90          80.50         3,284.9            - (1)            - (1)          0.1
March                     84.25          73.80         5,141.2            90.00            80.00          1.4
April                     86.66          76.75         3,649.6            79.69            79.69          0.4
May                       93.39          83.29         5,055.0            97.00            79.00          1.4
June                      95.70          88.80         5,402.7            96.00            90.50          2.2
July                     107.50          89.51         6,771.4           109.00            90.91          1.6
August (2)               116.75          97.50         5,575.9           121.00           100.00          3.2
September (2)            106.85          96.13         4,115.0           110.00            97.50          0.8
October                  109.10          97.20         2,963.3           113.00            97.50          0.4
November                 109.63          99.00         3,323.7            - (1)            - (1)          0.1
December                 108.42         100.49         3,950.9           111.00           100.50          0.3
</Table>

(1)  Information not available for trading volumes less than a board lot.

(2)  Trading prices reflect the distribution on September 2, 2003 of Class A
     Subordinate Voting Shares and Class B Shares of MI Developments, to holders
     of record after the close of business on August 29, 2003, of our Class A
     Subordinate Voting Shares and Class B shares, respectively.

PREFERRED SECURITIES

Our 8.65% Series A Preferred Securities are listed and posted for trading on the
Toronto Stock Exchange, under the trading symbol "MG.PR.A" and our 8.875% Series
B Preferred Securities are listed and posted for trading on the New York Stock
Exchange, under the trading symbol "MRPRB".

The high and low sale prices and volume of shares traded for each of our 8.65%
Series A Preferred Securities, as reported by the Toronto Stock Exchange, and
our 8.875% Series B Preferred Securities, as reported by the New York Stock
Exchange, for the months during the year ended December 31, 2003 were as
follows:


                                       39
<Page>


<Table>
<Caption>
                           8.65% SERIES A PREFERRED SECURITIES             8.875% SERIES B PREFERRED SECURITIES
                          -------------------------------------            -------------------------------------
                           High          Low            Volume              High             Low          Volume
MONTH                     (CDN$)        (CDN$)          (000'S)              ($)             ($)         (000'S)
-----                     ------        ------          -------            -----            -----        -------
<S>                       <C>           <C>             <C>                <C>              <C>          <C>
January                    26.90         26.22           117.2             27.20            26.28          88.5
February                   26.89         26.40            94.4             27.05            26.21          79.9
March                      26.75         25.15           154.3             27.05            26.18         106.7
April                      25.80         25.35           101.9             26.95            26.20          84.5
May                        26.73         25.72           158.0             27.30            26.46          75.3
June                       26.69         26.00           139.3             27.23            26.30          74.9
July                       26.60         26.06           175.1             26.76            26.01          53.3
August                     26.60         26.22            97.4             26.80            26.01          63.4
September                  26.80         25.55           131.0             26.85            26.02          61.4
October                    26.25         25.76           118.6             26.48            26.00          68.3
November                   26.25         25.71           128.8             26.35            26.05          51.7
December                   26.29         25.41           139.4             26.46            25.82          87.2
</Table>

ITEM 8.   DIRECTORS AND OFFICERS

DIRECTORS

Our Board of Directors currently consists of the following members:

<Table>
<Caption>
NAME AND MUNICIPALITY OF RESIDENCE       DIRECTOR SINCE         PRINCIPAL OCCUPATION
----------------------------------       --------------         --------------------
<S>                                      <C>                    <C>
WILLIAM H. FIKE (1)                      June 5, 1995           Consultant and Corporate Director
Ft. Myers, Florida

MANFRED GINGL                            January 14, 2002       Executive Vice-Chairman of the Company and
Kettleby, Ontario                                               Chairman and Chief Executive Officer of
                                                                Tesma International Inc.
                                                                (Manufacturing)

MICHAEL D. HARRIS (2)                    January 8, 2003        Consultant and Senior Business Advisor,
Toronto, Ontario                                                Goodmans LLP
                                                                (Barristers and Solicitors)

EDWARD C. LUMLEY (2)(3)                  December 7, 1989       Vice-Chairman, BMO Nesbitt Burns
South Lancaster, Ontario                                        (Investment and Corporate Banking)

KLAUS MANGOLD                            February 26, 2004      Corporate Director
Stuttgart, Germany

KARLHEINZ MUHR                           March 8, 1999          Managing Director, Credit Suisse First Boston
Greenwich, Connecticut                                          (Investment Banking)

GERHARD RANDA                            July 19, 1995          Member of the Management Board and Chief
Vienna, Austria                                                 Operating Officer, Bayerische Hypo - und
                                                                vereinsbank AG
                                                                (Investment and Corporate Banking)

DONALD RESNICK (1)(4)                    February 25, 1982      Corporate Director
Toronto, Ontario

ROYDEN R. RICHARDSON (1)(2)(4)           October 31, 1990       President, RBQ Limited and Managing Director,
Schomberg, Ontario                                              Fairlane Asset Management Limited
                                                                (Investments)
</Table>


                                       40
<Page>


<Table>
<Caption>
NAME AND MUNICIPALITY OF RESIDENCE       DIRECTOR SINCE         PRINCIPAL OCCUPATION
----------------------------------       --------------         --------------------
<S>                                      <C>                    <C>
FRANK STRONACH                           December 10, 1968      Partner, Stronach & Co.
Oberwaltersdorf, Austria                                        (Consultant)

FRANZ VRANITZKY                          June 11, 1997          Corporate Director
Vienna, Austria

SIEGFRIED WOLF                           March 9, 1999          Executive Vice-Chairman of the Company,
Weikersdorf, Austria                                            Chairman of the Supervisory Board of Magna Steyr
                                                                and Chairman of Decoma International Inc.
                                                                (Manufacturing)
</Table>

(1)  Member of the Audit Committee

(2)  Member of the Corporate Governance and Compensation Committee

(3)  Lead Director of the Board of Directors

(4)  Member of the Environmental Committee

All of our directors were elected to their present terms of office by our
shareholders at our Annual Meeting of Shareholders held on May 6, 2004. The term
of office for each director expires at the conclusion of the next annual meeting
of our shareholders. At present, no executive committee of the Board of
Directors has been constituted.

All of the directors have held the principal occupations identified above (or
another position with the same employer) for not less than five years, except
as follows:

o    Mr. Fike served as our Vice-Chairman and held other senior positions with
     us from October 1994 to January 1999, after which time he worked as a
     consultant for us until January 2000.

o    Mr. Harris was the Premier of Ontario from June 1995 until March 2002 and
     has acted as a business consultant since that date and as a Senior Business
     Advisor to Goodmans LLP since October 2002.

o    Dr. Mangold was a member of the Management Board of DaimlerChrysler AG
     until December 2003 and has been a corporate director and consultant since
     then.

o    Mr. Randa has also served as Chairman of the Supervisory Board of Bank
     Austria Creditanstalt AG since April 1995.

o    Mr. Richardson has served as President, RBQ Limited since its formation in
     1983.

o    Mr. Muhr has held the principal occupation above since June 2003, prior to
     which he was Chairman and Chief Executive Officer of Volaris Advisors.
     Prior to that, he was Managing Director at UBS AG from February 1995 until
     June 2000.

OFFICERS

Our officers currently consist of the following persons:

<Table>
<Caption>
NAME AND MUNICIPALITY OF RESIDENCE            PRINCIPAL OCCUPATION
----------------------------------            --------------------
<S>                                           <C>
FRANK STRONACH                                Chairman of the Board (since November 1971),
Oberwaltersdorf, Austria                      Interim President (since January 2004) and
                                              Interim Chief Executive Officer (since March 2004)

MANFRED GINGL                                 Executive Vice-Chairman (since May 2002)
Kettleby, Ontario
</Table>


                                       41
<Page>


<Table>
<Caption>
NAME AND MUNICIPALITY OF RESIDENCE            PRINCIPAL OCCUPATION
----------------------------------            --------------------
<S>                                           <C>
SIEGFRIED WOLF                                Executive Vice-Chairman (since May 2002)
Weikersdorf, Austria

J. BRIAN COLBURN                              Executive Vice-President, Special Projects (since May 1992) and
Toronto, Ontario                              Secretary (since January 1994)

VINCENT J. GALIFI                             Executive Vice-President (since September 1996) and
Woodbridge, Ontario                           Chief Financial Officer (since December 1997)

PETER KOOB                                    Executive Vice-President, Corporate Development (since May 2002)
Hausen, Germany

MARC NEEB                                     Executive Vice-President, Global Human Resources (since January 2003)
Aurora, Ontario

JEFFREY O. PALMER                             Executive Vice-President (since January 2001)
Burlington, Ontario

TOMMY J. SKUDUTIS                             Executive Vice-President, Operations (since May 2001)
King City, Ontario

CAMERON W. HASTINGS                           Vice-President, Core Projects (since January 2002)
Pefferlaw, Ontario

ROLAND B. NIMMO                               Vice-President, Internal Audit (since September 2002)
Aurora, Ontario

STEPHEN I. RODGERS                            Vice-President, Marketing (since August 2003)
Holland Landing, Ontario

KEITH STEIN                                   Vice-President, Corporate Affairs (since March 1999)
Toronto, Ontario

LOUIS TONELLI                                 Vice-President, Investors Relations (since November 2003)
Aurora, Ontario

JOSEPH M. LEFAVE                              Vice-President (since May 2004)
Vaughan, Ontario

PATRICK W. D. McCANN                          Controller (since May 2002)
Newmarket, Ontario
</Table>


To the extent that our officers have not held the offices identified above for
the last five years, they have held the following offices or positions with us
and/or have had the following principal occupations, during the last five years:

o    Prior to May 2002, Mr. Gingl was our Vice-Chairman since January 2002, and
     also from November 1999 to July 2000. Mr. Gingl has also been the Chairman
     of Tesma since February 2004 and President and Chief Executive Officer of
     Tesma since 1995.

o    Prior to May 2002, Mr. Wolf was our Vice-Chairman since February 2002, and
     also from March 1999 to February 2001. Mr. Wolf has also been the Chairman
     of the Supervisory Board of Magna Steyr since May 2003 and, prior to that,
     was the President and Chief Executive Officer of Magna Steyr since
     September 2001. Mr. Wolf has also held executive and director positions in
     our European corporate operations, including serving as the Chairman of the
     Supervisory Board of Magna International Europe since May 2003.

o    Mr. Koob has been the Vice-Chairman of the Supervisory Board of Magna Steyr
     since May 2003 and, prior to that, served as an Executive Vice-President of
     Magna Steyr since September 2001. Mr. Koob has also


                                       42
<Page>


     held executive and director positions in our European corporate operations,
     including serving as a member of the Supervisory Board of Magna
     International Europe since May 2003.

o    Prior to January 2003, Mr. Neeb was our Vice-President, Global Human
     Resources since May 2002. Prior to that, he was our Vice-President, Human
     Resources from August 2000 to May 2002. He was our Director, Corporate
     Administration from November 1999 to July 2000.

o    Prior to January 2001, Mr. Palmer was a partner at the law firm of Davies,
     Ward & Beck L.L.P.

o    Mr. Skudutis was President of Cosma from March 2001 to March 2002. Prior to
     that, he was Vice-President, Operations of Cosma since February 1993. Mr.
     Skudutis was also Vice-President, Operations from January 1993 to June
     2000.

o    Prior to January 2002, Mr. Hastings was the Assistant General Manager of
     Cosma's Maple Stamping division since August 1990.

o    Prior to September 2002, Mr. Nimmo was a partner at the accounting firm
     Deloitte & Touche L.L.P. since June 2002. Prior to that, he was a partner
     at the former accounting firm Arthur Andersen L.L.P. from November 2000 to
     May 2002. Prior to November 2000, he was President of Nimmo Financial
     Corporation, a consulting firm.

o    Prior to August 2003, Mr. Rodgers was the Senior Vice-President, Marketing
     of Intier Automotive Inc. since April 2002. Prior to that, he was the
     Senior Vice-President, Marketing and Planning of Intier Automotive Closures
     Inc. since July 1997.

o    Prior to November 2003, Mr. Tonelli was our Director of Investor Relations
     since November 2000. Prior to that, he was our Senior Manager, Investor
     Relations since February 1999.

o    Prior to April 2004, Mr. Lefave was the Executive Vice-President of
     Volkswagen Commercial Vehicles since June 2000. Prior to that, he was the
     Vice-President, Manufacturing of Volkswagen Commercial Vehicles from
     December 1998 to May 2000.

o    Prior to May 2002, Mr. McCann was our Assistant Controller since August
     2000. Prior to that, he was our Group Controller, Europe since April 1999.

BENEFICIAL OWNERSHIP OF SECURITIES

As of May 14, 2004, the number and percentage of securities of each class of
our voting securities beneficially owned, directly or indirectly, or over
which control or direction was exercised by all of our directors and officers
as a group (25 persons), was 4,519,094 (approximately 4.7%) of our Class A
Subordinate Voting Shares and 930,013 (approximately 84.8%) of our Class B
Shares.

ITEM 9.   CORPORATE CONSTITUTION

Our Corporate Constitution forms part of our charter documents. The Corporate
Constitution defines the rights of our employees and investors to participate in
our profits and growth and imposes discipline on our management. The brief
description of the principal features of our Corporate Constitution which
follows is subject to the detailed provisions of the Corporate Constitution as
contained in our charter documents. The description which follows does not
purport to be complete and is qualified in its entirety by reference to the
detailed provisions of the Corporate Constitution as contained in our charter
documents.

BOARD OF DIRECTORS

Our Corporate Constitution requires that a majority of the members of our Board
of Directors be individuals who are not also our officers, employees or persons
related to our officers or employees.


                                       43
<Page>


EMPLOYEE EQUITY PARTICIPATION AND PROFIT SHARING PROGRAMS

Our Corporate Constitution requires that 10% of our employee pre-tax profits
before profit sharing (as defined in the Corporate Constitution) for each
financial year be allocated in that financial year or the immediately following
financial year to:

o    the employee equity participation and profit sharing programs and any other
     profit sharing programs we have established for our employees; and

o    our defined benefit pension plan (for participating employees).

Employees of Tesma, Decoma and Intier participate in parallel employee equity
participation and profit sharing programs and thus are not eligible to
participate in our corporate level program. Senior members of divisional,
automotive systems group and executive management do not participate in these
employee equity participation and profit sharing programs.

DIVIDENDS; MINIMUM PROFIT PERFORMANCE

Our Corporate Constitution provides that unless otherwise approved by ordinary
resolution of the holders of our Class A Subordinate Voting Shares and our Class
B Shares, voting as separate classes, the holders of our Class A Subordinate
Voting Share and Class B Shares will be entitled to receive and we will pay, if,
as and when declared by our Board of Directors out of funds properly applicable
to the payment of dividends, non-cumulative dividends in respect of each
financial year so that the aggregate of the dividends paid or payable in respect
of such year is:

o    equal to at least 10% of our after-tax profits (as defined in the Corporate
     Constitution) after providing for dividends on preference shares, if any,
     for such year; and

o    on average, equal to at least 20% of our after-tax profits (as defined in
     the Corporate Constitution) after providing for dividends on preference
     shares, if any, for such financial year and the two immediately preceding
     financial years.

If at any time our after-tax profits (as defined in the Corporate Constitution)
are less than 4% of the average stated capital attributable to our Class A
Subordinate Voting Shares and Class B Shares at the beginning and at the end of
the financial year in question, for two consecutive financial years or we fail
to pay the required dividends described above for a period of two consecutive
financial years, the holders of Class A Subordinate Voting Shares will, until
the 4% return is achieved in a succeeding financial year and all required
dividends, if any, are paid, have the exclusive right, voting separately as a
class, to nominate and elect two directors at the next meeting of our
shareholders at which directors are to be elected such right to increase the
number of directors which may be elected to continue for each consecutive
two-year period. If the 4% return is not achieved or a required dividend is not
paid for any two consecutive financial years following the initial two
consecutive financial years, then the holders of our Class A Subordinate Voting
Shares will, until the 4% return is achieved for one financial year and all
required dividends are paid, have the exclusive right, voting separately as a
class, to nominate and elect two additional directors at the next meeting of
shareholders at which directors are to be elected. Once the right of holders of
our Class A Subordinate Voting Shares to elect such directors terminates, the
directors who had been so elected will nonetheless serve until their successors
are duly elected at the next meeting of our shareholders.

CHANGES IN SHARE CAPITAL

Except as otherwise approved by the holders of at least a majority of each of
our Class A Subordinate Voting Shares and Class B Shares, voting as separate
classes, our Corporate Constitution prohibits:

o    an increase in the maximum number of authorized shares of any class of our
     capital stock (other than our Class A Subordinate Voting Shares which may
     be issued in an unlimited amount); and

o    the creation of any new class or series of capital stock having voting
     rights (other than on default in the payment of dividends) or having rights
     to participate in our profits (other than securities convertible into


                                       44
<Page>

     existing classes of shares or a class or series of shares having fixed
     dividends or dividends determined without regard to profits).

UNRELATED INVESTMENTS

Unless approved by the holders of at least a majority of each of our Class A
Subordinate Voting Shares and Class B Shares, voting as separate classes, our
Corporate Constitution prohibits us from making an investment (whether direct or
indirect, by means of loans, guarantee, or otherwise) in any "unrelated
business" where such an investment, together with the aggregate of all other
investments in unrelated businesses on the date in question, exceeds 20% of our
"available equity" at the end of the financial quarter immediately preceding the
date of investment. For purposes of our Corporate Constitution, the term
"unrelated business" means any business that:

o    does not relate to the design, manufacture, distribution or sale of motor
     vehicles or motor vehicle parts, components, assemblies or accessories;

o    does not utilize technology, manufacturing processes, equipment or skilled
     personnel in a manner similar to that utilized or under development by us;
     or

o    does not involve the provision of products or services to our suppliers and
     customers, or the provisions of products or services similar to those
     provided by our suppliers and customers from time to time.

A business will be deemed to cease to be an unrelated business for purposes of
our Corporate Constitution if the net profits after tax of such business exceeds
on average 5% of our aggregate investment in such business for two out of any
three consecutive years after the date of such investment. For purposes of our
Corporate Constitution, the term "available equity" is defined to mean our total
shareholders' equity, less the stated capital of any non-participating
preference shares.

RESEARCH AND DEVELOPMENT

Our Corporate Constitution requires a minimum of 7% of our pre-tax profits (as
defined in the Corporate Constitution) for any financial year to be allocated to
research and development during that financial year or the immediately following
financial year.

SOCIAL OBJECTIVES

Pursuant to our Corporate Constitution, a maximum of 2% of our pre-tax profits
(as defined in the Corporate Constitution) for any financial year may be
allocated to the promotion of "social objectives" during the financial year or
the immediately following financial year. For purposes of our Corporate
Constitution, the term "social objectives" means objectives which, in the sole
opinion of our executive management, are of a political, patriotic,
philanthropic, charitable, educational, scientific, artistic, social or other
useful nature to the communities in which we operate.

INCENTIVE BONUSES; MANAGEMENT BASE SALARIES

Our Corporate Constitution provides that aggregate incentive bonuses (which may
be paid in cash or in our shares) paid or payable to "corporate management" in
respect of any financial year will not exceed 6% of our pre-tax profits before
profit sharing (as defined in the Corporate Constitution) for that financial
year and that base salaries payable to such management will be comparable to
those in industry generally. For purposes of our Corporate Constitution,
"corporate management" means our chief executive officer, chief operating
officer, chief marketing officer and chief administrative officer and any other
employee designated by these persons from time to time to be included within
"corporate management". Our Executive Vice-Chairmen and certain of our Executive
Vice-Presidents have been designated for these purposes.


                                       45
<Page>


ITEM 10.  LEGAL PROCEEDINGS

CENTOCO

In November 1997, KS Centoco Ltd., an Ontario-based steering wheel manufacturer
in which we have a 23% equity interest, and Centoco Holdings Limited, the owner
of the remaining 77% equity interest in KS Centoco Ltd., filed a statement of
claim against us and two of our subsidiaries. On March 5, 1999, the plaintiffs
were granted leave to make substantial amendments to the original statement of
claim, in order to add several new defendants and claim additional remedies. The
amended statement of claim alleges, among other things:

o    breach of fiduciary duty by us and two of our subsidiaries;

o    breach by us of our binding letter of intent with KS Centoco, including our
     covenant not to have any interest, directly or indirectly, in any entity
     that carries on the airbag business in North America, other than through
     MST Automotive Inc., a company to be 77% owned by Magna and 23% owned by
     Centoco Holdings;

o    The plaintiff's exclusive entitlement to certain airbag technologies in
     North America pursuant to an exclusive license agreement, together with an
     accounting of all revenues and profits resulting from the alleged use by
     us, TRW Inc. and other unrelated third party automotive supplier defendants
     of such technology in North America; and

o    A conspiracy by us, TRW and others to deprive KS Centoco of the benefits of
     such airbag technology in North America and to cause Centoco Holdings to
     sell to TRW its interest in KS Centoco in conjunction with the sale by us
     to TRW of our interest in MST Automotive GmbH and TEMIC Bayern-Chemie
     Airbag GmbH.

The plaintiffs are seeking, among other things, damages of approximately Cdn$3.5
billion. We have filed an amended statement of defence and counterclaim.
Document production is underway and examinations for discovery have commenced.
We intend to vigorously defend this case. At this time, notwithstanding the
early stages of these legal proceedings and the difficulty in predicting final
outcomes, our management believes that the ultimate resolution of these claims
will not have a material adverse effect on our consolidated financial position.

STONERIDGE

On August 16, 2002, Intier Automotive Closures Inc. was served with a complaint
issued in the United States District Court, District of Massachusetts by
Stoneridge Control Devices, Inc., which was a supplier of adjunct actuators to
Intier. After months of unsuccessful pricing negotiations, Intier advised
Stoneridge that it would not be extending its long-term agreement, which expired
on July 31, 2002, and that such adjunct actuators would thereafter be
manufactured by Intier. In this action, Stoneridge is alleging that Intier:

o    breached certain agreements with Stoneridge, which obliged Intier to
     purchase all of its adjunct actuator requirements from Stoneridge for the
     life of certain customer programs;

o    made certain misrepresentations to Stoneridge that Intier was not
     developing and producing adjunct actuators itself and that it intended to
     purchase Stoneridge's adjunct actuators for the life of the programs;

o    unlawfully used Stoneridge's trade secrets and proprietary information; and

o    violated the Massachusetts unfair business practices legislation.

Stoneridge's initial disclosure dated November 17, 2003 claims that its damages
are over $25 million. Intier disputes the allegations contained in the complaint
and believes it has substantial defences for these claims, although Intier
cannot provide any assurance that it will ultimately be successful.


                                       46
<Page>


GENERAL MOTORS

On February 28, 2003, Intier Automotive Closures of America, Inc. was served, in
conjunction with Siemens Automotive Corp., a.k.a Siemens VDO Automotive Corp.,
with a complaint issued in the Macomb County Circuit Court of the State of
Michigan by General Motors Corporation. The complaint alleges that Intier and
Siemens are in breach of certain express and implied warranties to General
Motors and, as a result, General Motors is seeking reimbursement for costs and
expenses incurred as a result of its replacement of tens of thousands of rear
door electric motors in respect of its model year 2000 full-size sport utility
vehicles and trucks, including the Tahoe, Suburban, GMC Silverado and Chevrolet
Avalanche. The rear door electric motors, which Intier was directed to use by
General Motors, are manufactured by Siemens and form part of a power rear door
window regulator supplied by Intier to General Motors for those vehicles.
Although the damages in the complaint are unspecific, General Motors has
previously claimed that the warranty and future recall costs could be up to $42
million. Based on its investigations to date, Intier believes that it has
substantial defences for this claim and that any liability it may become subject
to, if it is established that the rear door motor is defective, will likely be
recoverable from Siemens, although Intier cannot provide any assurance that this
will be the case.

OTHER

In the ordinary course of business activities, we may be contingently liable for
litigation and claims with our customers, suppliers and employees. Our
management believes that adequate provisions are recorded in the accounts where
required and when estimable. However, there can be no assurance that we will not
incur additional expense.

ITEM 11.  INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS

Reference is made to the section entitled, "Interests of Management and Other
Insiders in Certain Transactions" in our Management Information Circular/Proxy
Statement dated March 29, 2004 for our annual meeting of shareholders held on
May 6, 2004, which is incorporated by reference into this Annual Information
Form.

ITEM 12.  TRANSFER AGENT AND REGISTRAR

The transfer agent and registrar for our Class A Subordinate Voting Shares and
our Class B Shares is Computershare Trust Company of Canada, at its principal
offices in Toronto, Ontario. The co-transfer agent and co-registrar for our
Class A Subordinate Voting Shares in the United States is Computershare Trust
Company, Inc., at its offices in Golden, Colorado.

ITEM 13.  ADDITIONAL INFORMATION

Our Management Information Circular/Proxy Statement dated March 29, 2004
contains the following additional information about us:

o    our directors' and executive officers' compensation and indebtedness; ! our
     voting securities and their principal holders;

o    our Audit Committee and its report;

o    our Corporate Governance and Compensation Committee and its report; and

o    our statement of corporate governance practices.

Additional financial information about us is provided in our consolidated
financial statements as at and for the three-year period ended December 31,
2003. These documents and additional information about us may be found on SEDAR,
at www.sedar.com.

Any person may obtain copies of the following documents upon request from our
Secretary, c/o Magna International Inc., 337 Magna Drive, Aurora, Ontario, L4G
7K1:

(a)  when our securities are in the course of a distribution pursuant to a short
     form prospectus or a preliminary short form prospectus has been filed in
     respect of a distribution of our securities,

     (i)  one copy of this Annual Information Form;


                                       47
<Page>


     (ii) one copy of our Annual Report to Shareholders for the year ended
          December 31, 2003, which contains the following items:

          -    the "Management's Discussion and Analysis of Results of
               Operations and Financial Position", which is the only item
               incorporated by reference into this Annual Information Form; and

          -    our financial statements as at and for the three-year period
               ended December 31, 2003;

    (iii) one copy of any of our interim financial statements subsequent to the
          financial statements for our most recently completed financial year;

     (iv) one copy of our Management Information Circular/Proxy Statement dated
          March 29, 2004; and

     (v)  one copy of any other documents that are incorporated by reference
          into the preliminary short form prospectus or the short form
          prospectus and are not provided under (i) to (iv) above; or

(b)  at any other time, one copy of any of the documents referred to in (a)(i)
     to (iv) above, provided that we may require payment of a reasonable charge
     for such copy if the request is made by a person who is not one of our
     security holders.


                                       48
<Page>


                                   SCHEDULE A

                             PRINCIPAL SUBSIDIARIES

The following is a list of our principal subsidiaries as at January 3, 2004,
which is the end of our 2003 taxation year, and their respective jurisdictions
of incorporation. However, we use the current corporate names of these
subsidiaries.

Parent/subsidiary relationships are identified by indentations. The list shows
the percentages of the votes attached to all voting securities, and of each
class of non-voting securities, owned by us or over which control or direction
is exercised by us. Percentages represent the total equity interest in a
subsidiary, which is not necessarily indicative of percentage voting control.

Subsidiaries not shown each represent less than 10% of our total consolidated
revenues and total consolidated assets (although not all subsidiaries shown
necessarily each represent more than 10% of our total consolidated assets and
total consolidated sales) and, if considered in the aggregate as a single
subsidiary, represent less than 20% of our total consolidated revenues and total
consolidated assets.

<Table>
<Caption>
                                                                                                   JURISDICTION OF
SUBSIDIARY                                                                  VOTING SECURITIES       INCORPORATION
---------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>                    <C>
Cosma America Holdings Inc.                                                       100%                 Delaware
     Cosma International of America, Inc.                                         100%                 Michigan
         Vehma International of America, Inc.                                     100%                 Delaware
               Magna Steyr of America, Inc.                                       100%                 Delaware
                     Magna Steyr Powertrain of America, Inc.                      100%                 Delaware
         Dieomatic Incorporated                                                   100%                   Iowa
               Magna Donnelly Mirrors North America L.L.C.                        100%                 Delaware
Magna Structural Systems Inc.                                                     100%                 Ontario
Formex Automotive Industries, S.A. de C.V.                                        100%                  Mexico

Magna Steyr Investments S.A.                                                      100%                 Belgium
      Magna Steyr Metalforming AG                                                 100%                 Austria
         MI Real Estate St Valentin AG & Co. OEG                                  100%                 Austria
         Magna Steyr AG & Co. KG                                                  100%                 Austria
               Magna Steyr Powertrain AG & Co. KG                                 100%                 Austria
               Magna Steyr Fahrzeugtechnik AG & Co. KG                            100%                 Austria

Magna Donnelly Corporation                                                        100%                 Michigan
      Optera, Inc.                                                                100%                 Michigan
      Magna Donnelly Electronics, Inc.                                            100%                 Michigan
      Magna Donnelly Monterrey,  S.A. de C.V.                                     100%                  Mexico
      Magna Donnelly EuroGlas Systems, S.A.R.L.                                   100%                  France
      Magna Donnelly Electronics Naas Limited                                     100%                 Ireland
      Magna Donnelly Holding GmbH                                                 100%                 Germany
         Donnelly Hohe GmbH & Co. KG                                             66.67%                Germany

Bestop, Inc.                                                                     60% (1)               Delaware

New Magna Investments S.A.                                                        100%                 Belgium
      Magna International Stanztechnik GmbH                                       100%                 Germany
      Magna Presstec AG                                                           100%                 Austria
         Magna Cartech spol. s.r.o.                                               100%              Czech Republic
      Magna Auteca AG                                                             100%                 Austria
      Magna Reflex Holding GmbH                                                   100%                 Germany

</Table>


                                       49
<Page>


<Table>
<Caption>
                                                                                                   JURISDICTION OF
SUBSIDIARY                                                                  VOTING SECURITIES       INCORPORATION
---------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>                    <C>
Decoma International Inc.                                                 57.4% Class A (2)(3)
                                                                           100% Class B (2)(3)         Ontario
     Decoma International Corp.                                                   100%                 Ontario
     Decoma U.S. Holdings Inc.                                                    100%                 Delaware
         Decoma U.K. Limited                                                      100%              United Kingdom
         Decoma International of America, Inc.                                    100%                 Delaware
               Lexamar Corporation                                                100%                 Delaware
               Decostar Industries Inc.                                           100%                 Delaware
               Decoma America Holdings Inc.                                       100%                 Delaware
               Norplas Industries Inc.                                            100%                 Delaware
               Conix Corporation                                                  100%                 Delaware
                       Nascote Industries, Inc.                                   100%                 Delaware
               Autosystems America Inc.                                           100%                 Delaware
               Decoma Systems Integration Group Inc.                              100%                 Delaware
               Modular Automotive Systems L.L.C.                                   40%                 Michigan
     Decoplas S.A. de C.V.                                                        100%                  Mexico
     Decoma Automotive Holding N.V.                                               100%                 Belgium
         Decoma Exterior Systems Holding (Germany) GmbH                           100%                 Germany
               Decoma Exterior Systems GmbH                                       100%                 Germany
               Decoma Germany GmbH                                                100%                 Germany
                       Decoma Exterior Systems U.K. Limited                       100%              United Kingdom
                       Decotrim Industries S.A.                                   100%                 Belgium
                       Belplas Industries N.V.                                    100%                 Belgium
               Decoma Decotech GmbH                                               100%                 Germany
               Decoma Exterior Systems (Poland) Sp.z.o.o.                         100%                  Poland
               HDO Galvano - und Oberflachentechnik GmbH                          100%                 Germany

Intier Automotive Inc.                                                       NIL Class A (2)
                                                                           100% Class B (2)(4)         Ontario
     Intier Automotive Closures Inc.                                              100%                 Ontario
     Intier Automotive of America, Inc.                                           100%                 Delaware
            Intier Automotive of America Holdings, Inc.                           100%                 Delaware
                Intier Automotive Seating of America, Inc.                        100%                 Delaware
            Intier Automotive Interiors of America, Inc.                          100%                 Delaware
     Intier Investments S.A.                                                      100%                 Belgium
            Intier Automotive Holding (Austria) GmbH                              100%                 Austria
                Intier Automotive Eybl GmbH                                       100%                 Austria
                      Intier  Automotive  Eybly GmbH  (Ebergassing) & Co           99%                 Austria
                      OHG
            Intier (Germany) Holding GmbH                                         100%                 Germany
                Intier Automotive (Eybl) Interiors GmbH                           100%                 Germany
                Intier Automotive (Eybl) Germany GmbH                             100%                 Germany
                Beteiligungsgesellschaft Intier Automotive mbH                    100%                 Germany
                      Intier Automotive Naher GmbH                                100%                 Germany
                Intier Automotive Seating (Germany) GmbH                          100%                 Germany
            Intier Automotive Holding (U.K.) Limited                              100%              United Kingdom
                Intier Automotive Interiors Limited                               100%              United Kingdom
                Intier Automotive Seating Limited                                 100%              United Kingdom
     Intier Automotive Closures S.p.A.                                             99%                  Italy
</Table>


                                       50
<Page>


<Table>
<Caption>
                                                                                                   JURISDICTION OF
SUBSIDIARY                                                                  VOTING SECURITIES       INCORPORATION
---------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>                    <C>
Tesma International Inc.                                                     NIL Class A (2)
                                                                          100% Class B (2)(5)          Ontario
     2014332 Ontario Inc.                                                         100%                 Ontario
           Litens Automotive Partnership                                          76.8%                Ontario
             836112 Ontario Inc.                                                  100%                 Ontario
                 LATCO AG                                                         100%               Switzerland
                       Atech Vertriebs GmbH                                       100%                 Germany
                       Tendeco Sales Inc.                                         100%                 Delaware
                 Litens Automotive of America, Inc.                               100%                 Delaware
                 Litens Automotive do Brasil Ltda.                                100%                  Brazil
                 Litens Automotive (Korea) Inc.                                   100%               South Korea
                 Litens Automotive (Suzhou) Co., Ltd.                             100%                  China
                 Litens Holdings (Bermuda) Limited                                100%                 Bermuda
                       Litens Holdings Verwaltungs GmbH                           100%                 Germany
                       Litens Holdings GmbH & Co. KG                              100%                 Germany
                                    Litens Automotive GmbH                        100%                 Germany
                                    Litens Automotive s.r.l.                      100%                  Italy
           857531 Ontario Inc.                                                    100%                 Ontario
           Tesma International (Barbados) Inc.                                    100%                 Barbados
     Tesma International of America, Inc.                                         100%                 Delaware
     Tesma Europa GmbH                                                            100%                 Germany
     Tesma Motoren-und Getriebstechnik Ges.m.b.H.                                 100%                 Austria
     HAC Corporation                                                              100%               South Korea
     Eralmetall Verwaltungs GmbH                                                  100%                 Germany
     Eralmetall GmbH & Co. KG                                                     100%                 Germany
     STT Technologies Inc.                                                         75%                 Ontario
     Tesma Tec S.r.l                                                              100%                  Italy
     Tesma-Agla S.r.l.                                                             55%                  Italy
</Table>

(1)  The remaining voting securities owned by Decoma International of America,
     Inc.

(2)  "Class A" means the Class A Subordinate Voting Shares of the named
     subsidiary, and "Class B" means the Class B Shares of the named subsidiary.

(3)  Includes voting securities owned by 1265058 Ontario Inc., which is a
     wholly-owned subsidiary of ours.

(4)  Includes voting securities owned by 893898 Ontario Inc., 989891 Ontario
     Inc. and 2004189 Ontario Inc., which are wholly-owned subsidiaries of ours.

(5)  Includes voting securities owned by 1128969 Ontario Inc., which is a
     wholly-owned subsidiary of ours.


                                       51

</TEXT>
</DOCUMENT>
