The chairperson will need the following before any annual general meeting:

Transcription

1 AGM CHECKLIST The chairperson will need the following before any annual general meeting: Notice of meeting including date delivered and delivery method *minimum 14 days notice required* Rules date-stamped and most recent (include subsequent special resolutions filed) Policies relevant to business of meeting and current Agenda Sets of minutes that require approval Other meeting materials such as reports, audited financial statements etc. Meeting agreement/ Rules of Order - if applicable. Register of directors up-to-date Minutes of last AGM for reference First board meeting minutes after the previous AGM for reference *Please have paper copies of the materials listed above at your meeting. Before the meeting you will also need to provide the chairperson with: The names of any invited guests The name of the person who will take the meeting minutes The names of the people who will give the report of the Directors, committees and any other reports At the AGM, you will also need the materials listed below onsite: Report of the Directors if available sometimes it s a verbal report Sign in/member register Voting cards if the co-op uses voting cards (CHF BC provides a sample voting card) Ballots, ballot box, pens (CHF BC provides a sample ballot) A list of members who ineligible to serve as directors pursuant to the Rules arrears is the most common reason for disqualification but not the only one. This list should be available to the chair only. Any other equipment and materials required such as whiteboard and markers, laptop and data projector, [flipchart paper and stand, markers, tape etc. 1

2 Resources AGM Agenda Key [Full name of housing co-op or letterhead] Date: Time: Location: ANNUAL GENERAL MEETING [Insert name of housing co-op] AGENDA 1. Call to order territory acknowledgement, confirmation of notice and quorum 2. Introduction of guests/welcome new members 3. Approval of non-members as observers 4. Explanation of meeting process, rules of order and meeting agreement 5. Approval of agenda 6. Approval of minutes of [date(s)] 7. Business arising 8. Auditor s Report and Audited Financial Statements 9. Appointment of Auditor 10. Report from Board of Directors 11. Election of Directors a. Overview of director responsibilities b. Review board size, composition, terms and vacancies c. Review director qualifications d. Call for nominations e. Remarks from candidates f. Voting g. Announcement of results h. Motion to dispose of ballots 12. Acknowledgements 13. Close of meeting Please bring your AGM package to the meeting. [Add additional information if relevant, e.g. when registration will open, if there will be refreshments served, etc.] 1

3 AGENDA KEY 1. Call to Order territory acknowledgement, confirmation of notice and quorum Suggested acknowledgement of Indigenous Nations territory: The chair s acknowledgement should be appropriate to the territory where the meeting is taking place. See for your location. An example for Vancouver: We gratefully acknowledge that we are gathered today on the unceded traditional territory of the Coast Salish peoples, including the Musqueam, Squamish and Tsleil-Waututh nations. The chair confirms: a. Notice is proper: includes the date, time and address of meeting; reflects the general nature of the business to be conducted. b. Notice was delivered to each unit using the delivery method set out in your co-op s Rule c. Notice period is correct: Rule 14.8 sets out the notice period for your co-op AGM; it must be at least 14 days notice but check your Rules. d. Required quorum is present: Confirm eligibility to vote (membership model). Announce and enter quorum present in minutes. Rule sets out the required quorum for your co-op. 2. Introduction of guests/welcome new members Guests may include lawyer, auditor, management firm, other. The chair is not a guest because Rule permits the board to choose another person who need not be a member to be the chair. No motion is needed for the chair or guests invited by the board to be present at meeting. Rule allows the presence of the Auditor and others who are entitled or required under any provisions of the Act or these Rules. 3. Approval of non-members as observers Non-members may be admitted to the meeting on the invitation of the chair or with the consent of the members at the meeting. See Rule Explanation of meeting process, rules of order and meeting agreement The chair provides an overview of how the meeting business will progress. The chair reviews the meeting agreement and indicates what rules of order will be followed. See sample meeting agreement and rules of order. 2

4 5. Approval of agenda The chair asks for a motion to approve the agenda. Suggested changes must be the business of the meeting and major new business that requires support documentation and/or decision cannot be added. 6. Approval of minutes of [date(s)] Be sure to check what sets of minutes require approval. While minutes should be approved at the following meeting, sometimes co-ops do not do this. AGM minutes are approved at the next general meeting, not the next AGM. 7. Business arising The board should identify in advance of the meeting any business of the previous minutes that needs to be covered. Ideally it will be covered in the other agenda items of meeting. If there is no business arising, the chair announces that they have not been advised of any business arising from the minutes and if no one objects move on to the next item of business. 8. Auditor s Report and Audited Financial Statements The co-op board of directors approves the Auditor s report and audited financial statements in advance of the meeting. Members vote to receive, but do not approve, the Auditor s report and audited financial statements. 9. Appointment of Auditor Members and directors will need to speak freely. Wait for the Auditor to leave the meeting before starting this agenda item. The board will recommend appointment of the current auditor or appointment of a new auditor based on the board s research and recommendation. If for some extraordinary reason the board has not been able to come up with a recommendation, it may recommend that the co-op research a new auditor for member approval at a future general meeting see Rule Report from Board of Directors The report of Directors is an overview of the year s activities, challenges and outcomes. The report should reflect business completed as well as priorities and outstanding business that the new board may want to consider. The report should be positive and informative. The board should have approved the directors report. 3

5 This is not the president s report. A good board report will encourage members to serve as directors. 11. Election of Directors a. Overview of director responsibilities An educational component is recommended at general meetings, when appropriate. A brief overview of director responsibilities before the election is helpful for members. b. Review board size, composition, terms and vacancies c. Review director qualifications See Rule 17.5 The chair will need to confirm the day of meeting which members are not qualified to serve as directors pursuant to the Rules arrears is the most common reason for disqualification but not the only one. The information should be available to the chair only. d. Nominations Review nominations received in writing in advance of meeting Call for nominations from the floor - members may nominate themselves or others Every person must declare in writing or in person at the meeting that they are qualified to serve as a director and consent to serve if elected. See Rule 17.6 Use data projector/flipchart/white board to list the names of candidates who accept nominations. Make sure that the names of candidates who accepted nomination before the meeting are not weighted or showcased unfairly. e. Remarks from candidates Invite each candidate to speak for up to two minutes about how they will serve the co-op as director. No question and answer. f. Voting Explanation of voting procedures Refer to Rule 18 Election, appointment and removal of directors. Review what is needed on ballot and what would spoil ballot. Show that the ballot box is empty. Selection of scrutineers The chair asks for usually three volunteers not standing for election or related to candidates or who are directors to serve as scrutineers. Distribution of ballots Chair should have ballots. See sample ballot. Do not give ballots to 4

6 members in advance of the election. Before receiving a ballot members must show a voting card or identify themselves and have name checked off on member register/sign in sheet. With voting cards, the chair may walk around the room handing out ballots to members in their chairs. With a member register/sign in sheet, members line up for ballots. To speed up the process there can be multiple lines for multiple sign in sheets. The chair may allow other members to pick up ballots for members with mobility or other issues that make it difficult for them to receive a ballot. The chair must watch to ensure they are delivered. Casting of ballots Each member should handle their own ballot and place it in ballot box themselves. Counting of ballots/break This is a good time to have a break and serve refreshments. Remind members that a quorum must be present after the break in order to announce election results. Instead of a break, this can be the time for committee reports with another chairperson. The chair and scrutineers find a private space to count ballots. Empty ballot box and have scrutineers confirm it is empty. Count and note total number of ballots. The chair observes or assists scrutineers to read names and tally votes. Note the number of spoiled ballots and set aside. Tally votes for each candidate. See Rules 18.3 and Document total ballots, number of blank or spoiled ballots and the ballots received for each candidate and percentage of ballots cast. The scrutineer record is signed by the chair and scrutineers. g. Announcement of results The chair calls the meeting back to order. Quorum must be present. The chair announces the names of the successful candidates. The chair may report on term length if indicated in Rule Scrutineers may be asked to verbally confirm results. h. Motion to dispose of ballots The chair asks for motion to dispose of ballots. 12. Acknowledgements Recognize and thank members for their contribution to the co-op. 5

7 13. Close of meeting The chair may close the meeting without a motion when all the business is done, there is no quorum, or it has become impossible to conduct business. This is not an adjournment of the meeting. Adjourning a meeting means moving it to a future time, date and place where the only business conducted is the business left unfinished at the meeting from which the adjournment took place. Rule

8 CHF BC Sample AGM notice (remove header when adapting for use) [Full name of housing co-op or letterhead] [Date of notice] NOTICE ANNUAL GENERAL MEETING [Insert name of housing co-op] Date: Time: Location: Join us on [insert date] for the Co-op s Annual General Meeting (AGM). The AGM features the annual report from your board of directors, and the election of directors. Members will also receive a report from the Auditor and the audited financial statements for the year ending [insert year and date]. Members will appoint an auditor for the current fiscal year. [Add additional information if relevant, e.g. when registration will open, if there will be refreshments served, etc.] 1

9 Resources Sample AGM Minutes [Full name of housing co-op or letterhead] Sample Housing Co-operative Annual General Meeting Minutes October 23, 20xx Co-op Common Room, 1234 Main Street, Co-op City, BC In attendance: Guest(s): See attendance list Johanna Nguyen of Smith Chartered Accountants, [name of guest chair if applicable, chair] 1. Call to order at 7 pm by [name of co-op member chair] [name of guest chair]. Territory acknowledgement: We gratefully acknowledge that we are gathered today on the unceded traditional territory of the Coast Salish peoples, including the Musqueam, Squamish and Tsleil-Waututh nations. 1 The chair confirms that proper notice was delivered to members more than 14 days in advance and that quorum is present with 35 members. Number of members required to meet quorum is 20 (20% of 100 principal and associate members). 2. Introduction of guests/welcome new members Johanna Nguyen of Smith Chartered Accountants was introduced. New members Fatima and Ahmed Noor of unit #1276 were welcomed. All members introduced themselves. 3. Approval of non-members as observers The chair introduced Sylvie Martel who is visiting her mother Annie in unit # Explanation of meeting process, rules of order and meeting agreement The chair provided an overview of how the meeting business will progress. The chair reviewed the co-op meeting agreement and the co-op s rules of order. 5. Approval of agenda The agenda was approved as circulated. 1 The territory acknowledgement varies depending on your co-op location. 1

10 6. Approval of minutes of June 13, 20xx The minutes of June 13, 20xx were approved as circulated with the correction of adding Georgia Brown as guest in attendance for agenda item # Business arising from minutes There was no business arising. 8. Auditor s Report and Audited Financial Statements Johanna Nguyen of Smith Chartered Accountants presented and answered questions about the auditor s report and audited financial statements for the year ending June 30, 20xx. To receive the auditor s report and audited financial statements. Johanna Nguyen left the meeting. 9. Appointment of auditor The board recommends appointment of the current auditor. To appoint Smith Chartered Accountants as auditors for the 20xx-20xy fiscal year. 10. Report from Board of Directors Olivia Martinez provided brief highlights of the Board Report that was circulated with the AGM package. Directors answered members questions. To receive the Board of Directors Report 11. Election of Directors a. Overview of director responsibilities was provided by Ken Chan. b. The board is made up of seven directors in total. Three directors are in the middle of a two-year term: Rodger Taylor, Louise Leroux and Gracy Singh. There are four vacancies created by one resignation mid-year (Brenda Lane), and three directors whose two-year terms are up (Ken Chan, Olivia Martinez and Jim Wilson.) Of the four vacancies, one is for a one-year term and three are for two-year terms. c. Director qualifications (Rule 17.5) were read by the chair. d. Nominees who consented to run: 2

11 Olivia Martinez, Sandy George, Paul Sirois, Andrea Williams, Beth Zhang, Hal Mahumed e. Remarks from candidates f. Voting: The chair explained the voting procedures. Selection of scrutineers: Billy Johnson, Jeanette Khouri and Sam Petrov. Members cast votes by secret ballot. There was a break in the meeting while the chair and scrutineers count the ballots. g. Announcement of results The chair called the meeting back to order as quorum was present and announced the successful candidates: Olivia Martinez, Andrea Williams, Hal Mahumed, (2-year terms) and Paul Sirois (1-year term). h. Motion to dispose of ballots To dispose of the ballots. 12. Acknowledgements Members expressed appreciation and thanks to the outgoing board and to other members and committees for their contributions to the co-op. 13. Close of Meeting With no further business to conduct, the chairperson declared the meeting closed at 8:55 pm. Minute-Taker s Signature Chair s Signature Approved at General Meeting of Secretary s Signature Date 3