PRELIMINARY NOTICE OF 84 th ANNUAL MEETING OF MEMBERS OF FEDERATED CO-OPERATIVES LIMITED (FCL)

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1 REFINERS WHOLESALERS December 19, 2012 MANUFACTURERS Presidents and General Managers of FCL Member Retail Co-operatives Delegates of FCL Member Retail Co-operatives Federated Co-operatives Limited nd Street East P.O. Box 1050 Saskatoon, Saskatchewan, Canada S7K 3M9 Telephone: (306) Fax: (306) PRELIMINARY NOTICE OF 84 th ANNUAL MEETING OF MEMBERS OF FEDERATED CO-OPERATIVES LIMITED (FCL) The 84 th Annual Meeting of Federated Co-operatives Limited will be held in Saskatoon on Tuesday, March 5, 2013 beginning at 8:30 a.m. We can reasonably expect the Annual Meeting to conclude at 12:00 noon (or shortly thereafter). A number of other events will be held prior to the Annual Meeting including: Delegate Discussion Session (optional) Sunday, March 3, 2013 (9:00 a.m. to 12:00 noon) Region and District Caucus Meetings Sunday, March 3, 2013 (1:30 to 4:00 p.m.) Senior Leadership Team (SLT) Information Session Monday, March 4, 2013 (8:30 a.m. to 4:30 p.m.) Please note that the format of the meeting has been changed. The opportunity for dialogue and questions is the same in fact expanded from previous years. Monday will be an information session on FCL s nine business units, with ample opportunity for delegates to pose questions directly to the SLT. The Annual Meeting will be held on Tuesday morning (refer to the attached Schedule of Events for agenda details). Also attached is information on hotel accommodations and air travel, and a credential form. The Notice of the Annual Meeting will be mailed on February 4, 2013 to each Member of FCL and to all delegates whose names have been recorded at FCL through the registration process. The package will contain delegate information required for the Annual Meeting including FCL s 2012 Annual Report and name tag(s). PRESIDENTS AND GENERAL MANAGERS 1. Ensure delegates do the following by January 25, 2013: (a) register on-line for the meeting through FCL s new event registration web site located at (NOTE: this is a new registration process); and (b) contact the designated hotel to reserve a room (refer to the attached Hotel Accommodations page for more information). 2. Ensure that delegates flying to Saskatoon book flights as soon as possible (refer to the attached Air Travel page for more information). 3. Complete a credential form for each delegate (refer to the attached Delegate s Credential page). Give the completed form to delegates for them to take to the Annual Meeting. Member Owned Truly Canadian

2 FCL DIRECTOR NOMINATIONS FCL Director nominations must be submitted in writing to FCL s Corporate Secretary by February 2, The nominee names will be included with the Notice. The terms of office of Directors in districts 1, 6, 7, 11 and 13 will expire at the 84 th Annual Meeting. The elections for the District Director Elects will take place on Monday, March 4, DELEGATE EXPENSES AND PER DIEM Expenses for retail co-op delegates should be claimed on the expense form provided with the Notice and will be reimbursed as follows: 1. Car Travel on a per km basis. In the interest of minimizing expenses, delegates are encouraged to travel together whenever possible. 2. Air Travel airfare booked through Saskatoon Co-op Travel or Calgary Co-op Travel (refer to the Air Travel page for more information). 3. Hotel room charges paid upon checkout (refer to the Hotel Accommodations page for the number of nights that can be claimed). Any additional charges, such as room service or phone calls, will be the delegate s responsibility and should not be claimed. 4. Out-of-Pocket Meals meal expenses incurred while travelling and those cases where FCL is not providing a meal. As per FCL policy, meal expenses should be reasonable, not include alcohol, and only expenses incurred by delegates can be claimed. A per diem will be paid for each day or portion of a day required to travel to Saskatoon and return home; and attendance at the Delegate Discussion Session, Region and District Caucus Meetings on Sunday, March 3; the Senior Leadership Team Information Session on Monday, March 4; and the Annual Meeting on Tuesday, March 5. Delegates must attend scheduled events in order to qualify for the per diem. Delegates who are General Managers are not eligible to receive the per diem. FCL will issue a credit memo to each delegate s retail co-op (a copy of the expense form will be attached). The retail co-op will then reimburse the delegate. Any expenses incurred by delegates above the allowance provided by FCL will be the responsibility of the delegate or the retail co-op represented. Presidents are reminded that visitors from their retail co-op attending the Annual Meeting are not eligible for expense reimbursement or a per diem from FCL. If a visitor attends, the retail co-op or the visitor is responsible for any expenses incurred. Under FCL s bylaws, those delegates from member retail co-ops with purchases of less than $50,000 for the 2012 fiscal year will receive a proportional sustenance, travel and per diem allowance. Feel free to call my office should you require any assistance with respect to the Annual Meeting. VIC HUARD, CORPORATE SECRETARY Copy to FCL Board of Directors Meyers Norris Penny LLP 2

3 SCHEDULE OF EVENTS TIME ACTIVITY PLACE SUNDAY, MARCH 3 8:00-9:00 am Breakfast (For delegates attending the delegate discussion session.) Conference Foyer (buffet lines) West/Centre/East Rooms (seating) 9:00 am- 12:00 pm Delegate Discussion Session (optional) West/Centre/East Rooms 12:00-1:00 pm Lunch (Delegates should eat in the hotel where their region meeting is being held.) Radisson Michelangelo B Room Conference Foyer (buffet lines) West/Centre/East Rooms (seating) 1:30-3:00 pm Region Meetings Radisson Districts 1, 2, 3 Da Vinci Districts 4, 5, 6 Michelangelo C Districts 10, 11, 12 Michelangelo A Districts 7, 8, 9 Sheraton South Districts 13, 14, 15 Top of the Inn 3:15-4:00 pm District Caucus Meetings (Delegates should hand in their credential form to their FCL District Director.) (Coffee served in each room.) Radisson 1 Venice 2 Picasso 3 Florence 4 Michelangelo C 5 Rubens 6 Naples 10 Michelangelo B 11 Michelangelo A 12 Da Vinci 7 Centre Room 8 Sheraton East 9 Top of the Inn 13 Sheraton South 14 Sheraton West 15 Starlight 4:15-6:00 pm Resolutions Committee Meeting FCL Main Floor Meeting Room nd Street East Evening Open (Possible district supper. FCL District Director will contact delegates separately.) Schedule of Events pg. 1

4 Unless indicated otherwise, activities listed below will be held in the Grand Salon at TCU Place, nd Street East. SENIOR LEADERSHIP INFORMATION SESSION MONDAY, MARCH 4 ANNUAL MEETING TUESDAY, MARCH 5 TIME ACTIVITY TIME ACTIVITY Note: Buses will transport delegates from the Sheraton Cavalier and Radisson hotels to TCU Place from 7:00 to 8:10 am. 7:15-8:00 am Breakfast 7:15-8:00 am Breakfast Note: Buses will transport delegates from the Sheraton Cavalier and Radisson hotels to TCU Place from 7:00 to 8:10 am. 8:30 am Welcome & Opening Remarks 8:30 am General Assembly: Senior Leadership Team Information Session: Call to Order Co-op Refinery Complex Introduction of Resolutions Committee Energy Chair s Opening Remarks Operational Support President s Address & Report of the Board of Directors 10:00 am Break CEO s Address Auditor s Report 10:30 am Consumer Products Adopt Annual Report Retail Operations & Market Development Appoint Auditors Corporate Affairs 10:00 am Break 12:00 noon Lunch 10:30 am Resolutions 1:00 pm Human Resources FCL Directors Election 2:30 pm Break 3:00 pm Questions 4:30 pm (or meeting recess) Treasury Information Technology Elections for District Director Elects Note: Buses will transport delegates to the Sheraton Cavalier and Radisson hotels at the close of the meeting. 12:00 noon Lunch Affirmation of Office Other Business Adjournment Note: Buses will return delegates to the and Radisson hotels at the conclusion of the annual meeting. Banquet Note: Buses will transport delegates from the Sheraton Cavalier and Radisson hotels to the banquet at TCU Place from 5:55 to 6:25 pm. 6:00 pm Banquet Doors Open 6:30-8:45 pm Banquet Note: Buses will return delegates to the and Radisson hotels starting at 8:45 pm. Schedule of Events pg. 2

5 HOTEL ACCOMMODATIONS Delegates are responsible for reserving their own rooms and are asked to contact their designated hotel directly as identified below (only contact the other hotel if the designated hotel is full). All hotel rooms must be reserved by January 25, 2013 or they will be released. Anyone requiring a room after that date will have to try and find one on their own. If they are able to find a hotel in Saskatoon with availability, FCL will only reimburse the cost of retail delegate rooms up to the rate of the delegate s designated hotel. If a delegate changes after the initial registration, contact the hotel and ask to have the reservation transferred to the new delegate. - Edmonton Region (Districts 1, 2, 3) - Calgary Region (Districts 4, 5, 6) - Saskatoon Region (Districts 10, 11, 12) Radisson Hotel Reserve hotel rooms on-line by selecting this link to the hotel's web site. Alternatively, call ; quote the promotional code FEDOP. Complimentary self-parking based on availability. - Regina Region (Districts 7, 8, 9) - Winnipeg Region (Districts 13, 14, 15) Hotel Reserve hotel rooms on-line by selecting this link to the hotel's web site. Alternatively, call in-house reservations at between 8:00 a.m. and 5:30 p.m.; advise that the reservation is for the Annual Meeting. Complimentary self-parking based on availability. FCL will reimburse retail co-op delegates for the nights of Sunday, March 3 and Monday, March 4. In addition: Delegates less than 400 km from Saskatoon will also have the night of Saturday, March 2 reimbursed if they attend the delegate discussion session on Sunday morning. Delegates further than 400 km from Saskatoon will also have the nights of Saturday, March 2 and/or Tuesday, March 5 reimbursed if the distance is too far to drive in daylight hours or if flight arrangements make it impossible to arrive in Saskatoon on Sunday in time for the delegate discussion session at 9:00 a.m. or the region meetings at 1:30 p.m., or return all the way home on Tuesday. If a room is required for either of these nights, delegates can either stay at their designated hotel in Saskatoon or somewhere en route. For those delegates that may need to stay somewhere on their way to Saskatoon or on their way back home, below is a list of FCL s preferred hotels in some of the major cities. If a room is required, ask for FCL s rate. Delegates would claim the cost of this room on their expense form. Calgary Executive Royal Inn rd Street NE, (403) Edmonton: - Days Inn & Suites West A Street, (780) Regina Delta Regina 1919 Saskatchewan Drive (306) Winnipeg: - Victoria Inn 1808 Wellington Avenue, (204) Holiday Inn Airport West 2520 Portage Avenue, (204) Hotel Accommodations pg. 1

6 AIR TRAVEL To make air travel arrangements, contact: Saskatoon Co-op Travel by calling (or or Calgary Co-op Travel by selecting this link to their web site (or call ). Delegates will pay for their own airfare at the time of booking and will then claim it on their expense form and submit it to their FCL District Director at the Annual Meeting. Delegates should bring a copy of the airfare receipt with them so that it can be attached to their expense form. Please book flights as soon as possible. Fares are non-refundable. Ask Co-op Travel about any booking restrictions that might apply. Delegates need to arrive in Saskatoon in time for either the delegate discussion session (optional) at 9:00 a.m. on Sunday, March 3 or their region and district caucus meetings which begin at 1:30 p.m. on Sunday, March 3. The Annual Meeting is scheduled to end by 12:00 p.m. on Tuesday, March 5. Please arrange to return home on Tuesday if possible. Delegates will be compensated on a per km basis to drive to the closest airport and for airport parking (if required). Please use the most economical parking available. Air Travel pg. 1

7 Delegate s Credential DELEGATES MUST PRESENT THIS CREDENTIAL FORM TO THEIR DISTRICT DIRECTOR AT THE BEGINNING OF THEIR DISTRICT CAUCUS MEETING HELD PRIOR TO THE ANNUAL MEETING OF FEDERATED CO-OPERATIVES LIMITED FCL Electoral District No. The bearer of this credential, who is Print name of Delegate and who holds the office of President, director, manager, etc. in member organization Delegate represents is authorized to vote and to perform such other acts as required of Delegates on behalf of Name of member organization at the 84 th Annual Meeting Federated Co-operatives Limited March 5, 2013 SIGNED ON BEHALF OF MEMBER ORGANIZATION By: Signature of officer of member organization Office held by signer