Vancouver B.C., May 5, 2022 – Central 1 Credit Union (“Central 1”) announced the voting results from its 2022 virtual Annual General and Special Meeting (AGM) held on May 3, 2022. Class “A” Members passed two of three special resolutions approving amendments to Central 1’s Constitution and Rules (“Rules”) on an electronic ballot. Also approved, by ordinary resolution on an electronic ballot, was the appointment of the auditors to hold office until the conclusion of the next annual general meeting of Central 1 at a remuneration to be set by Central 1’s Board of Directors. Voting on the resolutions closed on May 4, 2022.
In order to be approved, each of the special resolutions were required to receive the approval of: (i) not less than 50% plus one of the Class “A” members voting on the resolution (“one member, one vote”); and (ii) not less than 2/3 of the votes cast by Class “A” members voting on the resolution, on the basis of one vote per Class A share held. In addition, special resolution 22-AGM-S-1 was required to receive the approval of not less than 2/3 of the votes cast by holders of Class E shares, on the basis of one vote per Class E share held.
Below are the voting results on each special resolution:
Amendments to the Rules provided for by Special Resolution 22-AGM-S-1 (the “Capital Call Amendments”) included, generally, (i) the elimination of certain provisions of the Rules providing for a mandatory capital call by way of required subscriptions for shares, (ii) the addition of provisions for a voluntary capital call by way of subscriptions for shares, (iii) amendments providing for redemptions of Class E shares to occur over an extended period after a member leaves the membership of Central 1, (iv) provisions permitting a member to transfer to a different class of membership, subject to certain terms and conditions, and (v) the elimination of further annual determinations of the Class A shares subscribed by Class A members (share rebalancing), effective following a voluntary capital call.
Amendments to the Rules provided for by Special Resolution 22-AGM-S-2 (the “Double Majority Amendments”) included (i) the elimination of a requirement that amendments to the Rules be approved by a majority of not less than 50% plus one of the members voting on the resolution and (ii) certain provisions relating to voting procedure with respect to Rule amendments.
Amendments to the Rules provided for by Special Resolution 22-AGM-S-3 (“Additional Amendments”) provide for various additional changes to the Rules, including to reflect current legislation and remove provisions that are no longer applicable.
Amendments to the Rules approved at the AGM are subject to regulatory approval.
Central 1 previously announced, March 14, 2022, that the following candidates for its board of directors were declared elected or re-elected for the BC region, all for 3-year terms: Connie Denesiuk (elected), Art Van Pelt (elected), and Cheryl Wallace (re-elected for second term). In addition, Meridian Credit Union re-appointed Sanjit (Sunny) Sodhi to Central 1’s Board for a second term.
At the close of the 2022 AGM, Central 1’s Board of Directors is composed of the following directors:
| Carolyn Burke | Shelley McDade |
| Paul Challinor | Penny-Lynn McPherson |
| Richard Davies | Rob Paterson |
| Barry Delaney | Sunny Sodhi |
| Connie Denesiuk | Christie Stephenson |
| John Klassen | Art Van Pelt |
| John Kortram | Tom Vandeloo |
| Cheryl Wallace |
At the Board’s reorganization meeting on May 3, 2022, Rob Paterson and Shelley McDade were re-elected as Board Chair and as Vice-Chair, respectively, for a term of one year.
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About Central 1
Central 1 cooperatively empowers credit unions and other financial institutions who deliver banking choice to Canadians. With assets of $13.4 billion as at December 31, 2021, Central 1 provides critical services at scale to enable a thriving credit union system. We do this by collaborating with our clients, developing strategies, products, and services to support the financial well-being of their more than 5 million diverse customers in communities across Canada. For more information, visit www.central1.com.
Contacts:
Media
John Ngo
Director of Communications
Central 1
T 905.282.8401
E john.ngo@central1.com
Investors
Brent Clode
Chief Investment Officer
Central 1
T 905.282.8588 or 1.800.661.6813 ext. 8588
E bclode@central1.com
