Notice of the 2018 Annual General Meeting

The BCAA Board of Directors gives notice that BCAA’s 2018 Annual General Meeting will be held at 6 p.m. on Thursday, March 22, 2018, at BCAA’s head office, 4567 Canada Way, Burnaby, B.C., for the following purposes:

• To receive and consider the financial statements of the Association and its subsidiary companies for the fiscal year ended September 30, 2017, and the auditors’ reports thereon. 
• To receive and consider the report to the Members.
• To approve the minutes of the March 16, 2017 Annual General Meeting. 
• To consider and approve a resolution that PricewaterhouseCoopers LLP be appointed auditors of the Association and its subsidiary companies for the fiscal year ending September 30, 2018 and to authorize the directors to fix the auditors’ remuneration. 
• To consider and approve a special resolution to amend BCAA’s Bylaws relating to the length of Director terms.

RESOLVED that Bylaw 6 (Directors) of the existing bylaws of the Association be amended as follows:

(a) by inserting the underlined text in the following paragraphs:

(g) Except as provided in Bylaw 6(h), no Director shall be eligible to serve for more than 12 continuous years as an elected Director unless appointed to fill a casual vacancy under Bylaw 6(j), in which case the 12 years referenced herein will be in addition to the unexpired term of the individual he or she succeeds.

(h) Notwithstanding Bylaw 6(g), a Director who, at the end of the eligibility period, serves on the board or executive of the Canadian Automobile Association (the “CAA Executive”) shall remain eligible to continue to serve as an elected Director for up to an additional two years to the extent required in order to allow such Director to continue to serve and complete his or her term on the CAA Executive.

(i) Except as provided in Bylaw 6(g) and Bylaw 6(h), the term or terms of an elected Director shall be as follows: (i) an initial term of 2 years; (ii) a second term of 2 years; (iii) a third term of 4 years; and (iv) a fourth term of 4 years.

(b) by updating all Bylaw section references and cross-references in Bylaw 6 to account for the insertion of Bylaw 6(h).

• To elect one Director and re-elect four Directors.
• To transact such other business as may properly come before the meeting, or any adjournment thereof.

All Members are invited to attend the 2018 Annual General Meeting and meet BCAA’s Board of Directors and senior leaders.

Learn more about BCAA’s governance and board election process, read biographies of all board members, review the latest Report to Members, or access BCAA's latest financial statements (BCAA Member login required). Alternatively, you can request this information in writing by contacting the BCAA Corporate Secretary, by mail at 4567 Canada Way, Burnaby, B.C., V5G 4T1 or by email at: corporate.secretary@bcaa.com.  

Your vote is important 

BCAA's Board of Directors is authorized to make most decisions for the Association. However, the Societies Act, under which BCAA is governed, requires that certain matters be approved by BCAA Members. This year, two resolutions (see above) require a Membership vote. 

Vote at the Annual General Meeting

If you are able to attend the Annual General Meeting on March 22, 2018 in Burnaby, you may cast your vote in person.

Dated as of February 8, 2018.

BY ORDER OF THE BOARD OF DIRECTORS

Bill Heidt
Board Chair