2021 WORKBOOK Table of Contents 7Th Annual General Meeting April 17, 2021 Page 1 AGM Workbook
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AGM2021 WORKBOOK Table of Contents 7th Annual General Meeting April 17, 2021 Page 1 AGM Workbook Table of Contents Be Libro .................................................................................................................................................... 2 Agenda ...................................................................................................................................................... 3 Notes to the Agenda................................................................................................................................. 4 Minutes of the Last Annual General Meeting .................................................................................... 5 – 9 Report on Business Arising from the Minutes ....................................................................................... 10 Report of the Board of Directors ................................................................................................... 11 – 13 Report of the Board Committees .................................................................................................. 14 – 17 Audit and Finance Committee .................................................................................................. 14 People and Culture Committee ................................................................................................ 15 Risk and Credit Committee ....................................................................................................... 16 Director Recruitment Sub-Committee ..................................................................................... 17 Board Election Information and Candidates’ Biographies .......................................................... 18 – 30 Bryan Aitken ............................................................................................................................... 21 Marycatharine Kusch ................................................................................................................. 23 Stephanie Soulis ........................................................................................................................ 25 Ronda Stewart ............................................................................................................................ 28 Special Resolution to Amend the Bylaws ..................................................................................... 31 – 33 Special Resolution to confirm Director Remuneration ................................................................ 34 – 36 2020 Financial Statements ............................................................................................................ 37 – 84 Management’s Responsibility for Financial Reporting ............................................................ 37 Auditor’s Report ................................................................................................................ 38 – 40 Financial Statements ........................................................................................................ 41 – 44 Notes to Financial Statements ......................................................................................... 45 – 84 Libro Board of Directors ........................................................................................................................ 85 Libro Executive Leadership Team ........................................................................................................ 86 Libro Owner Representatives ........................................................................................................ 87 – 89 Be Libro 7th Annual General Meeting April 17, 2021 Page 2 AGM Workbook Agenda 7th Annual General Meeting April 17, 2021 Page 3 AGM Workbook Agenda 10:00 am Annual General Meeting 1. Call to Order 2. Growing Prosperity Awards 3. Report on Registration & Establishment of Quorum 4. Adoption of the Agenda 5. Minutes of the Last Annual General Meeting and Business Arising (Note 1) 6. Report of the Board of Directors (Note 2) 7. Director Elections (Note 3) 8. Special Resolution re: Bylaw Amendment 9. Special Resolution re: Director Remuneration 10. Management Report on Operations for 2020 (Note 4) 11. Report of the Audit and Finance Committee (Note 2) a. Report of the External Auditors (Note 4) b. Submission of Financial Statements (Note 4) c. Appointment of External Auditors (Note 5) 12. Report of the President & CEO 13. New Business (if any) 14. Closing Announcements and Adjournment Notes to the Agenda 7th Annual General Meeting April 17, 2021 Page 4 AGM Workbook Notes to the Agenda 1. Minutes and Business Arising The minutes of the 6th Libro Annual General Meeting, via livestream from the Libro Corporate Offices at 217 York Street, London on Saturday, April 4, 2020, are included on pages 5 – 9. A reference to business arising from those minutes is on page 10. Libro’s practice is to not read the minutes at the meeting or review them in detail. They will be presented for adoption as printed with time allotted for Owner Representatives to identify any errors or omissions. There will be time to discuss topics covered in the minutes under Agenda item 5. 2. Report of the Board of Directors and Committees The written report of the Board of Directors begins on page 11. The report of the Audit and Finance Committee as required by our Bylaws and the Credit Unions and Caisses Populaires Act and Regulations, is on pages 14 – 15 followed by reports from the Board’s other standing Committees and Sub-Committee. 3. Elections Terms of office are expiring for three Directors, and there are three available positions each for a three-year term. Five candidates were nominated during the advance nomination period with one candidate withdrawing their nomination after the close of the nomination period. The candidates completed the Candidate Information Session with the Director Recruitment Sub-Committee comprised of an equal number of Owner Representatives and Directors. The Corporate Secretary, appointed by the Board as Elections Officer, will conduct the elections at the AGM. For further details and candidate profiles, see pages 18 –30 of this Workbook. 4. 2020 Audited Financial Statements and Report of Management on Operations Starting on page 39, this Workbook contains the full financial statements including the notes to the financial statements in support of the Report of Management on Operations 2020 (Agenda item 10), Report of the External Auditors (Agenda item 11a) and the official Submission of the Financial Statements (Agenda item 11b). Libro’s Year in Review | 2020 Annual Report and the audited financial statements will be shared with Owners and the public on the website at https://www.libro.ca/about/reports. 5. Appointment of External Auditors The Board of Directors will recommend Ernst & Young, LLP as external auditors for the fiscal year ending December 31, 2021. Information regarding the process for reviewing the external auditor is found in the report of the Audit and Finance Committee on pages 14 and 15. Minutes of Last AGM 7th Annual General Meeting April 17, 2021 Page 5 AGM Workbook LIBRO CREDIT UNION LIMITED MINUTES of the 6th ANNUAL GENERAL MEETING (AGM) held on Saturday, April 4, 2020 via Livestream from LIBRO CORPORATE OFFICES 217 YORK STREET, LONDON, ONTARIO Call to Order and Opening Announcements Gary Baker, Board Chair, called the meeting to order at 10:02 am. He welcomed attendees to the first Libro Annual General Meeting to be conducted virtually. He offered a Land Acknowledgment in reflection of Truth and Reconciliation and commented on the environment during the COVID-19 pandemic. He reviewed meeting procedures including guidance on electronic voting for Owner Representatives. Report on Registration and Establishment of Quorum Janet Taylor reported that the following numbers were registered at 10:00 am. Owner Representatives 88 Gary Baker declared a quorum (minimum requirement equals 79 Owner Representatives). Note: During the meeting Owner Representative attendance fluctuated without dropping below quorum requirements and reaching a high of 108. Minutes of Last Annual Meeting and Business Arising Janet Taylor presented the minutes of the 5th Annual General Meeting and the Report on Business Arising. Owner Representatives approved an electronic motion to adopt the minutes of the 5th Annual General Meeting of Libro Credit Union Limited, held on Saturday, April 13, 2019 at the London Convention Centre in London, Ontario. Report of the Board of Directors Gary Baker presented the Report of the Board of Directors concentrating on achievements in the following areas: . Appreciation for the efforts of Libro staff to deliver service to Libro Owners during the COVID- 19 pandemic; . Celebration of a record setting year during 2019; . Board of Directors activities including o Establishment of Libro Pillars, o Connections with Regional Councils, o Restructuring of the Board committees, o Increased awareness and understanding of the evolution of digital finance. Director Elections Janet Taylor, as Acting Corporate Secretary and appointed by the Board, assumed the chair to conduct the elections. There were four vacancies with all four positions for three-year terms. Terms Minutes of Last AGM 7th Annual General Meeting April 17, 2021 Page 6 AGM Workbook of office expired for Gary Baker, Alan DeVillaer, Dennis Hogan, and Ronda Stewart. Advance nominations were received from Alan DeVillaer, Jeff McCallum, Jodi Simpson,