UPDATE April 1st, 2020
As of March 31st, 2020, BC Registry Services has stated that AGM deferrals are now automatic – organizations do not have to apply for deferrals.
COVID-19 and Co-operative AGMs
Following the guidelines and recommendations set forth by the Provincial Health Officer and B.C. Health Minister, as well as Health Canada guidelines in regards to the novel coronavirus (COVID-19):
- The Registrar has decided to grant an extension for all Cooperatives that wish to delay their Annual General Meeting (AGM) for a period of six months.
- You do not need to make an application to the registrar to request a delay of your AGM; however, you must inform your members that the AGM has been delayed.
Check out the full announcement on the BC Government website. Many thanks to our BCCA member Chris Bodnar for the update!
These are trying times. With social-distancing protocol intensifying in order to manage the spread of the COVID-19 virus, many co-operatives right now are facing an important question: how do we meet our duty to host an Annual General Meeting (AGM) this year?
Legally, all co-operatives registered in BC face the requirement of holding their AGM within 4 months after the end of their fiscal year. At this time, however, gathering in person is out of the question.
So what can co-ops do?
The first step is to look at your Rules of Incorporation, specifically any sections that outline rules about running your AGM. If you are a housing co-op, check out the excellent resources provided by CHF-BC. Depending on whether or not your rules allow you to host remote meetings, you currently have the following options: request a deadline extension or host a virtual AGM.
Request a Deadline Extension
Co-operatives can request to receive up to a six-month extension on their deadline to host an AGM. To request an extension, email your request to BC Registries at BCRegistries@gov.bc.ca. Be specific about why you are asking for a delay and reference your incorporation number, which will appear in the top righthand corner of your co-op’s Certificate of Incorporation in the following format: CP-XXXX. You should receive a reply quickly, but if needed you can follow up by calling the Registry at 1-877-526-1526. BCCA is currently liaising with the Registrars office to advocate for more flexibility during these difficult times and we will keep our members updated with further information.
Host a Virtual AGM
If your rules allow it, a great option is hosting a virtual AGM. Unless your co-op’s bylaws have an explicit clause that specifically requires an in-person quorum, standard co-operative bylaws allow for virtual AGMs by default. There are many fantastic tools out there for hosting virtual meetings with large numbers of people (e.g. Zoom and GoToMeeting are two of the best), as well as tools for voting (e.g. Loomio). Note that online email polls and door-to-door ballot collection do not meet the test of a “meeting” as defined in the Act.
A co-op may have to make allowances for members who do not have access to a computer or an internet connection. Teleconference using a speakerphone is also an option, but it can be difficult to manager with larger groups. This article by canarie.ca provides a great general guide to hosting virtual AGMs. Take a look through for tips, and please share with us your unanswered questions so we know how to best help you in this process.
We will be posting more information and resources here on our website and newsletter over the next few weeks and months about how to navigate the COVID-19 situation, including information on making the digital transition for your business, engaging your members virtually, and adapting to remote work. Please check back regularly as we will update this post and other website content as soon as we receive additional information to share.
BCCA is here to support its members during this challenging time. Please share with us your questions and any tools and tips that you’ve been trying in your co-operative or credit union!