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2019 Armstrong Regional Coop AGM President Update


Welcome to the 2019 Annual General Meeting! We had good news to share with our members so we were sorry when we had to postpone our earlier AGM date because of COVID 19.

We published our presentations in advance so our meeting this evening can be as brief as possible. Minimizing the amount of time each of us will spend inside with a group outside our normal “bubble” is one of the many ways that ARC seeks to protect our most valuable company assets – our staff, our members, and our Board.
We are certainly glad to see so many hardy souls committing to attend the delayed AGM. Thank you for following the social distancing and facemask requirements that have to be implemented.

2019 was a banner year for ARC. We were #1 in gas-bar liters sold in all three locations — Vernon, Armstrong, and Salmon Arm. This is a testament to our front line staff.
This along with Federated having a great year as well we were able to return a 7% patronage for 2019.
Since fossil fuel consumption is declining, your Board spent a lot of time in 2019 looking for alternate business opportunities. We know we need to diversify to be viable for the next decades.

At the end of 2019, we purchased two adjacent 2 ½ acre parcels on 25th Avenue in Vernon. We plan to build a second gas bar on the southwest quadrant of the property with access from 25th, and we are currently trying to subdivide the properties so we will have 4 separate properties – two having access from 25th Avenue and two from 27th Avenue. We have
formalized a ten-year lease of the southeast portion (with 25th Avenue access), and we are seeking leases for the northeast and northwest parcels on 27th Avenue.  We have already applied for subdivision and drawings for the gas bar.

In light of COVID 19, we will have to see what happens this fall before committing to building the gas bar at this time.
Our second diversification project will be a storage business on the Canoe Cardlock property specializing in RV and boat storage. The property has already been cleared, and we hope to have fenced and video-monitored storage available by the end of September 2020.

We are more than half-way through our 2020 year. Of course, the past six months have been challenging in numerous ways, including our “bottom line”. Hopefully, we will not see a second COVID 19 wave in BC, and ARC will be able to salvage a “reasonable year” rather than just a “poor year”.

I certainly want to give kudos to our wonderful staff and their support during the issues we encountered due to Covid 19. Their dedication and enthusiasm enabled us to be #1 in more than just gas sales. We have heard many positive comments about their warm and helpful personalities.

Kudos as well to my fellow directors for their hard work digging into several options to diversify.

Finally, we are sorry to advise that Nairn Von Hahn, our longest-standing director has decided to retire. Nairn after 21 years on the board in various positions she followed her father, Pat Hibbert who was on the board for 16 years. Her contributions, experience, and leadership will be sorely missed. I certainly appreciated Nairn’s advice and support during my time on the board. However, Nairn and Patti Patterson, another former Board member, have agreed to work on ARC’s celebration of its 100th anniversary in 2022, so both are still extremely dedicated Co-op members.

Hugh Chalmers President/Chair
Armstrong Regional Coop

General Manager’s Report 06 May 2020

Good evening everyone and I hope everyone is well and safe amid the COVID-19 pandemic and that you have found effective ways to thrive during these difficult times. I am writing this report to celebrate and discuss the Armstrong Regional Cooperative’s (ARC) past year and I am glad to say that 2019, our 98th year, was a successful year in many ways including financial, community leadership and customer service.

Crude oil pricing remained more stable through 2019 trending down from $66 to about $50 at year end giving us much less volatile market and pricing. It is sometimes difficult to remember 2019 with the ongoing pandemic, however it was the year that our Vernon gas bar achieved #1 in the market for the first time, the year the ARC purchased its first electric vehicle and the year we began our diversification process with the purchase of the 25 Ave property in Vernon for another gas bar and other ventures.

Our membership numbers continued to grow during 2019 and there are a number of factors convincing people to join the ARC. A major contributor is the desire to receive a patronage cheque each year and equally important are the efforts put in by our staff to live the CO-OP principles and exemplifying our You’re At Home Here tag line during every customer interaction. Thanks to all of those staff some of whom are attending this evening.

We have all seen businesses change during the pandemic, however the business climate was already producing significant changes during much of our fiscal 2019 year. Businesses are closing or changing drastically for reasons both new and old and it is sometimes discouraging to see business owners unable to implement a succession plan and are simply shutting down or when someone does purchase the business the level of competency and efficiency changes in ways that negatively affect their offering. These changes are making it more difficult for the ARC to maintain services as we have to find alternatives or live with higher costs or inferior products or both.  Fortunately, the ARC has, for the most part, been able to continue to provide exceptional service and products despite these changes.

This next paragraph is one I that for the last few years I have been able to use with few changes. The Cooperative Retailing System (CRS) has seen further amalgamations this past year, all of which were completed in attempts to increase our competitive position or increase of offerings over larger areas. Another drop of 8 has brought us to 162 retail co-ops now operating in Western Canada and we are expecting more reductions over the coming years. Many of these amalgamations have made the CRS stronger as a whole and given us a larger customer base.

The ARC’s dollar sales have dropped only slightly this last year with decreasing fuel costs and fewer litres sold taking us from $77.65M to $76.76M in 2019, a drop of 1.1%. Despite product margin pressures from competitors on many fronts our Local Profits have recovered from $1.04M last year to $1.7M in 2019, representing a 64.5% increase due mostly to fuel margins and assisted by cost saving measures within the ARC. Sadly, while the patronage received from FCL was still relatively strong, our Net Income has decreased to $6.2M from last year’s $7.5M, a 17% decrease. As alluded to earlier, liter sales were down 1.3% this past year, to 59.8M from 60.6M the year before. The ARC returned equity of $4.847M to our members for their 2019 purchases which is one of the driving forces behind our Vernon gas bar achieving the same #1 in market status as our other 2 gas bars.

With almost 22,000 members at year end, representing an increase of 2,245 new members, it was a disappointment not to be able to hand out cheques this year and we look forward to some version of a cheque handout event next spring. The membership growth is slightly lower than the previous year’s 2579 reflecting a return to a more stable growth pattern after the peak years following the opening of the Vernon Gas Bar. It also appears that many of the new, and some of the existing, members are increasingly moving to utilize our digital information streams and payment methods.

Technology continues to be a crucial, yet expensive, part of our daily lives at the ARC and we are continuing to develop ways that we can make it work effectively for us. Software and hardware upgrades are continuing to increase in frequency and cost and include everything from our phone systems, computer systems, fuel systems, alarms, etc. The next few years will see upgrades to our computer and fuel pumps in particular. Related to our technology upgrades, our ARC-developed monthly statement software is now emailing about 63% of our monthly statements with only 37% of our statements printed and mailed via Canada Post.

Fortunately, our recent labour woes at the FCL refinery have been resolved and in fact have driven future cost savings through operational improvements at the refinery. With the refinery worker’s union accepting the majority of FCL’s terms, the CO-OP Retailing System will benefit from those savings using them to offset increasing costs in other operational areas.

The ARC is actively pursuing diversification efforts to augment, not replace, our core business and are also looking at a wide range of profitable growth opportunities. As in all aspects of one’s life, with change comes opportunity and the ARC is focused on finding and executing on those opportunities as they arise.

Thanks for attending this AGM and participating in the ongoing governance of your CO-OP and also for your continuing support of the ARC.

Jeff Payne

General Manager

Armstrong Regional Cooperative

Please see all Armstrong Regional Cooperative candidates bio’s below:

Hugh Chalmers – incumbent

 

Geoffrey Maile – incumbent

 
 
 
 
 

Herb McCormack

Brett Kirkpatrick

Sarah Moorhouse

Robbie Hoyte

Darrell Embley 

 

Proposed Amendments to ARC Rules – 2020

#

Current

Proposed

1a

Annual General Meetings

37   The Association must hold a general meeting at least once in every calendar year within 4 months after the end of its financial year.

Annual General Meetings

37   The Association must hold a general meeting at least once in every calendar year within 4 months after the end of its financial year.

37A  In the event of extraordinary circumstances, the directors by regular vote, may elect to postpone the requirements of section 37 by no more than 6 months.

1b

Time and place of general meetings

41   Subject to the Act, general meetings must be held at the time and place in British Columbia that directors specify.

Time and place of general meetings

41   Subject to the Act, general meetings must be held at the time, place and by meeting method specified by the directors.

1c

Provision for 2 or more general meetings for the same matters.

42      1. If it is not possible to hold one general meeting at a time when, or place, where a large portion of the membership is able to attend, the directors may choose to call 2 or more general meetings to be held at the times and places in British Columbia that they specify in the notice of meetings.

          2. Votes taken at meetings referred to in sub rule (1) must be by secret ballot.

         3. the sum of the total votes taken at the meetings referred to in sub rule (1) determine whether a resolution considered at those meetings is adopted or rejected.

42   Repealed

1d

Meetings by conference telephone

57   Members are not entitled to participate in general meetings and vote by telephone or other communication medium.

Repeal & Replace with the following.

57   a)   General meetings may be held in whole or in part by electronic means approved by the directors.

b)       The electronic method by which the directors choose to conduct a general meeting, in whole or in part, must:

i)        Allow for each member to hear and be heard by the participants of the meeting;

ii)       Allow for each member electronically to vote by secret ballot; and

iii)     Not require a member to pay for the electronic service in order to participate.

c)       More than one electronic method may be used in order to satisfy the requirements of subsection (b).

d)       The inability of a member to participate in a general meeting by electronic means does not invalidate any proceedings at that meeting.

1e

Additions

Definitions

1   In these rules.

        “place” in addition to its normal meeting includes a virtual location by electronic means in accordance with these Rules;

        “electronic message” – means a form of recorded communication sent electronically and may include, but not be limited to, email, text, internet messenger, or any other electronic method that the Association and the recipient are both able and have agreed to use;

2a

Notice to directors, members, and other persons

141        Unless otherwise specified in the Act or these rules, any notice required to be given to a director, member or any other person must be in writing and is sufficiently given if it is

(a) delivered personally,

(b) delivered to the person’s last known address, as recorded in the Association’s register of members or other record of the Association,

(c) mailed by prepaid mail to the person’s last known address, as recorded in the Association’s register of members or other record of the Association,

(d) sent to the person by facsimile transmission to a telephone number provided for that purpose, or

(e) served in accordance with rule 149 or 150.

Notice to directors, members, and other persons

141         Unless otherwise specified in the Act or these rules, any notice required to be given to a director, member or any other person must be in writing and is sufficiently given if it is

(a) delivered personally,

(b) delivered to the person’s last known address, as recorded in the Association’s register of members or other record of the Association,

(c) mailed by prepaid mail to the person’s last known address, as recorded in the Association’s register of members or other record of the Association,

(d) sent to the person by facsimile transmission to a telephone number provided for that purpose,,

(e) sent to the person via electronic message by means agreed to by the recipient, or

(f) served in accordance with rule 149 or 150.

2b

Notice of general meetings and special resolutions

142          (1) Notice of the time and place of every general meeting of the Association must be given to the members by:

(a) advertising on 2 separate occasions, at least 5 days apart, including the day of publication, in one or more newspapers circulating in the area or areas in which the Association carries on business so that the day of publication of the last advertisement is at least 14 days before the meeting date; and

(b) posting the notice in places that, in the directors’ opinion, are prominent and accessible to the members.

                (2) Notices given under this rule must specify:

(a) the place, the day and the hour of the meeting; and

(b) in the case of special business, the general nature of the business in accordance with rule 44; and

(c) in the case of a proposed special resolution, the text of the special resolution in accordance with rule 45.

(3) Notice of a general meeting must be given to the Association’s auditor by post, service, or delivery.

              (4) Notice to directors of general meetings is sufficiently given if given in accordance with subrule (1).

Notice of general meetings and special resolutions

142         (1) Notice of the time and place of every general meeting of the Association must be given to the members by:

(a) advertising on 2 separate occasions, once at 21 days prior to the meeting date and once at 14 days prior to the meeting date, by one or more means, which collectively circulates and provides reasonable coverage in the area or areas in which the Association carries on business.

(b) posting the notice in places that, in the directors’ opinion, are prominent and accessible to the members.

(2) Notices given under this rule must specify:

(a) the place, the day and the hour of the meeting; and

(b) in the case of special business, the general nature of the business in accordance with rule 44; and

(c) in the case of a proposed special resolution, the text of the special resolution in accordance with rule 45.

(3) Notice of a general meeting must be given to the Association’s auditor by post, courier, or Electronic Message.

(4) Notice to directors of general meetings is sufficiently given if given in accordance with subrule (1).

2c

Deemed Receipt

144          (1) A notice given in accordance with rules 141(b) or 143(a) is deemed received when it is delivered.

(2) A notice given in accordance with rules 141(c) or 143(b) is deemed received on the second day, not including Saturdays, Sundays, and holidays, after the date of mailing.

(3) A notice given in accordance with rules 141(d) is deemed to be received at the time the notice is sent by facsimile.

(4) A notice given in accordance with rule 142(1) is deemed received on the day of the newspaper’s publication of the last advertisement.

Deemed Receipt

144         (1) A notice given in accordance with rules 141(b) or 143(a) is deemed received when it is delivered.

(2) A notice given in accordance with rules 141(c) or 143(b) is deemed received on the second day, not including Saturdays, Sundays, and holidays, after the date of mailing.

(3) A notice given in accordance with rules 141(d) is deemed to be received at the time the notice is sent by facsimile.

(4) A notice given in accordance with rule 141 (e) is deemed to be received on the second day, not including Saturdays, Sundays and holidays, after the date of sending.

              (5) A notice given in accordance with rule 142(1) is deemed received on the last day the notice is  published/posted prior to the meeting date.

2d

Undelivered notices

146        If a mailed notice is returned on two consecutive occasions because the intended recipient cannot be found, the Association is not required to give any further notices to that intended recipient until the intended recipient informs the Association in writing of his or her new address.

Undelivered notices

146         If a notice is returned to the sender on two consecutive occasions because the intended recipient cannot be found, the Association is not required to give any further notices to that intended recipient until the intended recipient informs the Association in writing of his or her new contact information.

3

Clean Up

–          In Rule 60 replace “on a show of hands” with “verbally or by show of hands”.

–          In Rule 115 replace “eject” with “elect”

Address Change Form