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Democracy Checklist

Annual General Meeting Videos

Here are recordings of Coast Capital Savings annual general meetings (AGMs) that I’ve been able to find. I've included some comments on matters related to governance.

Sometime between 2011 and 2013, the Board stopped including the members’ open forum as part of these videos, to squelch the spread of non-conformist ideas, presumably.  (The members’ open forum occurs after the business of the meeting has been concluded.)

2006 AGM

6:15 A member asks about the rules of the meeting, and asks whether a Canadian standard can be used instead of an American standard (Roberts Rules of Order). The matter is deferred for review.

12:45 Bill Wellburn explains a new policy that "requires the returning officer to undertake and report on a recount of all ballots in the event that there are fifteen or fewer votes separating an unsuccessful candidate from the next closest candidate who has sufficient votes to be elected."

16:12 Bill Wellburn talks about special resolutions regarding the size of the Board (flexible) and the number of Board members voted for. He also makes general remarks about governance.

33:00 The slide says "Members ultimately decide on the governance of the credit union through the Rules and the Board of Directors election." This is a very narrow conduit for the expression of Members' values.

33:27 Bill Wellburn says there are 158 registered members in attendance (Victoria 78, Surrey 80).

52:30 Doug Stone of the Nominations and Elections Committee talks about the committee and the election results.

1:01:00 Member questions on reports -- 7 members spoke

1:02:44 Explanation of "spoiled" and "rejected" ballots

Rejected ballots (not possible to complete the required verification). Examples:

Spoiled ballots (verified and accepted for counting, but the member marked too many or too few candidates)

1:15:30 Bill Wellburn talks about the format of the AGMs. The current practice is to hold AGMs simultaneously at various locations, using a teleconference system. He proposes changing to a single location, varying in location from year to year, and having a webcast for remote viewing.

In response, 4 members spoke.

1:42:45 Members' open forum -- 6 members spoke.

2007 AGM

8:07 Bill Wellburn says that the governance committee has decided to change from Roberts Rules of Order to Nathan's Rules of Order because the former are written by an American source and the latter are Canadian.

9:45 Bill Wellburn says there was a town hall meeting last week: one in Victoria and one in Abbotsford. He and the CEO were available. No other information provided.

10:30 Bill Wellburn talks about the co-operative structure being one of the greatest strengths, but focuses on returns to the community without mentioning governance.

15:55 Bill Wellburn talks about governance, but doesn't indicate that it's any different than governance at a typical corporation.

20:40 Bill Wellburn says there are 114 registered members in attendance.

38:02 Doug Stone explains the Nominations and Election Committee.

42:50 Doug Stone says, "In the past we have received feedback that the information presented to members about the Committee's role in the recommendation process, formerly known as the endorsement process, was not easy to understand. In response to member feedback, this year we have tried to ensure the information was communicated as clearly as possible. For example, the recommended candidates are highlighted in the book on different coloured pages, and their names were bolded on the ballot."

47:10 Bill Wellburn reports on the ordinary and special resolutions.

50:37 A member speaks for new business.

53:35 Members' open forum begins -- three members spoke

1:04:30 Bill Wellburn voices his support for national expansion.

"Is this a policy of the board to plan to expand the credit union outside of British Columbia? "Yes"

"And certainly across Canada?" "Yes"

"Are we going to try and compete with the national banks?" "Yes"

"And are we going to merge with Desjardins in Quebec?" "Well that might be going beyond the pale in terms of the language barriers.

To respond to the 'across Canada', we do have a vision, and our vision is Yes, Coast to Coast. When we look at the power of merger, we've seen it with our organization. We've put three successful credit unions together: one on the island, Richmond, and one up the valley (Surrey Metro). And what we've got now is better than what any one of them used to be. And we all thought that our respective credit unions were pretty good, but we've got something now that's better. So if we can continue putting credit unions together, we're going to end up with something that serves us better as consumers; it's going to provide more opportunities for employees; we're going to be able to do more in the communities. And to this end our CEO is leading a national force that's seeking changes to banking legislation. Our ambition is to one day be something called a co-operative bank, which is like a national credit union, where the provincial barriers are no longer obstacles. Where we could find a credit union, like Coast, elsewhere in Canada, and put them together. What's possible is really exciting. The power that we have as a co-operative organization that's not beholden to shareholders (in the TSX sense) is something that can really take us forward, to the benefit of you and me as consumers, for employees, and the community. We're excited that the future for 'Coast to Coast' is really something that can more our organization forward.

2008 AGM

7:55 Bill Wellburn talks about the value of Coast Capital being a co-operative, but doesn't say anything about how the community (i.e., the membership) has a substantial role in governance.

15:13 Bill Wellburn talks about Board remuneration philosophy. He says "Competition is intense. ... We learned a couple years ago that if we want to attract and retain highly qualified directors, we had to align director remuneration with the marketplace."

Director compensation:

37:45 Lloyd Craig talks about ongoing negotiation with provincial and federal governments that would allow credit unions to expand beyond traditional credit union boundaries.

40:15 Bill Wellburn says there are 84 registered members in attendance.

43:30 Bob Garnett talks about how the Nominations Committee, composed of Board members, recruits new potential Board members and recommends candidates at the next Board election.

56:35 Members' open forum -- two members spoke.

59:30 A question about disclosure of executive compensation.

2009 AGM

20:00 Bill Wellburn talks about how the Board recruits and recommends new Board members for election by the members.

42:10 Lloyd Craig talk about how Coast supports consolidation within the Canadian credit union system: the 2008 merging of BC and Ontario's central credit unions to form Central 1, and the Case for Progress legislation that allows credit unions to expand outside their traditional boundaries.

47:37 Glenn Wong talks about how the Nominations Committee, composed of Board members, recruits new potential Board members and recommends candidates at the next Board election.

53:30 Glenn Wong reports election results:

57:28 Bill Wellburn reports that a random voter in the election was given a $3000 prize and the chance to direct a $3000 donation to a United Way agency of her choice.

1:03:00 Members' open forum -- two members spoke.

2010 AGM

3:24 Bill Wellburn (Chair of the Board of Directors), reviews the rules of the meeting including that "discussion on motions or resolutions is limited to three minutes per member." It's important to give everyone a chance to speak, but this is also one of many factors that prevent anyone from leading an opposition to the Board.

18:27 Bill Wellburn talks about how over the past four or five years, it has been "our dream of being able to grow Coast beyond British Columbia." He says "we've been supporters of this federal credit union legislation." He says, as always, that he would consult with members.

25:15 Bill Wellburn talks about the new "purpose" articulated by the new CEO, Tracy Redies. Previously, the "vision" was "Yes, Coast to Coast".

39:24 Tracy Redies talks about the new purpose, which is "to change that way Canadians feel about banking, forever."

41:49 Tracy Redies talks about growth. Doesn't offer any reason to limit growth.

43:09 Tracy Redies talks positively about new legislation for national credit unions.

1:05:30 Members' Open Forum begins

1:15:12 Bill Wellburn says he opposes unlimited deposit insurance because limiting the insurance to $100,000 "brings positive discipline to the marketplace." In other words, having some members' money at risk will make bank executives behave better.

1:21:20 Bill Wellburn says that retained earnings will grow to support growth of the credit union.

1:23:26 A member explains that members voted to retain patronage awards, but this decision was reversed a year later. Bill Wellburn explains that management did a member survey, which resulted in a different decision. He justified this by saying that a broad survey was better than 100 or 200 members at the meeting.

2011 AGM

20:45 Bill Wellburn says "We don't believe that Canada needs another national bank, but we do believe Canadians need what we see as a national choice. A federal credit union would provide that option."

39:20 Tracy Redies talks about expansion (provincial and national).

Our Growth Principles

42:56 Tracy Redies talks positively about national expansion.

50:50 Bill Wellburn says there are 91 registered members and 10 guests.

1:09:52 Members' Open Forum begins

1:23:30 There were a mere two members who asked questions. Bill Wellburn allowed the first member to speak for 4 minutes, but then denied further attempts to speak.

2014 AGM

16:00 Bill Wellburn says there are 179 members in attendance.

18:30 Bill Wellburn talks about the purpose of the board of directors.

35:55 Tracy Readies talks about Humanomics

45:55 Christian Findlay gives election results.

19,532 total ballots 17,857 valid ballots

52:25 Glenn Wong talks about the 2013 special resolution and 2014 special resolutions

57:05 Bill Wellburn talks about 2014 special resolutions

59:22 Members's questions on reports  (10 members speak)

1:15:48 Bill Wellburn and Glenn Wong are asked to explain why they "thank" the members after they trashed them prior to the voting.

1:33:10 Phil Embly speaks about his special resolution

2016 AGM

14:20 Bill Cooke (Chair, Board of Directors) discusses the role of the Board

15:55 Bill Cooke discusses director compensation. This year there was a member panel (who???) who performed the trienniel review process (see p. 80 of the Annual Report). The panel recommended various increases but the board deferred any increase.

51:10 Don Coulter (President and CEO) discusses federal credit unions. Staff plans to make a recommendation to the Board later this year. Any decision by the Board will be taken to the membership.

56:50 Mary Jordan (Chair, Nominations committee) discusses election philosophy. They offered four $1000 term deposits as prizes for voting (similar to 2015).

1:03:25 She finally gives the results: 35,409 ballots; 34,138 valid ballots

1:07:45 Questions on reports (none asked)

1:09:20 Members' Open Forum (4 members spoke)

As in prior years, the Open Forum was not posted on the Coast Capital website. (The accompanying video was recorded from the live webcast.)

A member deduced that Tracy Redies must have been paid close to $2 million in termination fees, even though she was not fired. (From page 71 of the 2015 Annual Report: Total termination benefits were $2,000,000 in 2014 when Tracy Redies departed; $225,000 in 2015)

Note: The CEO's 2015 compensation is disclosed on page 85: $780,760

2016 Special General Meeting (December 14)

6:21 Vote results - 79,726 votes

7:10 Increased vote donation from $25k to $50 because of large turnout. Also, "Earlier this month" they pledged $1 per vote to BC Food Banks; they donated $80k

9:20 They hosted various "opportunities for members to speak in-person with board members, executives, and president Don Coulter." Tellingly, no mention is made of members speaking with each other. Events at branches: Langley, [Richmond?] Centre, Newton, Bay Center, and Beverly Corners. And two open-houses: Victoria and Surrey

10:20 Bill Cooke: "We also trained our employees, and supplied them with material to help them answer members' questions."

10:53 79.2% members voted in favor of special resolution

79,762 valid ballots cast

63,173 voted in favor

16,553 voted against

31,464 voted by mail

52,510 voted online

These numbers imply:

83,974 total votes (mail plus online)

4,212 invalid votes (5.28% of total; or 13.4% of mailed-in ballots, if we assume that the online voting system prevents invalid ballots)

36 valid votes, but neither for or against. Is this a counting error of physical ballots?

13:30 Don Coulter, President and CEO, says:

"I'd like to thank our phenomenal employees at Coast Capital Savings. We have more than 1600 of the brightest, most dedicated people in the business. Many of them are here tonight. They're driven by the desire to help our members improve their financial well-being. Employees were very engaged during this vote process and provided members with all the information they needed to make sure that they could make an informed vote. "

21:20 107 members registered

21:40 Member questions. No members spoke.