AGM Information

MINUTES OF THE 130th ANNUAL AND A SPECIAL GENERAL MEETING 
Friday, March 15th, 2024

Held at the Ayr Farmers Mutual Head Office, 1400 Northumberland Street, Ayr, Ontario.

Jason Vernooy, Chair of the Board, acted as Chair of the meeting. 

Mr. Vernooy called the 130th Annual and a Special General Meeting to order at 2:00 p.m. As there was a quorum present, the Chair declared the meeting properly called and properly constituted for the transaction of business. 

To support the Board of Directors’ focus on governance and their desire to hold an effective and informative Annual and a Special General Meeting, Mr. Vernooy informed the members that Ross Weber from Bennet Grant LLP would act as Parliamentarian for the meeting and that the meeting would be governed by ‘Call to Order’. 

It was duly MOVED, SECONDED and CARRIED that the minutes of the 129th Annual General Meeting of the Corporation be accepted as recorded and as made available on the Ayr Farmers Mutual website. 

Mr. Vernooy provided the members with the Report from the Board of Directors. His remarks referenced strategy, governance, risk management, environmental, social and governance (ESG) activities, and the Company’s continued support within its communities. 

The Chair called upon President & CEO Jeff Whiting to provide the President’s Address. 

Mr. Whiting provided a report on financial performance for 2023 that outlined the uncertainty in the insurance market; the property premium rating methodology; the strategy cycle and the six strategic capabilities and objectives; new and emerging risks and how the influence of inflation, global wars, supply and demand, and a potential recession have impacted; the Company’s continued support in the communities it serves; and its ongoing initiatives with equity, diversity and inclusion (EDI). 

The Chair called on Chief Financial Officer Dave Paterson to present the Financial Statements. 

Mr. Paterson provided the members with an update on the financial position and statement of comprehensive income of the organization. 

It was duly MOVED, SECONDED and CARRIED that the Financial Statements be received as presented to the membership. 

It was duly MOVED, SECONDED and CARRIED that the firm of Graham Mathew Professional Corporation, Chartered Accountants of Cambridge, Ontario, be appointed as auditors for the year 2024, and that the Board of Directors be authorized to fix the auditors remuneration. 

The Chair reviewed the By-law amendments that were made available to the membership in advance of the meeting. 

It was duly MOVED, SECONDED and CARRIED that By-law 1-2023 be approved as presented. 

A request was made by Elizabeth Baldwin, a member, that her dissent be noted in the Minutes. 

Mr. Adams, on behalf of the Nominating Committee, read the Nominating Committee Report that recommended Cathy Formica and Jason Vernooy as suitable candidates to stand for election to the Board of Directors. 

As no one else filed was nominated for election in accordance with the Company’s Bylaw, Cathy Formica and Jason Vernooy were acclaimed to the Board of Directors for a 3-year term. 

Mr. Vernooy thanked everyone for attending the 130th Annual and a Special General Meeting. As all business on the agenda was complete, Mr. Vernooy declared the meeting adjourned at 2:55 p.m.