AGM Information

NOTICE - 131st Annual and a Special General Meeting 

TAKE NOTICE that the Annual and a Special General Meeting of the Members of Ayr Farmers Mutual Insurance Company will be held at the head office of Ayr Farmers Mutual Insurance Company, 1400 Northumberland Street., Ayr Ontario on the 7th day of March, 2025 at 2:00 p.m. for the purposes of:

1. To receive the annual statement for the year ending December 31st, 2024;
2. To appoint auditors for 2025 and authorize the Board to fix their remuneration;
3. To approve amendments to By-law 1-2023 of the Company, approved by the Board on January 24th, 2025, to amend section 22 to increase the size of the Board from Six (6) to Seven (7);
4. To elect Two (2) Directors for terms of Three (3) years each and, following approval of the amendment to By-law 1-2023, an additional Director for a term of Two (2) years.
   
   Directors whose terms expire at the meeting are Brad Adams and David Jamieson, both of whom are eligible to be re-elected and are recommended by the Nomination Committee for re-election.
   
   In addition, Heather McLachlin, who is eligible for election, has been recommended by the Nomination Committee for election to the Board for a Two (2) year term.

MINUTES - 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.