BC Rugby 2016 AGM - Minutes · 2017. 1. 30. · One$Spirit,$One$Team$ 3 )...

One Spirit, One Team

2016 British Columbia Rugby Union -‐ Annual General Meeting Minutes Saturday, June 11, 2016, 10:00AM BC Place -‐ Banquet Room B 777 Pacific Blvd Vancouver, BC Registration: 193 of 238 votes present (quorum required is 10 full members & 25% of possible votes). 1. Call to order – Chair, Steve Cook, calls meeting to order at 10:25am after the

attending members introduced themselves. 2. Approval of the minutes of the last Annual General Meeting -‐ On page 7 of the

circulated minutes of 2015 AGM the club bringing forward the motion to include Sub-‐union presidents is to be changed from Ravens to read Vancouver Rowing Club.

MOTION 1 To accept the minutes of the 2015 BC Rugby Annual General Meeting.

MOVED BY: Capilano RFC SECONDED BY:

Meraloma Rugby Club

VOTES: Unanimous for, none against, no abstentions RESULTS: Carried. 3. Treasurer’s Report -‐ Presented by Ms Samantha Shorter. Documents circulated

previously and available online at bcrugby.com/agm. It was a very good year financially this season. Some key points:

- Increase in Government funding after full review completed by viaSport in the Fall

- New sponsorship from Onni, allowed funding for an Elite Girls 7s program.

- Vancouver Rugby Festival was budgeted for a small profit. Actually was a small loss. Mainly due to few teams participating. This was the first year of the event and feel the investment made will pay off in the next year.

- Representative Teams had low travel cost in 2015-‐16 so their expenses were less than anticipated.


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- Small saving made in transition between CEOs - Noted that there is increasing awareness of concussion and sport injury-‐

related litigation this will increase pressure on the insurance. All are encouraged to participate in the Concussion Management program with World Rugby to help improve risk management.

4. Receipt of the financial statements -‐ Document circulated previously and available online at bcrugby.com/agm.

- It was noted that the statements are marked as draft as they need the

membership’s approval prior to being finalized. No changes to this version are anticipated.

- Working capital is about the same as last year.

MOTION 2 To accept the financial statements for the year ending March 31, 2016 as presented.

MOVED BY: Burnaby Lake RFC SECONDED BY: UBCOB Ravens VOTES: Unanimous for, none against, no abstentions RESULTS: Carried

5. Appointment of Auditor for 2016/2017

MOTION 3 To appoint Rolfe Benson as the auditor for the 2016/2017 fiscal year.

MOVED BY: Meraloma Rugby Club SECONDED BY: Capilano RFC VOTES: Unanimous for, none against, no abstentions RESULTS: Carried

6. Presentation of 2016/2017 Budget – Document circulated and available online

at bcrugby.com/agm.

- While undergoing the Governance Review it became apparent that investment of an Events and Competition Coordinator would be beneficial

- Increase in our Development Programs. 7. The setting of the dues for 2016/2017


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The 2016-‐17 BC Rugby dues will remain the same as for 2015-‐16 season. However, Rugby Canada dues were increased in respect to their legacy fund at their 2016 AGM. BC Rugby advocated for the increase be prorated on the existing dues. The Provinces were asked to vote on $5 increase across all player membership categories. BC Rugby voted against but was in the minority.

MOTION 4 To accept the setting of BC Rugby dues structure as presented for the 2016-‐2017 year.

MOVED BY: Burnaby Lake RFC SECONDED BY: United Rugby Club VOTES: Unanimous for, none against, no abstentions RESULTS: Carried

8. Report of the Directors Reports President’s Report – circulated and available online at bcrugby.com/agm. Key points reviewed:

- One of the biggest change this year was the hiring of Annabel Kehoe as CEO. Thanks given to members for their patience through the changes in this department over the last three years.

- Success of 7s program evidence of what can be done with funding and dedicated staff-‐ titles in Vegas, Hong Kong and National Junior 7s

- The Vancouver Rugby Fest was a big undertaking this past season and looks to be a valuable platform for growing age grade programs going forward. This also served to enhance the relationship with the City of Vancouver. Thanks to the Committee members.

- Have hired 3 Rugby Development Officers (increase of one) to work with clubs with the focus on growing the game.

- Thanks to the Governance Committee under the leadership of Doug Manning for work done updating our by-‐laws. More work going forward but the community is now engaged

- Special thanks to: Peter Finlay for his legal expertise on the governance committee; Ed Macaulay (outgoing director) for his work with the Competition Committee; John Lecky (past president) for support and efforts during the transition of CEO; Louise Wheeler (BC Rugby Member Services Manager) for work done for the organization; To all members for the support and constructive comments over term as president.


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9. Report of Board Committees Discipline Committee -‐ circulated and available online at bcrugby.com/agm. Key points reviewed:

- Steve Cook, speaks on this matter. Incident of Referee Abuse down and there will continue to be zero tolerance for this type of offence.

- Lack of reporting on yellow cards is a concern. To improve the integrity of the facts and figure this matter it is incumbent on the clubs and referees to get these reported properly.

- Steve Cook thanks the committee, Mark Lewis (chair), Mike Devlin, John de Goede, Dennis Eden, Bruce MacFarlane, Simon Covel and John Lecky for work done over this past season.

Competition Committee Key points reviewed:

- Annabel Kehoe, CEO, speaks on this matter. The Board is cognizant of issues with this committee.

- This committee is to be reformed with the mandate that all competition works together to grow and develop the sport.

- Oisin Daly has been hired to be Events & Competitions Coordinator. How the committee is reset depends on decisions made today. Acknowledges BC has not done a good job on age grade but this will be a top priority in the coming year.

Governance Committee -‐ circulated and available online at bcrugby.com/agm. Key points reviewed:

- Doug Manning summarized the timeline and purpose of this committee. There was mandate to go out and speak to the clubs directly to inform and gather feedback regarding the proposed changes.

- It was clear that the by-‐laws were in need of revision and even with the changes proposed more work will be needed to address the game as it is today. Doug Manning thanks the Committee consisting of Annabel Kehoe, Tanya Donaldson, Sam Shorter, Peter Findlay and Tony Watson for the many hours put into overhaul of the structure to date.

10. Election of Directors – document of nominees’ bios circulated and available

online at bcrugby.com/agm One-‐year Term Andrea Burk resigned from the board due to her commitments to the Rugby Canada team as they prepare for the 2017 Women’s Rugby World Cup – we wish her and


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her teammates all the best. Ms. Burk had completed two years of her three-‐year term. Notice of this vacancy and a call for interested applicants was advertised. Ms. Jen Ross put her name forward and has been accepted to fill this position. No other nominations were received and Ms. Ross was voted in by acclamation. Three director positions have expired and these three-‐year positions (2016-‐2019) need to be filled. However, due to the changes of the governance structure and the increased work load to implement these changes the Governance Committee has recommended to the President to present a motion asking the Membership to allow an increase from 9 to 10 directors that the BC Rugby temporarily increase the directors of the board.

MOTION 6 To accept the Governance Committee recommendation that, the group of directors for election at the 2016 Annual General Meeting be increased from three to four directors, each for a term of three years.

MOVED BY: Steve Cook SECONDED BY: UBCOB Ravens VOTES: For 193 Against: 0 Abstentions: 0 RESULTS: Carried

There are currently four names nominated for the positions: Brittany Cook Connie McGinley Samantha Shorter Tony Watson All nominees voted in by acclamation. 11. Amendments to the BC Rugby Constitution or By-‐Laws – Doug Manning, Chair

of Governance Committee leads discussion Motion 1 Key points discussed: - Seattle asks what “other” roles would encompass. This is a legal ‘catch-‐all’ to

ensure that BC Rugby has the ability to fulfil any ‘other’ roles that are to the benefit of Rugby in BC.

- Castaway Wanderers asks why 2.02 of the old by-‐laws was removed. The Constitutional Purpose is a strategic statement rather than an operational


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guide. The word grow is in the new purpose to address quantity while the word development speaks to quality.

By-‐ law MOTION 1 "It is proposed that the BC Rugby Constitutional

Purpose be changed to the following:

• "To grow, develop, and manage the sport of rugby in the Province of British Columbia.

• To undertake any other roles, functions, responsibilities or actions to best serve the sport of Rugby in the Province of British Columbia."

MOVED BY: Resolution by BC Rugby Board VOTES: For 188 Against: 5 Abstentions: 0 RESULTS: Carried

Motion 2 Key points discussed: - Current by-‐laws allow for variable votes based on teams when the game was

generally teams of 15 aside. The sport has changed to include junior/mini programs where the numbers can vary greatly. The game is also moving to include touch, 7s.

- UBC asks why 10 members per vote? It was the number that was settled upon after discussion and comparing various alternatives.

- Scribes ask if the count is based on the league season, fiscal year? It will be the 12 month from the date set.

- UBC asks how PRC members will be counted. PRC members can identify with a club and if so will be counted with that club. It was noted that PRCs members, if not already, do not generally register with a club.

- Burnaby Lake RFC inquires how Two Week members be counted. They will not be included in the count of members for votes.

- Capilano RFC questions the wording of the first paragraph. Steve Cook can amend the motion.

- Ridge Meadow feels that the motion will reward membership in the wrong way and it will keep the small clubs small and the big clubs big.

- Bayside RFC would be inclined to have a proportionate voting system. - Doug Manning states that we already have variance of votes assigned and

need to put a precision to the assessment of votes.


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- Seattle asks if there a provision to adjust number if a member is no longer plays due to injury or other reason. In this scenario, likely player will have requested refund – any player refunded are no longer members and would not be counted.

- Vancouver Rowing Club states the it appears that the intention is to grow members but questions whether that should that be the intention for a voting structure. Suggest that to spread political strength evenly—so 1 vote for 1 club. Currently 4 or 5 clubs can get together and control the direction of the union. PRC members should not be included—a lot of these do not continue or go to university and so change clubs immediately after. Also if we went by 1 vote for every 5—this would produce a lot less variance.

- Burnaby Lake states that votes would now include votes based on the numbers of coaches, managers and officials where before only team.

- VRU asks if the committee considered capping the votes and if this is influenced by government fundin. Governance Committed did not consider cap fully though it was discussed. Doug Manning states this proposed motion was not initiated due to funding issues. No connection.

- Richmond RFC: Smaller clubs are having trouble growing—but all help comes from the player so counting coaches & volunteers not an advantage as already counted as players. Seems like using the mini numbers to increase votes but issues are mainly for senior issues.

- Ridge Meadows see the new by-‐laws could provide a loophole to bulk up the number of votes.

- Tony Watson acknowledges the committee considered the situation of buying votes and some reiterations may be necessary. It is noted that in order for a non-‐player to be counted the member must do the World Rugby Concussion module and Rugby Ready.

- Castaway Wanderers: Feels while their votes would increase under the proposed by-‐law it would not influence their approach to voting and participating as a member club. Mini members are very important to grow the sport and should be matter.

- Capilano RFC also feel the Mini members are an important component and PRC members should be excluded.

MOTION to amend By-‐Law Motion #2

From: The Directors will assign votes to each Club based on the number of Individual Members from their Club who are registered with BC Rugby as of March 31. To: Voting Members will be entitled to votes based on


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the number of Individual Members in their Club who are registered with BC Rugby as of March 31.

MOVED BY: Steve Cook Seconded Capilano RFC VOTES: For 193 Against: 0 Abstentions: 0 RESULTS: Carried By -‐Law MOTION 2-‐-‐AMENDED

"It is proposed that the following two By-‐Laws be added to the 'Membership' and 'Proceedings at General Meetings' sections of the BC Rugby By-‐Laws: Added to Membership By-‐Laws Voting Members will be entitled to votes based on the number of Individual Members from their Club who are registered with BC Rugby as of March 31. One vote will be assigned for each 10 Members registered from the Club. For voting at an extraordinary general meeting, the vote allocation will be the same as at the most recent Annual General Meeting. Added to Proceedings at General Meetings By-‐Laws (a) Only Voting Members in good standing shall be

entitled to vote at meetings of the Members. (b) Each Voting Member shall be entitled to one vote

for every 10 qualified BC Rugby Individual Members affiliated to that Voting Member. The number of Voting Members votes is calculated based on the number of affiliated Individual Members who are one of more of the following: (i) A registered player, excluding two-‐week

visitors; (ii) A registered coach who holds current

certificates in World Rugby's Concussion Management for the General Public and Rugby Ready;

(iii) A registered team manager who holds current certificates in World Rugby's Concussion Management for the General Public and Rugby Ready; and

(iv) A registered Club officer who holds current certificates in World Rugby's Concussion


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Management for the General Public and Rugby Ready.

For the purpose of vote calculation, each qualified Individual Member may only be counted once. The number of votes will be 'rounded to the nearest whole number' (eg. a Voting Member with 44 qualified Individual Members will receive 4 votes, a Voting Member with 45 qualified Individual Members will receive 5 votes.)

MOVED BY: Resolution by BC Rugby Board VOTES: 101 votes for, 92 against no abstentions 52% for RESULTS: Failed—by-‐law motions require 75% to be passed

By-‐Law MOTION #4 To replace existing By-‐Law 2.04. This motion was not considered as it was dependent

on the By-‐Law Motion #2 being carried. By-‐ law MOTION #5 It is proposed that the following five By-‐Laws be

added to the Directors section of the BC Rugby By-‐Laws: New #1: "Any individual is eligible for election or appointment as a Director." New #2: "The Directors shall have the power from time to time to appoint any person as an Interim Director to fill any casual vacancy occurring in the Board of Directors."

By-‐Law MOTION #3 To remove from the BC Rugby By-‐Laws This motion was not considered as it was dependent on

the By-‐Law Motion #2 being carried.


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New #3: "Between successive Annual General Meetings, the Directors shall have the authority to appoint one or more Interim Directors. Any Interim Director so appointed shall hold office only until the following BC Rugby Annual General Meeting, but shall be eligible for election at such meeting and, so long as the person is an additional Director, the number of Directors may be increased accordingly." New #4: The number of Interim Directors shall not be more than one‑third of the number of elected Directors. New #5: Any Director who is a President or equivalent senior executive position in a BC Rugby Voting Member or Associate Member organization must relinquish said executive position.

MOVED BY: Resolution by BC Rugby Board VOTES: For 193 Against: 0 Abstentions: 0 RESULTS: Carried-‐-‐Unanimously

It was noted that as of today the BC Rugby Board will be 50% female. By-‐ law MOTION #6 "It is proposed that the following By-‐Law be added to

the Directors section of the BC Rugby By-‐Laws:

(a) As best as is possible with available volunteers, Board composition will reflect a diversity of personal, professional, and rugby perspectives, including a diversity of genders, ages, regions, ethnicities, types of rugby, levels of rugby, and expertise.

(b) As a collective, the Board of Directors will

hold qualifications, expertise, and/or high-‐level experience in the following areas:

-‐ Organizational Leadership


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-‐ Canadian and/or British Columbian Law

-‐ Education Sector -‐ Sport Administration -‐ Not-‐for-‐profit sector -‐ Finance and Accounting -‐ Risk Management and/or Insurance -‐ Marketing, Public Relations and/or

Communications -‐ Sponsorship and/or Fund-‐raising

MOVED BY: Resolution by BC Rugby Board VOTES: For 193 Against: 0 Abstentions: 0 RESULTS: Carried Unanimously

By-‐ law MOTION #7 "It is proposed that all remaining material and

immaterial changes to the By-‐Laws, as presented in the following redrafted set of By-‐Laws, be accepted." See attached Governance Committee Motions for the 2016 BC Rugby AGM

MOVED BY: Resolution by BC Rugby Board VOTES: For 193 Against: 0 Abstentions: 0 RESULTS: Carried Unanimously

12. Other Business

a) The BC Rugby Strategic Plan concludes in March 2017. The new plan will be a collaborative project and the timeline for the developing the new plan was presented. The draft should be out to the community in September. The planned launch date is at the Coaching Conference in January 2017.

b) Outline of dates of upcoming events presented. a. July 6, dinner with Sir Graham Henry at the Vancouver Rowing Club b. July 9, BC Bears game at Bullen Park, Esquimalt c. Rio Olympics: should be a tool for clubs to promote new

membership d. American Masters Championships

c) Guests from Rugby Canada speak to the membership: Doug Campbell introduces Tim Powers Rugby Canada Chairman and the new CEO of Rugby Canada, Allen Vansen.


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Termination of meeting MOTION To terminate the June 11, 2016 BC Rugby Annual

General Meeting. MOVED BY: Burnaby Lake RFC SECONDED BY: Capilano RFC VOTES: For 193 Against: 0 Abstentions: 0 RESULTS: Carried Unanimously

Minutes recorded by L. Wheeler APPROVED by the Chair, June 20, 2016

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