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Special Resolution

Special Resolution

Official Notice of Coastal Community Credit Union Special Resolution #001-2025

 
Have your say on an important member vote.

Coastal Community Credit Union (CCCU) is holding a member vote on a special resolution to change CCCU’s Rule on Board term limits to help further strengthen board expertise and continuity. You can read the details of the proposed change in the Official Notice and Information Bulletin.

We are encouraging all eligible members to please take the time to vote—your vote matters! The voting period is from December 27, 2024 to January 21, 2025.
 

You’re Invited!

 
Virtual Member Information Session on Special Resolution #001-2025

January 8, 2025
6:30pm

This is a virtual event which you can attend from the comfort of your home. Registering is easy! Just click on the link below.

Please email communications@cccu.ca if you have any questions.

Ask a Director!

 
Want to learn more about the special resolution? Drop by one of our locations to speak with a Director!

Location Date Time
Gabriola Island December 20 1:00pm to 3:00pm
Bowen Road, Nanaimo December 23 11:00am to 1:00pm
Ryan Road, Courtenay December 27 10:00am to 12:00pm
Discovery Harbour, Campbell River December 27 2:00pm to 4:00pm
Parksville December 30 10:00am to 12:00pm
Port Alberni December 30 2:00pm to 4:00pm


Hear from CCCU Board Vice-Chair, Melissa Lacroix

On behalf of CCCU's Board of Directors, Melissa Lacroix describes how the proposed recommendation to change CCCU’s Rule on Board term limits will further strengthen board expertise and continuity.

 

More Information

 
Which credit union Rule does the Special Resolution impact?

Special Resolution #001-2025

TO APPROVE ALTERATIONS TO THE RULE

“8.4 Disqualification. No person is eligible to become or continue as a Director if the person:

. . .

(h) has served as Director of Coastal Community for nine or more years within the preceding twelve years, consecutively or non-consecutively. For clarity, there is no reset, and this provision will be in effect for the elections in 2023 and subsequent years, and immediately for appointments.”

Summary of the proposed change:

The proposed recommendation is to change how long a director may serve on the Board from the existing Rule of a maximum of nine years in the preceding 12 years, to a new Rule of a lifetime maximum of four terms (a term is typically 3 years). The new Rule also has a provision for Directors who may join us through future mergers. You can learn more about the proposed Special Resolution in the Official Notice and Information.

The Board of Directors is proposing this change to ensure Board renewal continues, and at the same time, the Board has all the necessary skills, experience, abilities, and continuity to fulfill its role at the helm of our credit union. You can learn more in the Q&A section below.

The Special Resolution #001-2025 results will be announced on our website on February 5, 2025.

Voting

There are three ways that you can vote on the special resolution:

Vote Online Online

Through online banking access on desktop and the Coastal Community app – a secure paperless option where you can vote at a time that’s convenient for you. 

Mail Mail

Ballots must be postmarked by January 21, 2025 and be received at the indicated address by January 28, 2025 to be counted in the voting.

Canada Post – Labour Dispute Voting Update

Your vote counts and we want to count it!

Due to the uncertainty around the Canada Post labour dispute and potential postal delivery delays, we recommend that members vote online or in your local branch. This will ensure your ballot is received before the mail-in deadline, which is 7 days after voting closes January 21, 2025

In-Branch In Branch

Vote during regular branch hours between December 27, 2024 through to January 21, 2025

Personal Voting Member

You are qualified to vote if: you are a member in good standing, are 19 years of age or older, and own a minimum of five (5) Class “A” Membership Equity Shares.

Business/Organization Voting Member

A non-personal legal entity (i.e., a limited company, registered society, or other legal entity) may appoint an individual to vote on its behalf if the organization is: a member in good standing and owns a minimum of five (5) Class “A” Membership Equity Shares. The appointed individual must be 19 years of age or older.

Estates

Please note that we are required to send this notice to all Coastal Community Credit Union members, including junior members and estates. Technically, an estate is an entity that is qualified to vote on the special resolution.

REMEMBER: VOTE ONLY ONCE

If more than one vote is cast under an individual membership through any combination of electronic, mail, or in-branch methods, all that member’s votes are null and void. A person may vote more than once if they vote as a personal voting member and if they are authorized by a business/organization voting member to vote on its behalf.

 

Questions & Answers

 
Coastal Community Directors answer questions you may have about the proposed recommendation to change CCCU’s Rule on Board term limits that will further strengthen board expertise and continuity.

  • CCCU’s Board believes term limits are an important governance practice.
  • The Board unanimously agrees that the current maximum term of nine years of the preceding twelve years, put in place in 2023, is too short because of its impact on Board continuity.
  • As a result of the current Rule, many of the Credit Union’s directors are no longer on the Board, taking many years of knowledge and experience with them. With the significant turnover in the Board of Directors since the Rule change, six out of 10 of the Credit Union’s directors are in their first term. Further, if the current Rules remain, depending on the results of the 2025 Directors Election, there could be only two Directors remaining on the Board with three or more years’ experience. While the Board renewal has been good for our organization, the Board of Directors is concerned with the significant and rapid loss in Board continuity, skill sets and experience that these changes have triggered, and a potential resulting increase in risk to the Credit Union.
  • It takes time to fully develop as a Director. The proposed Rule change balances experience with renewal and new perspectives, while retaining historical knowledge about CCCU among the Board.
  • Our proposed lifetime length of tenure of no more than four terms is in line with the Rules of Vancouver City Savings Credit Union (Vancity), Beem Credit Union, and Prospera Credit Union, which are among the largest credit unions of BC.
  • Compared with the current Rules, the proposed change aims to better balance the need for both new and historical perspectives, to ensure stability, continuity and sufficient time for comprehensive knowledge transfer and continued strong governance oversight in what is a complex financial, regulatory and operating environment.
  • The proposed special resolution builds on and strengthens the changes recently accepted by the membership on maintaining a limit on Board terms.
  • While the special resolution proposes extending the current nine years out of the preceding 12 years, to a maximum of four terms (or 12 years), it also places a significantly stronger limit. Unlike the current Rules, under the proposed Rules a director becomes ineligible to ever run again after they have reached their maximum tenure. This proposal is part of how the Board is fulfilling its obligation to look ahead and plan for the challenges of tomorrow. The Board believes the proposed Rule amendment better balances renewal with stability – allowing more time for transferring knowledge and building experience.
  • It is very important to the Board that they move this initiative forward to have clarity on the path forward before the 2025 Directors Election and AGM.
  • If there is a favourable vote for this proposed special resolution under this timeline, then all current directors (except for one who has been a long-serving director on the board for greater than 12 years) could be eligible for a further three-year term.
  • If the Rule change passes, one Director who is currently in their ninth year on the Board would be eligible to run for re-election in the 2025 Direction Election if the regulatory filings for the special resolution are completed prior to the close of the 2025 Call for Nominations.
  • Under the current Rules, directors become ineligible to serve on the Board if they have served nine years within the preceding 12-year period, but the current Rules also allow for a Director to be nominated in the future when they have served less than nine of the 12 preceding years.
  • Under the proposed Rule, after four terms the director would be ineligible to ever be nominated or serve again.
  • Should members vote in favour of the proposed special resolution, the term limit in the Rule amendment would apply to all past and current Board members, as well as future candidates. There will be no reset of existing tenure and past terms will count in the term limit.
  • The proposed special resolution better protects CCCU if we were to acquire another credit union through a merger and add some of their Directors to our credit union Board.
  • The proposed Rule change would put CCCU Directors and Directors from the other credit union on equal footing by counting the time served by Director(s) of the other credit union on their previous Board toward CCCU's term limits.
  • Under the current Rules, the terms already served by any directors from another merging credit union would not be counted in the CCCU term limits. This could result in a disadvantage for our credit union because all the CCCU Directors would reach their maximum term length on the Board prior to the Directors from the other credit union. The proposed change would help ensure a smoother and more balanced and equitable transition. 
  • Further, if the current Rules remain in effect, it is possible that any potential future Director(s) joining CCCU from another credit union would all “term out” at the same time, in nine years following the merger. For reasons of continuity, board development and expertise transfer, Directors’ tenure should be staggered. This would help ensure a smoother, more equitable transition to a merged organization in the event CCCU were to acquire a credit union.
  • One fundamental difference with the current proposed special resolution is that after four terms (usually 12 years), Directors become ineligible for re-nomination and may no longer be re-nominated or serve as a CCCU Director in the future.
  • The Board’s 2023 proposal was to set term limits of a maximum 12 consecutive years and also allowed a “reset”, whereby a person who had served the maximum length of time on the Board may serve again after a period of three years not in office.
  • The Board’s 2023 proposal did not address previous tenure of Directors from another credit union in the event CCCU acquires another credit union through a merger. The proposed Rule change you’re being asked to vote on includes a provision that the length of time that a director serves as a Board member of another credit union that CCCU acquires through a merger (called a “transferring credit union”) will be counted in the CCCU term limits.