Notice of Special General Meeting to Change AGM Date

The RCA Board of Directors would like to move our AGM to spring starting this year, but we need the support of our members to do this. We are calling a Special General Meeting to amend our bylaws to make this change. We request that you join us to provide your voice to this decision.

Our reasons for changing the date of our AGM are two-fold:

• Legally, we are required to present our financial statements at our AGM within six months of our year-end. Our year-end is December 31, so moving our AGM to the spring will bring us in compliance with the BC Societies Act.

• We have seen declining turnout at our AGM in recent years. In 2024, only nine members who weren’t board or staff attended. We feel a spring AGM, when people are excited about mountain biking, will get more engagement from members.

To change our AGM going forward, we must first amend our bylaws, which requires approval from our members. Therefore, we are calling a Special General Meeting to be held online on Tuesday, April 8, at 7:30 p.m. To attend the Special General Meeting you must register in advance. This ensures we can track attendance and ensure only members vote. Click here to register.

The purpose of this meeting is to propose two special resolutions* that will amend our bylaws, and two ordinary resolutions* to temporarily adapt our operations to facilitate this change. If these are approved, we will hold our Annual General Meeting to be held in May of this year, and in March or April going forward. Note, if approved, we will not hold director elections at our 2025 AGM.

With that in mind, we propose the following resolutions:

Special Resolution to Change the Date of our AGM:

The purpose of this resolution is to amend our bylaws to change the date of our AGM starting in 2026:

Motion that Article VI(1) of the RCA Bylaws be amended to: “An annual general meeting (AGM) shall be held during March or April at a place determined by the Board of Directors.” 

From: “An annual general meeting (AGM) shall be held during October or November at a place determined by the Board of Directors.”

Ordinary Resolution to Change Date of 2025 AGM

The purpose of this resolution is to schedule our 2025 AGM at a date within six months of our Dec. 31, 2024, year-end, in accordance with Section 35 of the BC Societies Act.

Motion that the 2025 AGM be held in May at a place determined by the Board of Directors.

Special Resolution to Change the Term of Directors

The purpose of this resolution is to clean up language in our bylaws regarding the terms of directors:

Motion that Article III(4) be amended to: “All officers will serve a term that begins at the close of the Annual General Meeting at which they are elected and ends at the close of the Annual General Meeting two years following their election.” 

From: “The first President, Treasurer, and three Directors at Large will serve a one year term, otherwise officers shall serve for a term of two years. Officers shall assume their duties at the close of the meeting at which they are elected.”

Ordinary Resolution to Postpone Director Elections

Currently, all directors are elected for two-year terms. To ensure we have a full board while we go through these changes, we are asking members to approve extending the term of our current directors by about four months, to spring from fall. This does not require amending our bylaws; however, since our bylaws state one of the purposes of our AGM is to elect new directors, we are asking members for permission to forego elections for 2025 only.

Motion that Director elections will not be held at the 2025 AGM, that the term of all members elected at the Nov. 2023 AGM be extended to the spring 2026 AGM, and that the terms of members elected at the Nov. 2024 AGM be extended to the spring 2027 AGM. 

Please email our Executive Director if you have any questions or comments.

*What’s the difference between a special resolution and an ordinary resolution? A special resolution is required to make permanent changes to our bylaws and requires a 2/3 majority to pass. An ordinary resolution is used for other businesses and only requires a simple majority to pass. Check out this article for more information.