Insufficient notice

When Terry Wallace discovered on Nov 20 that the Vancouver Pride Society’s (VPS) annual general meeting (AGM) was taking place in just over a week he was shocked.

Wallace helped found the VPS in the late 1970s and remains a devoted member to this day. He says the society’s current board of directors failed to properly advertise this year’s meeting-and that’s a problem for several reasons.

First of all, BC’s Society Act, and the VPS’s own constitution and bylaws, both require 14 days of notification for all AGMs. They also specify how that notification has to take place. The VPS is in violation of both the act and its own regulations, despite its claim to the contrary.

And that’s not all Wallace is worried about.

He is especially concerned about this year’s lack of proper notification because this is the year that almost half the board of directors resigned amid allegations of financial mismanagement by the Society’s president, Michael Cowan.

Will the lack of notification prevent VPS members from attending the upcoming meeting and examining its agenda and resolutions? Wallace asks.

It’s very important that all VPS members attend this year’s meeting, he stresses. For one thing, they need to hear what the VPS’s auditor has to say in light of the recent allegations of financial mismanagement.

Wallace says he’s spoken to other lifetime members who share his concerns. None of them were aware of the upcoming Nov 28 meeting, either. Even past board members were uninformed about the event, he says.

And he’s angry. “There should be a widespread announcement,” Wallace insists.

Cowan says the VPS did make a widespread announcement on its website two weeks before the AGM.

“Legally, we’re covered because it’s been on the website for that long,” he said on Nov 22, adding that an e-mail notice should be going out to members soon if it hasn’t already. That work is done by volunteers, he adds, so it’s hard to control.

But the laws say all members of a society’s register must be given 14 days notice of an AGM by either personal delivery, e-mail, fax, telegram or telex. That means the e-mails should have been sent out no later than Nov 14.

Both the VPS’s constitution and the Society Act say that insufficient notice does not automatically invalidate decisions made at an AGM. However, the Act says members who attend the meeting can vote to adjourn it until a later date.

The VPS has been running without a full slate of directors since four out of nine members resigned amid allegations of financial mismanagement by Cowan.

Andrew Simmons, who joined the board to oversee corporate sponsorships, resigned right after Pride, after repeatedly asking to see the society’s detailed finances without success.

Simmons knew nothing of the upcoming AGM. But he says he’s still not expecting to see satisfactory financial statements at the meeting, because the VPS doesn’t use an auditor or an accountant. (A board member who is not necessarily an accountant generally prepares the financial statements for the AGM.)

Simmons says that’s not good enough. He’d like to make a resolution that the VPS’s ledgers be reconciled with its bank accounts and a full audit done.

Cowan says he’s not opposed to the motion. Any member can make any motion at the AGM, he says. It’s up to the rest of the membership to vote on it. “If there is a financial irregularity by the time we’re done with the books, of course we would address it at the AGM and we would make suggestions on the next course of action,” he adds.

Simmons also wants to know why the board as a whole has issued no statement on the allegations of Cowan’s financial impropriety.

Cowan says he already responded to each allegation in an article published last month in Xtra West. As president of the VPS, he says he is the person responsible for speaking publicly on behalf of the board-and the board has nothing to add at this time. “We’ve responded once, I see no reason why we have to respond again,” Cowan says.

“Our books are behind, however, as far as we are aware, there are no financial improprieties, he adds.”

Simmons isn’t satisfied. He says the board needs to be more accountable to the society’s members.

Wallace fears the VPS’s recent problems could destroy the society.

“There’s a lot of history I don’t want to see washed down the drain,” he says. “Too many people worked too long and too hard to get the thing going.”

Wallace points specifically to Cowan’s unilateral decision to use an Air Canada sponsorship ticket to fly a friend out from Toronto to help with this year’s Pride celebrations. Decisions like that should involve the entire board, Wallace says. He’s hoping to pass a resolution on exactly that topic at the AGM-now that he knows when it is.

Cowan admits he used one of the Air Canada plane tickets to fly his friend, Tim Freear, from Toronto to Vancouver for the five days of this year’s Pride festival.

“I was feeling overwhelmed,” Cowan later explained to Xtra West. “I needed somebody who knew what he was doing.”

When asked why he didn’t consult the rest of his board before he used the ticket, Cowan said, “I honestly didn’t see a need.” Besides, he added, he didn’t think people would show up for a board meeting so close to Pride.

CHECK IT OUT!

The Vancouver Pride Society’s annual

general meeting will take place Nov 28

at Gordon Neighbourhood House,

1019 Broughton St, starting at 7 pm.

The meeting is open to the general public but only members can vote. Memberships can be purchased right before the meeting.