Canada Cooperatives Act (S.C. 1998, c. 1)

Marginal note:Calling members’ meetings

• 49. (1) After holding the organizational meeting referred to in section 82, the directors must call a meeting of the members without delay.

• Marginal note:Business at first meeting

  (2) The members, at their first meeting, must

  • (a) adopt by-laws for the cooperative;

  • (b) elect directors in accordance with subsection 81(3); and

  • (c) subject to subsection 254(1), appoint an auditor to hold office until the close of the first annual meeting of members.

Marginal note:Calling meetings of the members

• 50. (1) The directors must call the first annual meeting of members not later than eighteen months after the cooperative comes into existence and an annual meeting of members must be held not later than the earlier of

  • (a) fifteen months after holding the last annual meeting, and

  • (b) six months after the end of the preceding financial year.

• Marginal note:Special meetings

  (2) The directors may at any time call a special meeting of the members or of the shareholders.

• Marginal note:Order to delay calling of annual meeting

  (3) Despite subsection (1), the cooperative may apply to the court for an order extending the time for calling an annual meeting.

Marginal note:Record date

• 51. (1) The directors may, within the prescribed period, fix in advance a date as the record date for the determination of the members or shareholders who are entitled to receive payment of a dividend or for any other purpose except the right to receive notice of, or to vote at, a meeting.

• Marginal note:Record date — members’ meetings

  (2) For the purpose of determining the persons who are entitled to receive notice of, or to vote at, a meeting of members, the record date is

  • (a) the day before the day on which the notice is given; or

  • (b) if no notice is given, the day of the meeting.

• Marginal note:Record date — notice of shareholders’ meetings

  (3) For the purpose of determining the shareholders who are entitled to receive notice of a meeting of the shareholders, the directors may, within the prescribed period, fix in advance a date as the record date for that determination.

• Marginal note:Record date — voting at shareholders’ meetings

  (4) For the purposes of determining the shareholders who are entitled to vote at a meeting of shareholders, the directors may, within the prescribed period, fix in advance a date as the record date for that determination.

• Marginal note:If no record date fixed

  (5) If no record date is fixed under subsection (1) or (3), the record date

  • (a) for the determination of members or shareholders for any purpose, other than to establish the right of a member or shareholder to receive notice of a meeting or to vote, is the day on which the directors pass the resolution relating to the particular purpose; and

  • (b) for the determination of shareholders who are entitled to receive notice of a meeting is

    • (i) the day before the day on which the notice is given, or

    • (ii) if no notice is given, the day of the meeting.

• Marginal note:If record date fixed

  (6) If a record date with respect to shareholders is fixed under this section, unless notice of the date is waived by each shareholder whose name is set out in the securities register at the close of business on the day the directors fix the record date, notice of the record date must be given within the prescribed period

  • (a) by advertisement in a newspaper published or distributed in a place where the cooperative has its registered office and in each place in Canada where it has a transfer agent or where a transfer of its investment shares may be recorded; and

  • (b) by written notice to each stock exchange in Canada on which the investment shares of the cooperative are listed for trading.