Annual General Meeting


ANNUAL GENERAL MEETING

140th ANNUAL AND SPECIAL GENERAL MEETING
For the
GERMANIA MUTUAL INSURANCE COMPANY

TAKE NOTICE that an Annual General Meeting of the Members of the Germania Mutual Insurance Company will be held at the Ayton Centennial Hall located at 818 Albert St., Ayton on the 28th day of March, 2018, at the hour of 2:00 p.m., for the purposes of:

1. To approve the Minutes of the previous Annual General Meeting of Members, held March 22nd, 2017.

2. To receive the Annual Financial Statements and Auditors’ Report for the year ended December 31st, 2017.

3. To appoint auditors for 2018.

4. To confirm with or without amendments properly made at the meeting amendments to the Corporation’s By-law 2010-4 passed by the Board of Directors February 21, 2018. A summary of those amendments follows. A complete text of By-law 2010-4 showing the amendments is available for review by all members of the Corporation at the head office of the Corporation during regular business hours, or will be provided upon request.

5. To elect one director to fill the unexpired term of Mary Golem, who passed away in December. Doug Townsend was appointed to the Board on February 21, 2018 to fill the vacancy until this Annual and Special General Meeting and is eligible for re-election and is seeking re-election.

6. To elect three directors for a three (3) year term. Directors whose terms expire are Gary Becker, Wayne Lytle and Roger Smith. Gary Becker and Roger Smith are eligible for reelection and are seeking re-election.

Written notice of the intention to stand for a Director must be filed with the Secretary of the Corporation no later than 4:30pm on the 6th day of March 2018.

ON BEHALF OF THE BOARD OF DIRECTORS
Pursuant with our corporate by-laws our 2017 Annual Financial Statement (Audited) will be posted on our website twenty-one (21) days prior to our annual meeting and copies of the Annual Statement will also be made available at the Annual General Meeting and following the AGM at our main office located at 403 Mary Street, Ayton, Ontario.

Summary of Amendments to 2010-4

(The numeric references herein correspond with the section numbers of By-law 2010-4)


2.05 Unless otherwise specified by the Board, the President is authorized to sign documents for the Corporation.

3.03 Directors need not be members of the Corporation when elected or appointed so long as they become a member within 30 months, and so long as at all times a majority of directors are members.

3.09(e) Right of partnership and corporation members to vote clarified.

3.19 Minutes of all Board Committee Meetings to be kept and open for inspection by directors.

12.01 By-laws may be amended in accordance with the Corporations Act.

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