MARKHAM
ENTERPRISES CORPORATION
ANNUAL GENERAL MEETING OF THE
SHAREHOLDER
Markham
Civic Centre, York Room
DECEMBER 13, 2005 – 11:20 a.m.
MINUTES
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Shareholders
Present:
F. Scarpitti (Chair), J. Heath, , B. O'Donnell, S. Daurio,
J. Virgilio, G. McKelvey, J. Webster, D. Horchik, A. Chiu
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Officers
Present:
J. Livey, President; A. Taylor, Vice-President; C. Conrad,
Legal Counsel; B. Cribbett, Treasurer; A. Pozywiak, Secretary
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Minutes:
J. Kee, Committee Clerk, Town of Markham
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1. APPOINTMENT OF THE CHAIR
Moved by J. Virgilio; Seconded by G. McKelvey
That F. Scarpitti be appointed Chair of the meeting.
CARRIED
2. ADOPTION OF MINUTES FROM JUNE
20, 2005
It was
requested that the second resolution listed on Page 5 of the Minutes of June 20, 2005 be amended to delete
the following phrase:
“at the time remuneration
for Markham Enterprises Corporation is reviewed.”
And that the
following phrase be added:
“at a later date.”
Moved by J.
Virgilio; Seconded by A. Chiu
That the
minutes of the Markham Enterprises Corporation Meeting of the Shareholder held
on June 20, 2005, be
adopted, as amended.
CARRIED
3. PRESIDENT’S REPORT
Copies of the “President’s Report” were
distributed, and Mr. John Livey, President reviewed the highlights of the 2005
accomplishments of MEC and its subsidiaries, Markham District Energy Inc. and
PowerStream. He noted that 2005 had been
a successful year and thanked the Shareholder for the support received.
Moved by A. Chiu; Seconded by J. Virgilio
That the President’s Report be received.
CARRIED
4. APPROVAL OF 2004 YEAR END
AUDITED FINANCIAL STATEMENTS
The
Shareholder had before it for approval a report from the Treasurer entitled
“Markham Energy Corporation – Consolidated December 31, 2004 Financial
Statements”.
Moved by B.
O’Donnell; Seconded by A. Chiu
That the
Markham Energy Corporation – Consolidated December 31, 2004 Financial Statements be approved.
CARRIED
There was
some discussion regarding the status of MEC as either a private or public
corporation, whether meetings of the shareholder are properly constituted
Council Meetings, the level of reporting required, and the guidelines relating
to in-camera sessions. The President
advised that this matter will be referred to the agenda of the January 13, 2006 Strategic Planning
Session. Officers will provide
clarification and also contact other jurisdictions regarding best practices.
5. ELECTION OF DIRECTORS FOR 2006
Moved by S. Daurio; Seconded by B. O’Donnell
That the following members of the Council of
the Town of Markham be appointed as Directors of the Markham
Enterprises Corporation for 2006:
D. Cousens, (Chair)
F. Scarpitti
J. Heath
J. Jones
B. O'Donnell
S. Daurio
E. Shapero
J. Virgilio
J. Webster
G. McKelvey
D. Horchik
K. Usman
A. Chiu
CARRIED
6. APPOINTMENT OF AN AUDITOR FOR
2005
Moved by A. Chiu; Seconded by S. Daurio
That the Shareholders appoint KPMG, LLP as
the Markham Enterprise Corporation’s auditors to complete the audit of the
Markham Enterprises Corporation financial records for the year ending December
31, 2005.
CARRIED
7. ADJOURNMENT
Moved by A. Chiu; Seconded by S. Daurio
The meeting adjourned at the hour of 11:45 a.m.
CARRIED