Amalgamation Update

AMALGAMATION UPDATE
SNAP = SACA + NACA + ACF + PCA
May 2017
AGENDA
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Introduction
Current state
Case for Change – Why Amalgamate
Governance Review
Strategic Plan Review
Operation Update
Financial Update
Forward Plan
Questions & Discussion
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INTRODUCTION
What is the SNAP committee?
SNAP is a committee that is represented and equally funded by the four curling
associations in Alberta – Southern Alberta Curling Association (SACA), Northern
Alberta Curling Association (NACA), Peace Curling Association (PCA), and the
Alberta Curling Federation (ACF). The committee was established in early 2015
to investigate and recommend a new structure for one governing body for
curling in Alberta.
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SNAP COMMITTEE MEMBERS
Who is on the committee?
SACA:
Curtis Fairhurst (chair)
Bill Paterson
• 9 Member
Board
NACA:
Ted Appelman
Brad Gibb
• 8 Member
Executive
Board
• 16 Member
zone
conveners
ACF:
Joan Westgard
Brenda Asmussen
PCA:
Bob Cooper
Dan Kleinschroth
• 12 Member
Board
• 9 Member
Board
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CURRENT STATE – ASSOCIATION BOUNDARIES
ACF Jurisdiction
NACA Jurisdiction
PCA Jurisdiction
SACA Jurisdiction
Region
Clubs
Sheets
SACA
68
294
NACA
94
405
PCA
21
<100
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CURRENT STATE – CHALLENGE OF CURRENT HIERARCHY
• 4 different organizations with different
directions and focuses.
• Inconsistent playdown structures.
• Inconsistent execution of services province
wide.
• 4 budgets with 4 income streams and 4 sets
of expenses.
• A unified voice to stakeholders can be
challenging
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CASE FOR CHANGE – FORCES DRIVING CHANGE
Growing & Ethnic
Diverse Population
Financial Viability
of Clubs
Aging Demographics
of Curlers
Time Pressures
on Families
Economic Growth (+/-)
Increased Competition
for Recreation /
Entertainment
Rising Energy Costs
Growing (+/-)
TV Coverage
Curling Canada
Business Focus
Technology, Liabilities
& Regulations
Diverging Interests
Competitive &
Recreation Curlers
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BENEFITS OF A NEW HIERARCHY
• A single unified direction to grow and support clubs and
curlers!
– Including a provincial Strategic Plan
• One unified voice to Curling Canada, clubs, curlers, and other
stakeholders
• Consistent policies and rules.
• Consistent playdown structure.
• Consistent execution of services.
• A single provincial budget.
– With financial benefit from operational efficiencies.
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KEYS TO SUCCESS
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CURRENT GOVERNANCE STRUCTURE
• Clubs are members of a Regional
Association.
• The Regional Associations are
members of the Alberta Curling
Federation.
• The Alberta Curling Federation is a
member of Curling Canada.
• Each organization has its own board
(54 current board positions available).
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POSSIBLE NEW BOARD OPTIONS
• 2 types of governance models considered:
• Competency based (no geographical representation)
• Representational (geographic representation)
• SNAP Recommendation: Representational
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PROPOSED GEOGRAPHICAL AREAS
SNAP Committee recommends a
representational board based on 8
Geographical Areas (GA).
WHY?
• Aligns with the boundaries of Alberta
Sport Connection
• Clubs and curlers will still feel a ‘local’
connection to the board
• Board members expected to be visible
and engage with the clubs within their
GAs
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PROPOSED BOARD SETUP
•
12 person board
– Minimum 1 Director from each Geographical Area (GA) - 8 Directors
– Additional 4 Directors from any GA
– Maximum 2 Directors from any GA
•
Executive
– President, Past President, VP, Finance
– Term of president to be 2 years
•
3 year terms
– Max of 2 terms
– Minimum of 1 year off the board before running for a position again
•
All member clubs may vote the Board members in at AGM
– The GAs do not assign or appoint their representatives
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PROPOSED BOARD STRUCTURE
1 Provincial Association
12 board members
President
Executive
Director
Club
Services &
Grassroots
Juniors
&Director
New
Finance
Curlers
Past
President
Vice
President
Director
Playdowns &
High Perf
Director
Juniors &
New Curlers
Director
Special
Events
Director
Technical
Director
at Large
Director
at Large
Director
Marketing
clubs
curlers
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PROPOSED ORGANIZATION STRUCTURE
1 Provincial Association (Alberta)
12 board members as described in previous slide
Executive Director
Support Staff
Areas
of
Focus
Actual resources to
support each area
not determined at
this point
Club
Services &
Grassroots
High
Performance
Playdowns
Juniors &
New
Curlers
Technical
Special
Events
Sponsorship
Marketing
Funding
Staff & Directors & Volunteers
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WHO ARE VOTING MEMBERS TODAY?
SACA Voting Members
• Affiliated clubs
• Directors
• Honorary Members & Past
Presidents
NACA Voting Members
• Affiliated clubs
• Directors
PCA Voting Members
• Affiliated clubs
• Honorary members
• Directors
ACF Voting Members
• Regional Associations
• Affiliated clubs (Must be in
good standing with Regions)
• 2 Player Reps
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PROPOSED MEMBER DEFINITION
» Any affiliated curling club
• within the current boundaries of the Alberta Curling Federation
• has paid affiliation fees to the Association during the current
curling season
• represented by any adult member in good standing of the
affiliated club
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STRATEGIC PLAN
What is a strategic plan?
3-5 year plan focused on priorities for the future
Included in the strategic plan:
• Analysis of Current and Future State
• Vision, Mission and Values
• Strategic Priorities
• Objectives, Goals, Strategies, and Actions
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STRATEGIC PLAN
• Intent: To give the new organization a running start on what is critical for
success. Specifically: what does the organization need to get right?
• Objectives
– To create vision, mission and values statements that provide aspirations
for the new organization
– To identify strategic priorities critical for the success of the new
organization
– To develop goal, strategies and potential actions to address the strategic
priorities
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STRATEGIC PLAN REVIEW – CURRENT STATE
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PROPOSED VISION & MISSION
• Vision – “Alberta Curling” is recognized as the
leader in governing and growing the sport of curling
in Alberta
• Mission – Grow, promote and govern the sport of
curling in Alberta
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VALUES
• Transparent: We are transparent, open, honest and accessible in
•
•
all our activities
Inclusive: We are inclusive and non-discriminatory to all who
wish to participate
Respect: We show respect by collaborating, communicating, and
cooperating with all individuals, members, partners, sponsors and
other stakeholders
Integrity: We operate on a basis of integrity, truth and trust
•
• Innovation: We strive for creativity and innovation as part of a
•
dynamic organization
High Standards: We operate only to the highest personal and
professional standards in all relationships, programs and events
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STRATEGIC PRIORITIES
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•
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•
•
Supporting Clubs and Curlers
Financial Viability
Governance
Relationship with Sponsors & Partners
Communications
Managing Data
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OPERATIONS REVIEW
• SNAP recognizes the need for a
continued local connection to clubs. This
means a presence in Calgary, Edmonton,
and Grande Prairie will continue.
• Head office will be in Edmonton as there
are synergies with other Provincial
Sporting Organizations and the
Government of Alberta.
• Rent at the current ACF is free.
• No change for playdowns in transition
year.
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THE CURLING CYCLE
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STRONG FINANCIAL POSITION
• The combined assets of all four associations puts the new
organization in a strong financial position.
• Liabilities are minimal, and are mostly deferred income from
Casinos and programs.
* Data Used: ACF, SACA, NACA 2016 Annual Financial Summaries, PCA 2017 account balances.
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INCOME & EXPENSE REVIEW
• There are significant savings potential
through operational efficiencies:
–
–
–
–
–
Moving NACA staff to the free ACF office space.
Only one professional fees (example: accountant).
Only one website to maintain.
Less director costs (going from 54 directors to 12).
Less meeting costs.
• As a single organization, we can only qualify
for 1 casino per cycle.
– However, operational savings will more than offset
this income loss.
• There will be some deficit to manage going
forward
Combined Income
Item
Affiliations
$
149,014.88
Playdowns
$
164,009.00
Education
$
142,264.00
Misc
$
48,265.00
Government Grants
$
181,200.00
Sponsorship
$
194,018.00
Casino
$
115,568.67
TOTAL
$
994,339.55
Combined Expense
Affiliations to CC
$
66,014.00
Playdowns
$
286,287.48
Education
$
198,784.50
Administration
$
642,906.63
TOTAL
$
1,193,992.61
NET DEFICIT
$
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(199,653.06)
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FORWARD PLAN – AMALGAMATION PROCESS
Societies Act permits 2 possible options to unify:
• Option 1: Dissolution of all 4 associations and creation of a new entity
– Disburse all assets
– Renegotiate all contracts
• Option 2: Amalgamation into a new single entity going forward
– Consolidate all assets
– Retain all contracts
• Amalgamation - simplest and safest approach
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FORWARD PLAN – AMALGAMATION PROCESS
We will need to provide to the membership an Amalgamation Agreement to
be voted on. This Amalgamation Agreement must include:
1.
2.
3.
4.
The name of the Amalgamated society.
The objects of the Amalgamated society.
The proposed registered address of the Amalgamated society.
The names and addresses of each of the proposed directors of the
amalgamated society.
5. The proposed bylaws.
6. The terms and means of effecting the amalgamation.
7. Any other matters that may be necessary to provide for the subsequent
management and operation of the amalgamated society.
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AMALGAMATION APPROVAL
• Requires a special resolution to be passed by ALL 4 associations.
• Requires 75% approval of those eligible to vote.
– MUST BE PRESENT (NO PROXIES) FOR SACA, NACA, and PCA. Proxies allowed for ACF.
• Each organization has a different definition of who is eligible to vote.
• Legal advice received on how to execute this special resolution vote.
• Potential timing of vote – during 2017/18 season.
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SUMMARY - BENEFITS OF A NEW HIERARCHY
• A single unified direction to grow and support clubs and
curlers!
– Including a provincial Strategic Plan
• One unified voice to Curling Canada, clubs, curlers, and other
stakeholders.
• Consistent policies and rules.
• Consistent playdown structure.
• Consistent execution of services.
• A single provincial budget.
– With financial benefit from operational efficiencies.
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QUESTIONS
&
DISCUSSION
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