Minutes of the CREST Annual General Meeting May 18, 2016

MINUTES OF THE ANNUAL GENERAL MEETING OF THE MEMBERS OF CAPITAL REGION EMERGENCY SERVICES TELECOMMUNICATIONS (CREST) INCORPORATED (the “Company”)

HELD AT 4:00 P.M. ON MAY 18, 2016 AT 625 FISGARD STREET, VICTORIA, BC

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SHAREHOLDERS PRESENT:

SHAREHOLDERS REPRESENTED BY PROXY:

• Mike Hicks, Capital Regional District, represented by Director Jeri Grant
• Wayne McIntyre, Capital Regional District, represented by Director Elizabeth Zook
• David Howe, Capital Regional District, represented by Director Rob Reeleder
• Kyara Kahakauwila, District of Metchosin, represented by Councillor Andy MacKinnon
• Alana Standish, Province of British Columbia, represented by Director Corrie Campbell
• Karel Roessingh, District of Highlands represented by Councillor Leslie Anderson
• Gordie Logan, City of Colwood, represented by Councillor Terry Trace

NON-SHAREHOLDER MEMBERS PRESENT:

• RCMP, represented by Director Jeff Lott

Total shareholders present in person: 8 Total shareholders represented by proxy: 7 Total Non-Shareholder Members present: 1

Tim Morrison, the Vice Chair of the Board of the Company, acted as Chair of the Meeting and Gord Horth, General Manager, acted as Secretary.

1. CALL TO ORDER

The Chair called the Meeting to order at 4:30 p.m.

2. ATTENDANCE

The Chair requested that the authorized representatives for the Members place their names on the sign-in sheet and confirmed that all proxies received by the Company by the deadline for delivery had been deposited with the Secretary.

The Secretary reported that there were 8 shareholders present in person, holding a total of 8 Common shares, and that there were 7 shareholders represented by proxy, holding a total of 7 Common shares, making a grand total of 15 Common shares represented in person and by proxy. The Secretary further reported that there were 9 Members present in person and 7 Members represented by proxy.

3. DECLARATION OF QUORUM

Based on the information provided by the Secretary, the Chair confirmed that a quorum was present and that the Meeting was duly constituted and competent for the transaction of business.

4. NOTICE OF MEETING

The Chair stated that the Notice of Meeting and accompanying materials were mailed out on April 29, 2016 to all Members. The Chair asked if there was any objection to waiving the reading of the Notice of Meeting. As there was no objection, the reading of the Notice of Meeting was waived.

5. APPROVAL OF MINUTES FROM PREVIOUS MEETINGS

The Chair confirmed that copies of minutes for the Company’s annual meeting held on May 20, 2015 had been provided to the shareholders with the Notice of Meeting for this Meeting.

MOVED AND SECONDED THAT:

The minutes of the annual general meeting of the Company held on May 20, 2015 be verified and approved.

CARRIED

6. FINANCIAL STATEMENTS

The Chair laid before the Meeting the audited financial statements of the Company for the fiscal period ended December 31, 2015 and confirmed that a copy of these financial statements, as well as the 2016 budget, was provided to the shareholders with the Notice of Meeting for this Meeting. Gord Horth, Secretary, gave a brief verbal report on the financial statements.

MOVED AND SECONDED THAT:

The financial statements of the Company for the period ended December 31, 2015, and the 2016 budget be and they are received by the shareholders.

CARRIED

7. ANNUAL REPORT

The Chair confirmed that a copy of the Company’s 2015 Annual Report had been prepared but a printing error prevented them being available for distribution. The report will be posted on the CREST website later in the week, and corrected hard copies of the Annual Report will be shipped to Members and user agencies later in May.

MOVED AND SECONDED THAT:

The Company’s 2015 Annual Report be and is hereby received by the Shareholders.

CARRIED

8. APPOINTMENT OF AUDITOR

MOVED AND SECONDED THAT:

KPMG be and are hereby appointed as auditors of the Company for the ensuing year and that the directors be and are hereby authorized to fix their remuneration.

CARRIED

9. NUMBER OF DIRECTORS

MOVED AND SECONDED THAT:

The number of directors be fixed at 20.

CARRIED

10. ELECTION OF DIRECTORS

The Chair advised the Meeting that the following 20 individuals had been nominated by the Company as directors for the ensuing year:

There were no further nominations.

MOVED AND SECONDED THAT:

The persons nominated as directors of the Company be declared elected as directors of the Company, to hold office until the close of the next annual general meeting of the Company or until others are elected or appointed in their place.

CARRIED

13. OTHER BUSINESS

The Chair stated that all business in the Notice of Meeting had been completed and invited the Members to raise any other business.

No other business was raised.

14. CONCLUSION OF MEETING

The Meeting terminated at 4:45 p.m.

________________________________ Chair

________________________________ Secretary