Cricket Canada, COVID-19 and the AGM

Update: As of June 2, Cricket Canada has published guidelines for Return to Play, but no information regarding an annual general meeting or call for nominations has appeared on their web site. They are thus in default of their own by-laws, that require 30 days notice of the AGM on the web site, which must be held by June 30. However the notice period for direct contact to members appears to be 21 days, so this can be interpreted as an alternative to web site notice.

Sport across the world is facing challenging times as the COVID-19 pandemic has caused widespread cancellation, and a high degree of uncertainty as to when sport will resume. Canada is severely affected with all professional sports suspended, and nearly all grass-roots sports cancelled for now.
Sports organizations have reacted to the situation as well as they can. National sports organizations have furloughed staff, gone to four-day weeks, and are intensive planning mode to deal with the current crisis. Most have tried to maintain interest and activity despite lockdown restrictions. Canada Soccer launched Canada Soccer Nation Inside, with COVID-19 information and resources, links to on-line coaching courses and webinars from national team coaches and players. Rugby Canada is holding weekly webinars led by distinguished members of the national rugby scene. Hockey Canada have a number of resources for kids stuck at home and so on.
Cricket Canada issued a statement on 17 March – nearly 2 months ago- but since then the only activity on their web page has been a series of profiles re-printed from the Wickets Magazine. The 17 March statement said “Cricket Canada will continue to monitor the COVID-19 situation and its impact and will provide updates accordingly.” No updates have been forthcoming.
Yet across Canada, the season would normally be under-way. The situation varies from province to province, but some provinces are easing lock-down- Newfoundland and Labrador could potentially return to having team field sports in mid-June, with the first stage of lifting restrictions taking place on Monday. New Brunswick lifted many restrictions this weekend, with a possibility of low-contact team sports being permitted in 2 weeks. As other provinces gain control over the outbreak, they will follow suit.
Cricket therefore needs a return to play plan and protocol. This is surely something that would be best led a role for a national sports organization. The ICC will be focussed on getting international cricket (and their revenue stream) back. Obviously each province will have to deal with its particular public health guidelines, but direction from the national body on how the game should be modified to best safeguard the players is desperately needed. There’s public discussion of many of these in the cricket media- prohibiting saliva and sweat on the ball, umpires not holding player’s equipment and so on, but Cricket Canada has the direct contact with the ICC and other members, and can provide the best possible advice for the conduct of grass-roots cricket. At the very least, it would be useful to have a public statement of Cricket Canada’s position and actions on this.
Cricket Canada will be faced by other issues brought on by COVID-19. They are fortunate in that, unlike most other national sports organizations, they are not greatly dependent on member dues for their funding. The vast majority of Cricket Canada funding (over 80%) comes from the ICC, and so any financial challenges will be related to a decline in that source- quite likely given the ICC global revenue is likely to drop. Expenses however are likely to decline as well as it seems unlikely that regional and national tournaments will take place this year. However, finances are certain to be high on the agenda for the organization.
More immediate concerns relate to the holding of the Annual General Meeting. We understand that this was tentatively scheduled for early May, prior to the on-set of the pandemic. Last year’s AGM was held on May 25-25 in Montreal. The constitution and bylaws of Cricket Canada place some restrictions on the board in scheduling this. They state:-

  • The Corporation will hold meetings of Members at such date, time and place as determined by the Board. The Annual Meeting will be held within fifteen (15) months of the last Annual Meeting but not later than six (6) months after the end of the Corporation’s preceding financial year.
  • Meetings by Electronic Means – A meeting of Members may be held by means of telephone, electronic or other communication facility that permits all participants to communicate adequately with each other during the meeting, if the Corporation makes available such a communication facility.
  • Notice will include the time and place of a meeting, the proposed agenda, reasonable information to permit Members to make informed decisions, and shall be given to each Member entitled to vote at the meeting, the auditor, and the Board, by the following means: a) By mail, courier or personal delivery to each Member entitled to vote at the meeting, during a period of 21-60 days before the day on which the meeting is to be held; or b) By telephone, electronic or other communication facility to each member entitled to vote at the meeting, during a period of 21-35 days before the day on which the meeting is to be held; or c) By posting on the Corporation’s website not less than thirty (30) days prior to the date of the meeting.
  • Any nomination of an individual for election as a Director will be submitted to the Head Office of the Corporation five (5) days prior to the Annual Meeting.
  • Elections may be conducted by electronic/online methods.
  • Fiscal Year – The fiscal year of the Corporation will be January 1st to December 31st, or such other period as the Board may from time to time determine.

Given the last AGM was 25-26 May, the next AGM could be as late as 25-26 August based on the 15 month provision, but this is over-ridden by the 6-month from end of fiscal year requirement. Given the fiscal year ends on December 31st, the AGM must be held prior to June 30th. This means notice needs to be posted on the web site by June 1st.
There may be consideration, that given the circumstances, the AGM and elections should be put on hold for now. This could only be done through a Special General Meeting and vote of the members- this also would require 30 days notice, and if this was the suggested route, why not just hold elections anyway- if the membership have faith in the board, they will be re-elected. The only consideration in delaying the AGM and elections would be whether a change in administration would be de-stabilising given the challenges faced by the organization. The constitution clearly provides the ability to hold the meeting virtually using electronic means, and elections also can be conducted on-line. For the current board to make a case to stay in place, it might be reasonable to expect some clear communication, outline of the problems faced, and what they are in fact doing about it.
It is interesting to consider what happens if the board of Cricket Canada does not meet its self-imposed deadlines on calling a meeting. They would, at that point, not be in compliance with the Canada Not-For-Profit Act, and thus subject to the Remedies, Offences and Punishment section of that act.

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