City of Powell River Council will consider a consent resolution in lieu of an annual general meeting for its inactive Powell River Power Development Corporation (PRPDC).
At the committee of the whole meeting on Tuesday, September 17, director of economic development and communications Scott Randolph said, as per the Business Corporations Act, staff comes to council annually to do a consent resolution for PRPDC in order to comply with annual requirements.
Randolph said the city established the power development corporation to act as a 50 per cent shareholder in the Freda Creek Community Hydro Partnership to pursue a run-of-river hydro generation project at Freda Creek in partnership with Tla’amin Nation. He said that since feasibility work was completed on the project in 2012, there has been little to no activity as the provincial government and BC Hydro have chosen to focus on other hydro generation projects.
“Currently, the endeavour is dormant,” said Randolph. “Basically, this is a shell company.”
To comply with the requirements of the Business Corporations Act, the shareholder must appoint directors in accordance with the articles of incorporation, approve the audited financial statements of the previous year and establish an annual reference date, according to Randolph. This can be accomplished by approving a consent resolution for the corporation in lieu of holding an annual general meeting.
Randolph said this is all governed under council policy 257 that directs the appointment of board members for the PRPDC. Unless council would like to dissolve the corporation, then the requirements of the Business Corporations Act must be complied with. Randolph said staff was not recommending dissolving the corporation.
The corporation will continue to be dormant, with no planned activities, until it is provided a direction by council, according to Randolph.
There was a change in the board of directors effective January 1, 2019, when Randolph resigned and was replaced by city chief administrative officer Russell Brewer. The change was made as Randolph is now responsible for providing administrative support to the corporation.
Randolph said with regard to the corporation’s financials, accounting firm BDO Canada was engaged by the city to audit the corporation’s financial statements for the year ending December 31, 2018. The audit for the 2019 year cost $4,500, which is included in the $9,954 professional fees reported on the statement of operations. The other $5,454 represents the cost of the 2017 financial year end.
Going forward, staff has recommended local firm DMD Professional Chartered Accountants be engaged to perform the audit of the 2019 financial year end as it is expected to cost less than what has been charged by BDO Canada in the past.
Councillor CaroleAnn Leishman said she has sat at two meetings with ministers of energy, who have indicated that BC is not going to support any small run-of-river hydro projects.
“I don’t think that Freda Creek run-of-river project is ever going to be feasible, but, I do think maintaining the PRPDC is a good idea, because given that we’ve declared a climate emergency and given we need to start working at being more resilient as a community, there could be opportunity for us with a development corporation like this to potentially review a community energy project,” said Leishman. “This could be a really good thing for us if we have an opportunity to do an energy project like other communities have.”
The committee consented to send the matter to city council.
