City of Powell River approves consent resolution for power development corporation

Dormant entity receives annual reporting in lieu of annual general meeting

City of Powell River councillors have approved consent unanimous resolutions of the sole shareholder of Powell River Power Development Corporation (PRPDC) to meet its statutory requirements for the corporation.

At the city council meeting on Thursday, October 3, councillors voted to approve a consent resolution for the corporation in lieu of holding an annual general meeting.

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To comply with the requirements of the Business Corporations Act, the shareholder must appoint directors in accordance with the articles of incorporation, approve audited financial statements of the previous year, and establish an annual reference date. This can be accomplished by approving a consent resolution for the corporation instead of an annual general meeting.

According to a staff report from city director of economic development and communications Scott Randolph, the city established PRPDC to act as a 50 per cent shareholder in the Freda Creek Community Hydro Partnership (FCCHP) to pursue a run-of-river hydro generation project at Freda Creek with Tla’amin Nation. Since pre-feasibility work was completed on the project in 2012, there has been little to no activity by the corporation as the provincial government and BC Hydro have chosen to focus on other hydro generation projects. Currently the endeavour is dormant, according to Randolph.

Randolph said  PRPDC will continue to be dormant with no planned activities until it is provided a direction by council. There was a change in the board of directors effective January 1, 2019, as Randolph resigned and was replaced by city chief administrative officer Russell Brewer. This change is noted in the consent unanimous resolutions of the sole shareholder of PRPDC. This change was made as Randolph is now responsible for providing administrative support to the corporation.

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 of the 2018 year-end cost $4,500, which is included in the $9,954 professional fees reported.

The other $5,454 represents the cost of the audit of the 2017 financial year end. Going forward, staff have recommended that 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. This change is also reflected in the consent unanimous resolutions of the sole shareholder of PRPDC.

City of Powell River had a second corporation, Powell River Waterfront Development Corporation, but the city has chosen to disband it because the city has taken over the properties and lands that the corporation formerly managed. The corporation was declared surplus to the city’s requirements.

The city will hold PRPDC as a shell corporation until it is needed.

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