MEMBERS OF AMARANTH CREDIT UNION LIMITED
(the “Credit Union”)
TO: ALL MEMBERS OF THE CREDIT UNION
TAKE NOTICE THAT a special meeting of the Members of the Credit Union will be held at 6:45 p.m. on Thursday, the 20th day of October, 2022 at the Amaranth Memorial Hall (the “Meeting”) to vote on and announce voting results of the proposed Special Resolution set out below for the amalgamation of the Credit Union with Access Credit Union Limited.
The Amalgamation Agreement, unchanged Articles and bylaws, and meeting attendance and voting information package will be available for pickup at the Credit Union.
Questions from members regarding the amalgamation should be submitted to .
VOTING
TAKE FURTHER NOTICE THAT Voting on the Special Resolution will be at the Credit Union during the day from 10:00 am- 5:00 pm (October 20, 2022) and at the Meeting at 5:00 pm- 7:00 pm by secret ballot. Results will be tallied manually by appointed scrutineers. Voting will end at 7:00 pm during the Meeting, with no further votes to be cast after a motion to cease voting is passed at the Meeting.
PROPOSED SPECIAL RESOLUTION
The text of the special resolution to be submitted to the Meeting is as follows:
WHEREAS the Board of Directors of the Credit Union has recommended that the Credit Union amalgamate with Access Credit Union Limited (Access) in accordance with the provisions of the Amalgamation Agreement made between the Credit Union and Access, dated September 28, 2022 (the Amalgamation Agreement);
AND WHEREAS it is in the Credit Unions best interests to enter into the Amalgamation Agreement and to amalgamate with Access on the terms and conditions set out therein;
NOW THEREFORE BE IT RESOLVED AS A SPECIAL RESOLUTION OF THE MEMBERS OF THE CREDIT UNION THAT:
1. The execution of the Amalgamation Agreement by the Credit Union be and it is hereby ratified and confirmed;
2. The amalgamation of the Credit Union with Access on the terms and conditions set out in the Amalgamation Agreement be and it is hereby approved.”
SUMMARY OF THE AMALGAMATION AGREEMENT
An Amalgamation Agreement, dated September 28, 2022, has been approved by the Boards of Directors of the Credit Union and Access. The agreement provides for the amalgamation of the Credit Union and Access into one credit union, to be effective on January 1, 2023. The credit union resulting from the amalgamation will be called Access Credit Union Limited and will have its registered office in the Rural Municipality of Stanley, Manitoba.
Following amalgamation, all members of the Credit Union and Access will be members of the amalgamated credit union and all deposits and shares of or loans owing to either of the predecessor credit unions will be deposits or shares of or loans owing to the amalgamated credit union. The common shares and surplus shares of each of the Credit Union and Access will become the common shares and surplus shares of the amalgamated credit union on a one for one basis.
RIGHT OF DISSENT
TAKE FURTHER NOTICE THAT, under the provisions of Section 127 of The Credit Unions and Caisses Populaires Act, members have the right to dissent to the proposed amalgamation. To dissent, a written objection to the amalgamation must be submitted to the Credit Union at or before the meeting of Members referred to in this Notice.
AMARANTH CREDIT UNION LIMITED
By Order of the Board of Directors