2019 Board of Directors Election, Special Resolution and Ordinary Resolution - Coast Capital Savings

 
2019 Board of Directors Election,
Special Resolution and Ordinary Resolution
Your vote is part of ongoing sound governance
By casting your vote in the 2019 Board of Directors Election, you’re having a say in who will represent you as
your Board of Directors (“Board”). This year, we’re also asking for your support to pass a Special Resolution to
make two adjustments to our credit union rules, as well as an Ordinary Resolution on director remuneration,
which is necessary because this is our first year as a federal credit union, despite no change to remuneration
being proposed.

  Your vote helps youth build life-skills for ongoing
  housing sustainment
  One of our goals at Coast Capital Savings Federal Credit Union (“Coast Capital”) is to help youth build their
  financial well-being. We do this through partnerships with like-minded organizations who share our passion for
  helping youth. For every member who votes in the 2019 Board of Directors Election and Special and Ordinary
  Resolutions, we will donate $1 to RentSmart – providing interactive education, certification and support to help
  youth build life-skills for successful tenancies (to a maximum of $20,000).

  A successful first tenancy can help build the foundation on which future housing and overall financial well-being
  is based. RentSmart supports youth to gain the skills, knowledge and confidence to enter today’s rental market
  and avoid the many pitfalls that can happen in first tenancies. The education includes financial literacy to increase
  affordability, budgeting for housing costs and to address debt, and other life skills such as effective communication
  with landlords and neighbours, and understanding tenancy rights and responsibilities.

  Learn more at: readytorentbc.org

Vote and you could win a $1,000 term deposit
To show our appreciation for casting your votes, every member who votes is automatically entered to win a $1,000
term deposit.† After you vote via online banking, our mobile app, mobile web or a paper ballot, your name will be
entered automatically into our prize draw. Read the biographies of the seven candidates standing for election, the
summaries of the special and ordinary resolutions contained in this booklet, then submit your votes.

† No purchase necessary. Contest open to residents of British Columbia who have reached the age of 19 and who are, and have been since February 14,
2019, members of Coast Capital Savings Federal Credit Union. Four prizes of $1,000.00 available to be won, which will be awarded in the form of a Coast
Capital term deposit product. Each winner may select a Coast Capital term deposit product of the winner’s choice, subject to the terms and conditions
of the applicable product. Terms and conditions of term deposit products vary, including with respect to rates, term, redemption rights and minimum
deposits. No person may win more than one prize. Contest closes on May 16, 2019. Potential winners to be selected at random; odds of winning depend
on number of entrants. Skill-testing question required to win.

Full contest rules available at: www.coastcapitalsavings.com/governance/agm-and-director-elections.

                                                                          1
2019 Directors Election
Coast Capital is one of Canada’s largest credit unions because of you. We exist to empower our
572,000 members to achieve what’s important in their lives.
Because we’re a financial co-operative, our member-              OUR NOMINATIONS PROCESS
owners have a say in how we’re governed. The Board
members you elect are your fellow credit union                   Nominations Committee
members who will represent you in shaping the                    The Board appoints a Nominations Committee (the
strategic development of your credit union.                      “Committee”) each year to oversee the nominations and
                                                                 election process on behalf of our members. This is the
As a multi-billion-dollar financial co-operative, we need        only Committee that reports directly to you and not to
directors who have the knowledge, skills and experience          the Board. Any directors who are currently eligible for
to guide the Coast Capital’s affairs. The decisions made         re-election are excluded from this Committee. Directors
by our Board help ensure we remain strong and relevant           Mary Jordan (Chair), Bill Cooke, Christian Morrison,
to meet members’ ever-evolving banking needs.                    and Glenn Wong are on this year’s Committee.
                                                                 You can read more about this Committee’s mandate at
Directors work hard to oversee the affairs and
                                                                 www.coastcapitalsavings.com/governance/what-does-
performance of the credit union. They work with the
                                                                 your-board-do.
senior executive team to review, approve and monitor
Coast Capital’s strategic direction and risk appetite, set       The Ideal Director Candidate Description
policies, oversee operations, and ensure we comply               Each year, the Committee develops an Ideal Director
with statutory and regulatory requirements.                      Candidate Description (the “Description”), which
                                                                 identifies the skills and other attributes needed by the
Please take some time to learn about the seven                   Board to support Coast Capital’s strategy and effectively
candidates standing for election for the five available          oversee its operations for the coming three years.
positions. All of them would welcome the opportunity             The Description is based on skill gaps in the current
to represent your interests. The elected candidates              Board team as well as new skills that need to be added
will assume their positions immediately following                due to changing market conditions, opportunities and
the Annual General Meeting on May 16, 2019 and are               challenges. The Board must have the right skills to meet
elected to serve a three-year term.                              its responsibilities as outlined by our regulators.
There are four ways to vote:                                     Personal characteristics such as integrity and sound
    1.	 Online Banking: Log in to online banking                judgment are always important, as is ensuring diversity
         through our website, mobile web, or mobile              on the Board. Preferred candidates will be financially
         app. Follow instructions to submit your votes.          literate, that is, they are able to read and understand
         Voting opens April 10, 2019 at 8:00 am and              financial statements with a breadth and complexity
         closes on May 4, 2019 at 5:00 pm.                       of accounting issues that could be raised in a federal
    2. Mail-In: Make your vote selections. Insert ballot       credit union.
         into supplied Reply Envelope. Seal envelope.            Selection Process
         Drop it off at any Canada Post mailbox or at any        We invite qualified candidates to submit their
         Coast Capital branch. Ballots must be received          application through communication with all members.
         by the Returning Officer or Coast Capital by            The Committee, using external consultants, also seeks
         May 4, 2019 at 5:00 pm.                                 individuals who best meet the Ideal Director Candidate
    3. In-Branch: Visit any branch during normal                Description for this election year. Current directors
         in-branch business hours. Request a ballot.             whose terms are expiring in 2019 may choose to put
         Complete the verification form. Complete the            their names forward for the Nominations Committee
         ballot, seal it and drop it in the ballot box.          for re-election.
         Voting opens April 10, 2019 at 8:00 am and
         closes on May 4, 2019 at 5:00 pm.                       An external governance consultant helps the Committee
    4.	 Vote live in-person at the AGM: Attend the              to carefully review all nominations received and
         AGM. Register at registration table when you            evaluate all nominees’ experience, skills and attributes
         arrive. Request a ballot. Complete the ballot,          against the Ideal Director Candidate Description. This
         seal and drop in the ballot box. Voting opens at        includes a review of resumes, written applications,
         4:30 pm and closes at 5:30 pm on May 16, 2019.          interviews and reference, background and criminal
                                                                 checks. This ensures sound governance practices and a
Whichever voting method you choose, mark your ballot             fair and transparent evaluation process for all nominees.
for five candidates, vote on the special and ordinary
resolutions and deliver your ballot as instructed above.

                                                             2
The Committee then identifies those individual                   Every major sector of the economy is experiencing
candidates who, when considered together, best align             innovation driven by technology, which brings with it
with our Ideal Director Candidate Description. All of the        transformational change in the ways customers expect
recommended candidates are accomplished in their                 to interact with their service providers. Coast Capital’s
own areas of expertise and offer experience relevant to          future will include an increased digital presence and
serving on the board of a financial institution. This work       we need to strengthen the Board’s ability to guide and
is done on behalf of members and the Committee’s                 direct management with these issues, particularly in the
recommendations are shared for your consideration                area of digital transformation and new business models.
as you select your candidates. However, the choice of
                                                                 Human Resources – transformational change leadership,
which candidates to vote for is ultimately yours. All
                                                                 executive compensation, corporate culture stewardship
we ask is that you carefully read all of the candidates’
                                                                 and talent strategy in an organization of similar size and
bios before making your five selections. If you need
                                                                 complexity to Coast Capital.
more information, visit: www.coastcapitalsavings.com/
governance/agm-and-director-elections.                           The people who work at Coast Capital are our most
                                                                 important asset. It is the Board’s responsibility to ensure
Electing the President and CEO as part of the Board
                                                                 that Coast Capital’s approach to human resources is
As a federal credit union, it is a requirement of the
                                                                 forward-looking and strategic, encompassing strong
Bank Act that the President and Chief Executive Officer
                                                                 change leadership and talent development capabilities
must be selected by the Board of Directors from the
                                                                 as roles, skill sets, performance benchmarks and
members of the Board. This is a legal requirement and
                                                                 employee expectations change. At the same time,
is not optional. This is why you will see Coast Capital’s
                                                                 reinforcing Coast Capital’s values and stewarding our
President and Chief Executive Officer, Calvin MacInnis
                                                                 strong culture must remain a priority and we need
as one of the recommended candidates. Mr. MacInnis
                                                                 a Board with knowledge and experience in human
will not receive financial compensation for his role on
                                                                 resources and compensation practices and strategy,
the Board.
                                                                 ideally with a national focus, to assist with the Board’s
2019 Ideal Director Candidate Description                        oversight of this transformation.
Last fall, we sent all members a brochure advising
that the Nominations Committee would be looking for              Other skills that are considered assets in a candidate
individuals with senior executive or board leadership            are experience in transformation from a regional to
experience in the following areas:                               national player and successful entry into new markets,
                                                                 co-operative member engagement and government and
Financial Services – strategy and operations, ideally            public policy insight and influence.
with a national scope, with a focus on retail and small
                                                                 Recommended Candidates for the 2019 Directors
business and credit risk analysis.
                                                                 Election
As a federal credit union, Coast Capital seeks to become         The response from members interested to serve on your
a credible co-operative financial services alternative           Board was high, with a record number of individuals
for all Canadians. To effectively oversee this expansion         considering candidacy. This is a very positive sign and
of our mission, the Board will require deep knowledge            the Board thanks all those members who took the time
of the operations of banking on a national scale and a           to consider serving their fellow members as a Director.
strong understanding of Canadians’ financial needs and           The Nomination Committee reviewed every application
how they are currently being addressed by providers in           package received to determine which individuals, in
other regions. Successfully differentiating what Coast           combination, best align with the criteria outlined in the
Capital has to offer Canadians also requires a strategic         2019 Ideal Director Candidate Description.
understanding of how the financial services industry
                                                                 After a thorough assessment, the Nominations
is evolving to meet changing consumer expectations,
                                                                 Committee determined the following individuals best
economic realities and technology opportunities and
                                                                 met these criteria.
threats. As a federal credit union, a significant portion
of our business is extending credit to individuals and           Calvin MacInnis
businesses. While diversifying our lending portfolio             As a federal credit union, the Bank Act requires that the
geographically can reduce our overall credit risk,               Board appoint a President and CEO from their number.
overseeing the scale and breadth of a national lending           The President and CEO is included on the election ballot
operation requires increased knowledge of the analysis           as a recommended candidate for this reason.
and management of credit decisions.
                                                                 Mr. MacInnis is an outstanding national leader and
Technology – digital transformation and agile                    accomplished CEO in the financial services sector,
development, including introduction of new business              having held a wide variety of roles across the financial
models to meet evolving customer expectations.                   services industry since starting his career in-branch

                                                             3
with Canada Trust in 1988. Prior to joining Coast Capital,       Chair of the Municipal Finance Authority and he has
he served most recently as President, Direct Investing           chaired or served on numerous other Boards that
at Toronto Dominion Bank, leading its TD Waterhouse              require continuous engagement with their communities
investment subsidiary with over 1.5 million investors            and key stakeholders. As Chair of the Audit Committee
and $150 billion in deposits. Before that, Mr. MacInnis          for BC Investment Management Corporation, his
co-founded and served as Managing Partner of QTrade              experience included oversight of the external and
Financial Group from 2004 until 2010, the Vancouver-             internal audit functions of an organization with over
based national online brokerage firm that was acquired           $100 billion in assets. Mr. Leonard’s service focus,
by Desjardins. He also served as President of Assante            together with his financial governance background,
Corporation for four years, prior to its acquisition by CI       will deepen Coast Capital’s ability to remain strong and
Fund Management.                                                 relevant for our members and communities.

Direct experience in successfully launching and leading          Charlotte Burke, ICD.D (Independent Candidate)
large national organizations is critical as we evolve as a       Specific skills and experience: New digital business
federal credit union and expand nationally. Mr. MacInnis         models; transformation from a regional to national
has proven strength in the many areas where Coast                player within a highly regulated environment.
Capital must be successful, both in B.C. and when we
                                                                 Ms. Burke is an accredited corporate director (ICD.D)
go national, including strategic planning, customer
                                                                 with the Institute of Corporate Directors and an
experience, capital raising, new market development,
                                                                 experienced senior executive within organizations
regulatory issues and technology trends.
                                                                 operating on a national stage and in complex and
Bob Armstrong, ICD.D (Independent Candidate,                     highly regulated businesses. During her tenure with
incumbent director and current Board Chair)                      Bell, she led three major technology transformations
Specific skills and experience: New digital business             launching digital cellular, broadband and Internet TV,
models; Financial expertise and experience as a Board            which assisted with their national expansion. She has
Director within the financial services sector.                   deep governance experience on boards with service on
                                                                 technology and oversight committees. Ms. Burke will
As current Coast Capital Board Chair, Mr. Armstrong
                                                                 bring her technology oversight experience to the Coast
is an accredited corporate director (ICD.D) with the
                                                                 Capital Board at a time when substantial investments
Institute of Corporate Directors and a seasoned
                                                                 are being made in Coast’s technology infrastructure.
executive with proven success in adopting new
                                                                 Additionally, Ms. Burke’s Ontario residency will provide
technology to transform customer experience and serve
                                                                 geographic diversity and expertise to the Board as we
their emerging needs. During his tenure with Ritchie
                                                                 evolve as a federal credit union and expand nationally.
Bros. Auctioneers, the organization grew from a local
private company to a public global organization. Of              Frances Fiorillo (Independent Candidate)
particular note, as Chief Strategic Development Officer          Specific skills and experience: Human Resources
Mr. Armstrong led a $65 million acquisition and the              experience in a complex and highly regulated industry;
development and launch of the EquipmentOne online                successful entry into new and highly competitive
marketplace. He also held the position of Chief Financial        industry.
Officer and Corporate Secretary and is a Chartered
                                                                 Ms. Fiorillo is a highly accomplished Human Resources
Professional Accountant. An incumbent Director, Mr.
                                                                 leader in the airline industry, partnering with other
Armstrong served as Coast Capital’s representative on
                                                                 C-Suite executives and board directors on people and
the Central 1 Credit Union Board of Directors, gaining
                                                                 culture strategy, executive search and compensation
further experience with the credit union sector. Mr.
                                                                 and rewards programs. Ms. Fiorillo helped start
Armstrong will continue to add strength to the Coast
                                                                 and grow Virgin America, an award-winning airline
Capital Board with his keen understanding of customer-
                                                                 generating $1.5 billion revenue with 3,200 employees
focused technology, financial expertise and governance
                                                                 and 63 aircrafts serving 7 million travelers in the US
experiences within the financial services sector.
                                                                 and Mexico. She was an original senior leadership
Frank Leonard, ICD.D (Independent Candidate and                  team member and the 26th hire, guiding key start up,
incumbent director)                                              growth and change management initiatives for 11 years.
Specific skills and experience: Member engagement and            Prior to Virgin America, Ms. Fiorillo served as Chief
cooperative experience; government and public policy             Human Resources Officer with the Provincial Health
experience and Board leadership.                                 Services Authority, leading change management and
                                                                 start-up initiatives. Ms. Fiorillo will bring strong Human
Mr. Leonard is an accredited corporate director (ICD.D)
                                                                 Resources expertise as well as experience in entering
with the Institute of Corporate Directors who brings
                                                                 new markets.
deep experience in stakeholder engagement and
community building gained through his 18 years of                You can read more about all candidates in this years’
public service as the Mayor of the District of Saanich,          election in the following pages.
BC. His cooperative background includes 15 years as
                                                             4
Recommended Candidate: Calvin MacInnis
BUSINESS EXPERIENCE AND EDUCATION                                        EXPERIENCE DIRECTLY RELATED TO THE 2019 IDEAL
Employment                                                               CANDIDATE DESCRIPTION
                                                                         Candidates were asked to provide specific examples related to their
Organization               Position            Started   Completed       senior executive or board oversight experience in the following:
Coast Capital              President           09/2018    Present        1.	Financial Services – strategy and operations, ideally with national
Savings                    and CEO                                           scope, with a focus on retail and small business, and credit risk
TD Waterhouse President 2012 2017                                            analysis.
Canada			                                                                	Before I was President and CEO of Coast Capital, I was President
Qtrade Financial           Co-Founder and       2004        2011           of TD Waterhouse Canada, responsible for serving over 1.5 million
Group                      Managing Partner                                investors with $150 billion in deposits. Prior to that, I co-founded
                                                                           and served as Managing Partner of Qtrade Financial Group, a
Assante Wealth             President and        1999        2004           national online brokerage firm. I also served as President of Assante
Management                 Managing Director                               Corporation for four years, and began my career with Canada Trust
TD Canada Trust            Vice President,      1988        1999           in 1988.
                           Finance                                       2.	Technology – digital transformation and agile development, including
                                                                             introduction of new business models to meet evolving customer
                                                                             experience.
Board Experience
                                                                         	I have direct experience successfully launching large national
Organization               Position            Started   Completed
                                                                           organizations with a speciality in digital offerings, most notably,
TD Securities &            Director             2012        2017           the online brokerage firm, Qtrade Financial Group, as well as the
TD Direct Investing –                                                      delivery of TD’s first Omni Channel experience. Through these
London & Luxemburg                                                         experiences, I lead organizations with business models focused on
TD Waterhouse              Director             2012        2017           combining exceptional customer experience with technology trends
Canada                                                                     to ensure long-term success.

Ronald McDonald            Director             2008        2014         3.	Human Resources – transformational change leadership, executive
House BC and Yukon                                                           compensation, corporate culture stewardship and talent strategy
                                                                             in an organization of similar size and complexity to Coast Capital
Qtrade Financial           Director             2004        2011             Savings.
Group
                                                                         	I have managed large teams and transformational change initiatives.
Financial Literacy                                                         Most recently, I led TD’s Canadian direct investing business TD
Expert                                                                     Waterhouse to provide personalized investing and enable clients to
                                                                           become confident and successful investors.
Relevant Accredited Post Secondary Education                             4.	Transformation from a regional to national player and successful
                                                                             entry into new markets; and /or co-operative member engagement;
Degree/                 Name &                             Date              and/or government and public policy insight and influence.
Certification           Location of School               Completed
                                                                         	As Co-Founder of Qtrade Financial Group, I raised capital, launched
Chartered Financial     CFA Institute                      2002            and managed five highly regulated companies that grew to a
Analyst Level 3                                                            national network of 400 branches, $9 billion under administration,
Master of Business      University of Ottawa               1997            $900 million under management and 250 management/employees
Administration                                                             serving 1,000 financial advisors in 65 markets.
Bachelor of Arts,       Carleton University,               1991
Economics               Ottawa                                           CANDIDATE STATEMENT
                                                                         I am excited to lead Coast Capital into a new era following our recent
COMMUNITY INVOLVEMENT                                                    achievement of becoming a federal credit union. As we work toward
                                                                         our vision of being the financial institution of choice for our members,
Organization            Involvement            Started   Completed
                                                                         my goal over the next year is to ensure we have a compelling value
Canadian Cancer         Volunteer               2014      Present        proposition for all of Canada as well as our existing members in British
Society                                                                  Columbia. To that end, I commit to keeping Coast Capital focused
Covenant House          Volunteer               2009        2014         on meeting our member’s needs through an exceptional member
                                                                         experience.
Ronald McDonald         Board of Directors      2008        2014
House

                                                                     5
Recommended Candidate: Bob Armstrong
BUSINESS EXPERIENCE AND EDUCATION                                           COMMUNITY INVOLVEMENT
Employment                                                                  Organization            Involvement              Started     Completed
                                                                            Social Venture          Partner, Advisor to      06/2015       Present
Organization              Position                Started   Completed       Partners                small not-for-profit
BOLT Strategic Advisory Principal                 01/2015    Present                                organizations
Ritchie Bros.             Chief Strategic         01/2012    12/2014        New Ventures BC         Mentor to start-up       07/2015       12/2017
Auctioneers               Development                                                               entrepreneurs
Incorporated              Officer                                           Stratford Hall School   Member of Audit and 09/2003            08/2015
                          Chief Operating         01/2008     12/2011                               Finance Committee,
                          Officer                                                                   Co-Chair of the School’s
                          Chief Financial         01/2004    12/2007                                inaugural capital
                          Officer                                                                   campaign, Member of
                                                                                                    the Facilities Committee
Board Experience
Organization              Position                Started   Completed       EXPERIENCE DIRECTLY RELATED TO THE 2019 IDEAL
Coast Capital Savings     Director                 2016      Present        CANDIDATE DESCRIPTION
                          Board Chair             12/2018    Present        Candidates were asked to provide specific examples related to their
                          Member, DCU/R17          2018      Present        senior executive or board oversight experience in the following:
                          Committee                                         1.	Financial Services – strategy and operations, ideally with national
                          Member, CEO              2018        2018             scope, with a focus on retail and small business, and credit risk
                          Search Committee                                      analysis.
                          Chair Audit &            2017      12/2018        	I have served on the Coast Capital Board for the past 3 years and
                          Finance Committee                                   served one year on the board of Central 1.
                          Member, Audit &          2016        2017         2.	Technology – digital transformation and agile development, including
                          Finance Committee                                     introduction of new business models to meet evolving customer
                                                                                experience.
                          Member, Human            2017      Present
                          Resources Committee                               	At Ritchie Bros. I had responsibility for technological innovation and
                                                                              the development of new business models. The IT team reported
                          Member, Risk             2016        2017           to me for 10+ years and we followed the agile development
                          Review Committee                                    methodology on many projects. I also oversaw the development
                          Member, Strategic        2016        2017           and deployment of our eCommerce offerings. In my last years
                          Initiatives Committee                               with RB, we moved to an omni-channel model, which involved the
                                                                              development and launch of new customer facing services.
Rocky Mountaineer         Member, Audit,       2015          Present
                          Human Resources,                                  3.	Human Resources – transformational change leadership, executive
                          Strategy/Governance                                   compensation, corporate culture stewardship and talent strategy
                          and Brand Committees                                  in an organization of similar size and complexity to Coast Capital
                                                                                Savings.
Central 1 Credit Union    Member, Risk, Audit      2017        2018
                          and Governance                                    	Throughout my career I have managed large teams and led
                          Committees                                          substantial change initiatives – learning as much from mis-steps as
                                                                              from successes. At RB, we worked hard to maintain our corporate
Traction on Demand        Advisory Board           2015      Present          culture as we entered new markets with different behavioural
Heffel Gallery Limited    Advisory Board           2017      Present          norms. I also have direct experience with the design of executive
                                                                              compensation programs, both from the executive and board
Chris Spencer		                                    1990      Present
                                                                              perspectives.
Foundation
                                                                            4.	Transformation from a regional to national player and successful
Pennask Lake Fishing		                             2009      Present
                                                                                entry into new markets; and /or co-operative member engagement;
and Game Club
                                                                                and/or government and public policy insight and influence.
Crescent Beach		                                   2015      Present
                                                                            	While at RB, we evolved from local to global, offline to online,
Swimming Club
                                                                              private to public and small to big. All of these were challenging
Financial Literacy                                                            transformations. I had direct responsibility for several of our change
Expert                                                                        initiatives.

Relevant Accredited Post Secondary Education                                CANDIDATE STATEMENT
                                                                            I look forward to continuing to bring my board and executive
Degree/              Name &                                   Date
                                                                            experience to the board of Coast Capital Savings. I will continue
Certification        Location of School                     Completed
                                                                            to work in a collaborative and respectful manner, to challenge our
ICD.D (Directors     Institute of Corporate Directors         2015          management team and also to energize them. My financial background
Education            + Rotman School of Management,                         is complemented by strong communication skills, extensive strategy
Program)             Toronto, ON                                            development work and a diversity of functional experience. My
CPA/CA               Chartered Professional                   1988          experience developing and launching new businesses will be
                     Accountants of British Columbia                        particularly relevant as we move across the country.

B. Comm              Queen’s University, Kingston, ON         1985

Other Relevant Educational Programs completed in the last 5 years
Board Oversight of Strategy - ICD                             2018
Foundations of Governance –                                   2016
Credit Union Director Achievement
Boardroom Financial Essentials – ICD                          2014
Enterprise Risk Oversight – ICD                               2013

                                                                        6
Recommended Candidate: Frank Leonard
BUSINESS EXPERIENCE AND EDUCATION                                             EXPERIENCE DIRECTLY RELATED TO THE 2019 IDEAL
Employment                                                                    CANDIDATE DESCRIPTION
                                                                              Candidates were asked to provide specific examples related to their
Organization                Position                Started Completed         senior executive or board oversight experience in the following:
Frank Leonard               President               01/2015    Present        1.	Financial Services – strategy and operations, ideally with national
& Associates                                                                      scope, with a focus on retail and small business, and credit risk
District of Saanich         Mayor                   12/1996     11/2014           analysis.
University of Victoria      Part-time Business      01/2000    Present        	Current role as a Director of Coast Capital provides oversight of
                            Instructor                                          launch as a federal credit union; current role as Chair of Parkbridge
                                                                                Lifestyle Communities which is a national land-lease real estate
Board Experience                                                                developer and operator; former role as Chair of the Municipal
                                                                                Finance Authority of BC which is a ‘credit communal’ for financing
Organization                Position                Started   Completed
                                                                                and investments on behalf of BC local governments; and formerly
Coast Capital Savings       Director                 2016      Present          as a Director of the BC Investment Management Corporation which
                                                                                invests pension funds throughout Canada and the world.
                            Vice Chair of the Board 2018       Present
                                                                              2.	Technology – digital transformation and agile development, including
                            Member, Audit &          2018      Present
                                                                                  introduction of new business models to meet evolving customer
                            Finance Committee
                                                                                  experience.
                            Member, Risk             2018      Present
                                                                                Board oversight of IT initiatives, particularly at Coast Capital.
                            Review Committee         2016       2017
                                                                              3.	Human Resources – transformational change leadership, executive
                            Chair, Nominations       2017        2018
                                                                                  compensation, corporate culture stewardship and talent strategy
                            Committee
                                                                                  in an organization of similar size and complexity to Coast Capital
                            Member, Human            2017        2018             Savings.
                            Resources Committee
                                                                              	Have been responsible for the change of leadership in organisations
                            Member, Governance 2016              2018           and businesses I have Chaired; Lead a change of management and
                            and Community                                       change management at a government agency; and have been a part
                            Engagement Committee                                of board deliberations on executive compensation.
Parkbridge Lifestyle        Chair; Member,      2012 Present 4.	Transformation from a regional to national player and successful
Communities                 Governance and                       entry into new markets; and /or co-operative member engagement;
                            Human Resources                      and/or government and public policy insight and influence.
                            Committees
                                                             	Parkbridge Lifestyle Communities has grown in size while I have been
                                                                 Chair with entries into new markets across Canada. As Chair of MFA,
Agricultural Land           Chair               2015  2018       which is a cooperative local government financing and investment
Commission                                                       agency, I lead member engagement for 15 years. While in public
Victoria Airport            Director; Member,   2015  2017       office for 28 years and as head of a provincial tribunal for 3 years, I
Authority                   Audit and Community                  was immersed in public policy and outcomes.
                            Consultative
                            Committees                                        CANDIDATE STATEMENT
Saanich Police Board        Chair                    1996        2014         I believe governance is my strength based on years of experience and
                                                                              continuing education. This enables me to help a board or committee
Municipal Pension           Chair; Vice Chair;       2002        2016
                                                                              achieve their goals in a timely manner and provide management with
Board                       Trustee; Member,
                                                                              clear direction to execute decisions and strategy. I’m not afraid to
                            Benefits, Governance,
                                                                              ask a ‘stupid’ question in order to be assured all possibilities have
                            Valuation and
                                                                              been considered. I am also experienced at member relations and
                            Communications
                                                                              employee engagement as I see myself as an ambassador for the
                            Committees
                                                                              Coast Capital Board.
BC Investment               Chair, Audit             2007        2012
Management                  Committee; Acting
Committee                   Chair; Director
Municipal Finance           Chair                    2001        2015
Authority

Financial Literacy
Average

Relevant Accredited Post Secondary Education
Degree/               Name &                                    Date
Certification         Location of School                      Completed
MA History            University of Victoria                   05/2002
BA (Hons) History University of Victoria                       05/1982

Other Relevant Educational Programs completed in the last 5 years
ICD.D                 Institute of Corporate Directors         09/2010

COMMUNITY INVOLVEMENT
Organization              Involvement               Started   Completed
Nigel House               Co-Chair                  09/2018    Present
Capital Campaign
Federation of             Board Member              06/2004    06/2010
Canadian
Municipalities
Union of BC               Board Member              09/1998    05/2005
Municipalities            (President 2004/2005)

                                                                          7
Recommended Candidate: Charlotte Burke
BUSINESS EXPERIENCE AND EDUCATION                                             MaRS                   Advisor to the           06/2009        Present
                                                                              Discovery District     founders and
Employment                                                                                           management teams
                                                                                                     of early to scaling
Organization                Position                Started Completed                                stage software
                                                                                                     companies with a
Microsoft Corporation       Vice President,         06/2016     08/2018                              focus on Mobile, Digital
                            Commercial Partners                                                      and Fintech sectors
                            & Small Medium
                            Business                                          Member of the          Vice Chair of the         01/2015       12/2016
                                                                              International          Community Events
Business Development        Senior Executive        10/2015     06/2016       Women’s Forum          with the purpose
Bank of Canada              Advisor                                           (IWF)                  of driving more
QuickPlay Media Inc.        Chief Commercial        03/2013     01/2015                              collaboration,
                            Officer                                                                  networking and
                                                                                                     mentoring among
Stanhope Business           President &             11/2008     03/2013                              professional women
Solutions Inc.              Business Advisor
                                                                              Next 36                Mentor to the next        10/2010       05/2015
Asurion Corporate           President, Canada       01/2011     06/2011                              generation of young
Bell Canada                 Sr. Vice President      11/1996     06/2008                              entrepreneurs.
                            and Officer                                                              Recipient of the 2013
                                                                                                     Inaugural Mentorship
Board Experience                                                                                     Award
Organization                Position                Started   Completed       New Brunswick          Member of the         11/2012           05/2014
                                                                              Research &             Advisory Council to
Halton Health Services      Finance & Audit and       2015      Present       Innovation Council     the N.B. government
                            Quality and Risk                                                         on economic expansion
                            Committees                                                               and regional
Rothesay Netherwood         Board Governor            2013       2016                                development by
School                                                                                               driving innovation
                                                                                                     and job creation
Horizn Inc.                 Board Chair               2012      Present
Postmedia                   Finance & Audit           2010       2016         EXPERIENCE DIRECTLY RELATED TO THE 2019 IDEAL
Networks Inc.               and Digital
                            Oversight Committees                              CANDIDATE DESCRIPTION
Ontario Lottery and         Audit and Technology      2010       2012         Candidates were asked to provide specific examples related to their
Gaming Corporation          Oversight Committees                              senior executive or board oversight experience in the following:
Acadia University           Audit Committee,        1997         2015         1. F
                                                                                  inancial Services – strategy and operations, ideally with national
                            Chair of Academic                                    scope, with a focus on retail and small business, and credit risk
                            Resources Committee,                                 analysis.
                            Chair of the Business                             	My executive experience operating consumer based, complex
                            School Advisory Council                              and highly regulated businesses is applicable to the financial
                                                                                 services sector.
Financial Literacy                                                            	My passion is working with organizations to drive innovation and
Sophisticated                                                                   help build the next generation of entrepreneurs. I have been an
                                                                                advisor to the Business Development Bank’s (BDC) ventures team
Relevant Accredited Post Secondary Education                                    and helped build a new practise focused on accelerating the growth
Degree/               Name &                                    Date            of more mid-sized Canadian companies. Participated in BDC’s
                                                                                compliance and regulatory training.
Certification         Location of School                      Completed
MBA                   Harvard University, Massachusetts        06/1992        2. T
                                                                                  echnology – digital transformation and agile development, including
                                                                                 introduction of new business models to meet evolving customer
BBA                   Acadia University, Nova Scotia           06/1983           experience.
                                                                              	Led Bell through three major technology transformations launching
Other Relevant Educational Programs completed in the last 5 years                digital cellular, broadband and Internet TV, subsequently creating
ICD.D                 Institute of Corporate Directors,         2015             multi-billion dollar businesses by expanding geographically and
                      Rotman School of Business                                  leveraging new business models. Over fifteen years of experience
                                                                                 as a director serving on both audit and technology committees. My
                                                                                 learning over time is most companies who successfully transform
COMMUNITY INVOLVEMENT                                                            their businesses focus on cultural evolution and deep customer
                                                                                 insights to deliver next generation solutions.
Organization             Involvement               Started    Completed
Techstars                Mentor to help            11/2018     03/2019        3. H
                                                                                  uman Resources – transformational change leadership, executive
                         tech start-ups                                          compensation, corporate culture stewardship and talent strategy
                                                                                 in an organization of similar size and complexity to Coast Capital
Microsoft Canada         Executive Champion        09/2016     08/2018           Savings.
                         for Cyber- Security                                  	Proven track record of building high performance teams, driving
                         practices within                                        cultural change and providing oversight for executive compensation.
                         Canada’s small to
                         medium business                                      4. T
                                                                                  ransformation from a regional to national player and successful
                         community                                               entry into new markets; and /or co-operative member engagement;
                                                                                 and/or government and public policy insight and influence.
Canadian Ventures        Member & Advocate         03/2018     Present        	Direct experience expanding from regional to national player with
Capital Association      for collaboration &                                     Bell Canada.
                         investment between
                         large technology          03/2010     04/2012        CANDIDATE STATEMENT
                         companies, venture
                         capital and ecosystem                                I believe my beliefs are closely aligned with the mission and purpose
                         of start-ups across                                  of Coast Capital. These include the focus on trust, members first,
                         Canada                                               youth and the diverse needs of the community. My contributions
                                                                              would include sound business judgement, a growth mindset,
Canadian Board           Advocate for women          2015      Present        collaborative interpersonal style, financial literacy and a proven track
Diversity Council        on boards and speaker/                               record of delivering digital and cultural transformation in consumer
                         mentor to the next                                   facing, complex and highly regulated institutions. As a board
                         generation of board                                  member and graduate of the Institute of Corporate Directors, I also
                         ready diverse                                        bring experience and training in board governance, audit & finance
                         candidates                                           and strategic oversight.

                                                                          8
Recommended Candidate: Frances Fiorillo
BUSINESS EXPERIENCE AND EDUCATION                                                   CANDIDATE STATEMENT
Employment                                                                          My executive leadership background – coupled with strong
                                                                                    experience in start up organizations, growth, organizational
Organization               Position                Started    Completed             development, national expansion, workplace culture, customer/
                                                                                    guest services in a highly regulated and customer oriented business
Virgin America             Senior                  01/2005       01/2017            having a significant reliance on leading edge technology in a highly
(Airline)                  Vice-President                                           competitive industry – would, I believe complement the Board of
                                                                                    Directors of Coast Capital Savings.
Board Experience
Organization               Position                Started     Completed
Vancouver                  Director; Member,         2018        Present
Airport Authority          Human Resources &
                           Compensation and
                           Governance
                           Committees
Make A Wish –              Director                  2013          2016
Greater Bay Area
(San Francisco)

Financial Literacy
Average

Relevant Accredited Post Secondary Education
Degree/              Name &                                     Date
Certification        Location of School                       Completed
Bachelor of Arts     University of British Columbia             05/1974

Other Relevant Educational Programs completed in the last 5 years
None.

COMMUNITY INVOLVEMENT
None.

EXPERIENCE DIRECTLY RELATED TO THE 2019 IDEAL
CANDIDATE DESCRIPTION
Candidates were asked to provide specific examples related to their
senior executive or board oversight experience in the following:
1.	Financial Services – strategy and operations, ideally with national
    scope, with a focus on retail and small business, and credit risk
    analysis.
	I have had executive leadership experience in large companies/
  organizations such as Canadian Airlines, Air Canada, the Provincial
  Health Services Authority (BC) and Virgin America with direct P&L
  responsibility for the various divisions under my management that
  had budgets ranging from $100 M to $300 M.
2.	Technology – digital transformation and agile development, including
    introduction of new business models to meet evolving customer
    experience.
	As a member of the senior executive team at Virgin America I
  participated in setting the Technology Strategy for operations,
  commercial and business transformation.
3.	Human Resources – transformational change leadership, executive
    compensation, corporate culture stewardship and talent strategy
    in an organization of similar size and complexity to Coast Capital
    Savings.
	Led the development of the Virgin America HR division, responsible
  for executive compensation, corporate culture and talent strategy
  from entry level positions to CEO. In addition I led the culture
  initiatives to ensure a highly engaged workforce which enabled
  the company to win multiple industry awards and wide spread
  recognition for outstanding guest service.
4.	Transformation from a regional to national player and successful
    entry into new markets; and /or co-operative member engagement;
    and/or government and public policy insight and influence.
	I have lived and worked in Canada and the US and directed work
  across up to 5 continents in a highly regulated and competitive
  industry throughout my career. Most recently, I was part of the
  executive leadership team that started Virgin America (airline) having
  direct participation in the initial airline planning, launch of operations,
  Initial Public Offering and eventual sale. At the time of sale we had
  approximately 3200 teammates (employees) and operations in 25+
  cities throughout the US and Mexico.

                                                                                9
Other Candidate: Tony Mastrangelo
BUSINESS EXPERIENCE AND EDUCATION                                                EXPERIENCE DIRECTLY RELATED TO THE 2019 IDEAL
Employment                                                                       CANDIDATE DESCRIPTION
                                                                                 Candidates were asked to provide specific examples related to their
Organization                Position               Started   Completed           senior executive or board oversight experience in the following:
Tony Mastrangelo Ltd.       Chartered            04/1998     semi-retired        1.	Financial Services – strategy and operations, ideally with national
                            Accountant (tax) 		                in 2016               scope, with a focus on retail and small business, and credit risk
                            and Sole shareholder                                     analysis.
Brazza Gelato and           Owner/operator         05/2003     12/2015           	I have provided services to large and small organizations in Canada,
Coffee Corp.                                                                       US and abroad primarily strategic acquisitions, partnering, and
Infinity Eight  Owner 02/2005                                  Present             takeovers. I have worked with many businesses in varying ways to
Container Corp.			                                           (part time)           create value, provide direction, and develop long term goals.
Kungfu Superstars Strategic partner 03/2017                    Present           	In my experience, the size of the organization and the perceived
of China			                                                  (part time)           complexity of the business is not as important as the people in
                                                                                   charge and understanding the needs and goals of each stakeholder.
Board Experience                                                                 	I have been fortunate to have had the time and energy to own and
                                                                                   operate three award winning cafes in North Vancouver. The business
Organization                Position               Started   Completed
                                                                                   plan was developed two years before implementation. The financial
Holy Trinity                Parish Education        2011       Present             results were very strong and the business assets and brand were sold
Elementary School           Committee, Treasurer                                   in 2016 at a substantial gain.
                                                                                 	Operating the cafes, gave me the opportunity to personally serve
Financial Literacy
                                                                                   and connect with hundreds of customers. I hired and trained many
Expert
                                                                                   exceptional employees and worked hard to establish teams focused
                                                                                   on customer service and brand value.
Relevant Accredited Post Secondary Education
                                                                                 2.	Technology – digital transformation and agile development, including
Degree/               Name &                                   Date                  introduction of new business models to meet evolving customer
Certification         Location of School                     Completed               experience.
B.Comm                UBC                                       1989               I have access to respected talent in this field.
(Finance)
                                                                                 3.	Human Resources – transformational change leadership, executive
CA                    Institute of Chartered                    1993                 compensation, corporate culture stewardship and talent strategy
                      Accountants of BC                                              in an organization of similar size and complexity to Coast Capital
CPA (Illinois)        Illinois Board of Examiners and           1998                 Savings.
and CFP               Financial Standards Council                                	I have been engaged to develop stock/option/bonus performance
Other Relevant Educational Programs completed in the last 5 years                  based remuneration plans.
I complete many hours of professional courses yearly.                            4.	Transformation from a regional to national player and successful
                                                                                     entry into new markets; and /or co-operative member engagement;
                                                                                     and/or government and public policy insight and influence.
COMMUNITY INVOLVEMENT
                                                                                   n/a
Organization              Involvement              Started   Completed
Holy Trinity School       Parish Education          2011       Present           CANDIDATE STATEMENT
                          Committee, treasurer                                   I am fortunate to have the time, resources and energy to commit to
St. Bamboo                09/2016 to 07/2017     09/2016       Present           the members at large and the board members of Coast Capital. I
Shaolin Martial Arts      lived on campus with                                   have worked with many successful individuals and organizations
Academy, China            my two oldest children                                 in my 20 year strong career and I hope to have the chance to bring
                          in China and trained                                   forward those lessons to Coast Capital.
                          in Kungfu, Tai Chi,
                          meditation, and
                          participated in
                          numerous cultural
                          events. Continue to
                          work with the school
                          to promote the
                          benefits of living a
                          balanced life.

                                                                            10
Other Candidate: Parbir Singh Sandhu
BUSINESS EXPERIENCE AND EDUCATION                                                     EXPERIENCE DIRECTLY RELATED TO THE 2019 IDEAL
Employment                                                                            CANDIDATE DESCRIPTION
                                                                                      Candidates were asked to provide specific examples related to their
Organization               Position                 Started     Completed             senior executive or board oversight experience in the following:
Robust Transport           Compliance &              2016         Present             1.	Financial Services – strategy and operations, ideally with national
Services Ltd.              Safety Officer                                                 scope, with a focus on retail and small business, and credit risk
Discovery Community        Instructor                2012         Present                 analysis.
College/ Brighton          (International Trade &                                     	Negotiate letters of credit, bank notes, documentary credits and
College                    Freight Forwarding),                                          credit lines. Mostly dealing with Forex Currency swaps. Hedging &
                           Internet Marketing,                                           options. Well versed with UCP 600.
                           ERP
                                                                                      2.	Technology – digital transformation and agile development, including
Parbir Consulting Inc.     CEO                      07/2005       Present                 introduction of new business models to meet evolving customer
                                                                                          experience.
Board Experience                                                                      	Set up open source ERP, with EDI capabilities, developed inhouse for
Organization               Position                 Started      Completed              dealing with government bodies. Oversee absorption & management
                                                                                        of new technologies and multitude systems. Envisioned and took the
Robust Transport           Audit Committee           2015           2018
                                                                                        Provincial Government of Punjab, India online in 1996.
Services Ltd.
                                                                                      3.	Human Resources – transformational change leadership, executive
Majesty Global             Startup Board             2016         Present
                                                                                          compensation, corporate culture stewardship and talent strategy
Alliance Inc.
                                                                                          in an organization of similar size and complexity to Coast Capital
Parbir Consulting Inc.     Startup Board             2005         Present                 Savings.
                                                                                        n/a
Financial Literacy
Average                                                                               4.	Transformation from a regional to national player and successful
                                                                                          entry into new markets; and /or co-operative member engagement;
Relevant Accredited Post Secondary Education                                              and/or government and public policy insight and influence.
Degree/              Name &                                       Date                	Developed in-roads into the USA markets for transport companies
Certification        Location of School                         Completed               with strategic planning & professional relationship development.
B.SC (Bio-Chem)      St. Xaviers College,                         04/1982               Tie-ups & oversee implementation and government regulations.
                     Ahmedabad, India                                                 	Setup & actively managing companies for import export of products/
B.Tech (Textiles)    Technological Institute                      04/1986               services from researched markets, like Columbia, India, China, USA
                     of Textiles, Bhiwani, India                                        & Dubai, from strategy to implementation. Oversee, Marketing,
                                                                                        Logistics, Communication, Technology & Operations.
FITT, CIFFA, LCB     Brighton College,                        2011, 2016, 2018
                     Burnaby, Canada
                                                                                      CANDIDATE STATEMENT
Other Relevant Educational Programs completed in the last 5 years                     Experience of having worked in the government formulating
Advance CIFFA			                                                   2016               industrial policies, free trade zone development, strategies &
                                                                                      industrial development packages for industry, as well as having
Passed the Licensed Customs Broker Professional                    2018               worked within the international community understand the procedure
Examination held by Canada Border Services Agency                                     & process for implementation of governmental policies & regulations.
                                                                                      Solution first approach.
COMMUNITY INVOLVEMENT
                                                                                      Bring an inspiring quality with a talent for rallying a team around a
Organization             Involvement                Started      Completed            vision, encouraging stretch-thinking, and creating a sense of intense
                                                                                      urgency and focus that leads to breakthrough results. Thrive in
Parbir Consulting Inc.   Teaching/Mentoring      09/2005          Present             challenging and ambiguous environments that require calculated risk-
                         Students with practical                                      taking. Broad global mindset and international business experience.
                         assistance and support

                                                                                 11
Special Resolution
The Board recommends that the members approve the following special resolution to amend
the Rules:
  BE IT RESOLVED THAT:                                               1. F
                                                                         ormula for the value of the membership shares

  The members of Coast Capital Savings Federal                    The first change is a technical clarification to our Rules
  Credit Union (the “Credit Union”) confirm the                   that the Board approved to align with the federal
  following amendments to Credit Union’s Rules                    legislation we are now subject to, after consultation
  made by the directors of the Credit Union on                    with our regulator. This change adds a formula for
  December 10, 2018:                                              determining the value of each membership share. The
                                                                  value of each membership share, as determined by
    a. The addition of the following new Rule 4.3:
                                                                  the formula, will continue to be $1. This is a technical
  		   4.3	For the purpose of section 79.4 of the                change only and will not change the issue price of
            Bank Act, the value of a Class A Equity               the membership share, the redemption price of a
            Share shall be determined by dividing                 membership share, or members’ entitlement to the
            the value of the Credit Union’s stated                residual assets of the credit union in the very unlikely
            capital account for Class A Equity Shares             event of winding-up or dissolution of the credit union.
            by the number of Class A Equity Shares
                                                                     2. Distribution of annual financial statements
            outstanding, each as of the time of the
            determination.                                        The second change ensures that our annual financial
                                                                  statements and related information will continue to be
    b. The addition of the following new Rule 24.6:
                                                                  made available to members and holders of shares of the
  		   24.6	The Credit Union shall make the                      credit union online and also in printed form by request
             documents and information referred to                but, in accordance with our established practices, would
             in subsections 308(1) and (3) of the Bank            not be mailed in paper form to all members and holders
             Act (the “Annual Statement”) available to            of shares automatically. We also make a summary of the
             members and shareholders electronically              financial statements available in the director election
             at the Credit Union’s website at least 21            mailing.
             days before an Annual General Meeting
                                                                  We do not intend to change our existing practices
             and shall provide a paper copy of the
                                                                  but, since our continuance as a federal credit union
             Annual Statement to any member
                                                                  in November 2018, we are now subject to different
             and shareholder who requests a copy
                                                                  legal requirements and the amendment to the Rules
             thereof in writing at any branch of the
                                                                  was necessary so we can continue to do things in an
             Credit Union. Each member and each
                                                                  environmentally friendly and cost efficient way.
             shareholder is deemed to have informed
             the Credit Union in writing that pursuant            If members do not ratify this change it could mean
             to subsection 311(2) of the Bank Act,                that next year we would have to send the full financial
             they do not wish to receive a paper                  statements and related information to all of our
             copy of the Annual Statement, except as              members and holders of shares – this could be over 20
             provided for in this Rule 24.6.                      million pages of printed paper. Going forward, we will
                                                                  continue to make this information available for all of our
This special resolution is to ratify two changes to the
                                                                  members and holders of shares to view on our website.
Coast Capital Savings Federal Credit Union Rules (the
                                                                  And for those members and holders of shares that still
“Rules”) that were approved by the Board of Directors
                                                                  want a printed copy, all you have to do is ask.
on December 10, 2018.

The full Rules, as amended, are available on our
website: www.coastcapitasavings.com/governance/
credit-union-rules.

In order for the special resolution to be adopted, it must
gain 2/3rds approval by the members voting.

Here is a summary of the changes and why the Board is
asking the members to ratify them:

                                                             12
Ordinary Resolution
The Board recommends that the members approve the following ordinary resolution:
    BE IT RESOLVED THAT:                                               the highest quartile for cooperatives but no
                                                                       higher than the lowest quartile for comparable
     he rates of remuneration of directors be
    T
                                                                       public companies.
    maintained at their current levels, which, for clarity,
    are as follows:                                                	At three-year intervals the Governance and Member
                                                                     Relations Committee shall retain an independent
    Annual Board Chair Retainer              $65,000
                                                                     remuneration consultant for the purpose of
    Annual Director Retainer                 $25,500                 providing a recommendation to that committee
                                                                     on Director remuneration. The consultant’s
    Annual Committee Chair Retainers          $5,000                 recommendation shall be based on a Canada-
                                                                     wide market survey in accordance with the Board
    Board and Committee Meeting Fee           $1,000
                                                                     remuneration philosophy.
The ordinary resolution will confirm the current rates             The Philosophy requires that a review be initiated every
of director remuneration. In order for the ordinary                three years and the last review occurred three years ago
resolution to be adopted, it must gain greater than 50%            in 2015-16.
approval by the members voting.
                                                                   How is the review conducted?
Why are we voting if there is no change in Board                   This past year the Governance and Community
compensation?                                                      Engagement Committee retained Willis Towers Watson, a
When we became a federal credit union in November                  leading advisory firm, as the independent remuneration
2018, we became subject to a different regulatory                  consultant to conduct the review.
regime. It is necessary to have this vote confirming the
current compensation at the first meeting of members               As required by the Philosophy, the consultant compared
following becoming a federal credit union.                         rates of remuneration against two sample groups
                                                                   consisting of other cooperatives and public companies
How is director remuneration reviewed?                             in the financial services sector that are comparable in
Members expect those who serve on their Board to                   size to Coast Capital.
have the skills and experience to be able to meet high
regulatory expectations and fulfill the fiduciary duties           The consultant’s report concluded that the current levels
of being a director of a financial institution with the            of director remuneration continued to be consistent with
size, complexity, strategy and risk profile of Coast               the Philosophy: remuneration is below that of all of the
Capital. We periodically review director remuneration              comparable public companies group and is situated in
to ensure we can continue to attract and retain the right          the highest quartile of cooperatives.
candidates who can uphold these high standards in
                                                                   Based on this investigation, the Governance and
accordance with a Board Remuneration Philosophy (the
                                                                   Community Engagement Committee recommended no
“Philosophy”) that was approved by the members on
                                                                   changes to director remuneration and that is why this
April 25, 2007.
                                                                   vote is a confirmation of current compensation and not
  Board Remuneration Philosophy                                    a vote to change compensation.
	Coast Capital is a cooperative financial institution
                                                                   If the President and CEO is elected as director will he
  with national aspirations. We believe that better                be paid?
  Boards produce better results and that better                    No, while Calvin MacInnis, our President and CEO, has
  Boards are made up of dedicated and highly                       been nominated as a director in order to comply with
  competent Directors. To attract and retain                       the Bank Act, Mr. MacInnis will not accept additional
  Directors with the business experience and skills                remuneration for serving as a director.
  required to achieve Coast Capital’s strategic plan,
  we must offer a level of remuneration that both
  reflects our cooperative heritage and satisfies the
  market reality.

	Consequently, Director remuneration at Coast
  Capital should be lower than that of public
  companies of similar size and/or complexity, yet
  higher than that traditionally paid to cooperatives:

                                                              13
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