The BC Supreme Court has ordered the Delta Hospice Society to hold an extraordinary general meeting of the membership via electronic means.
In her reasons for judgment released last week, Madam Justice Shelley Fitzpatrick ordered that an electronic/telephonic meeting should take place to consider a special resolution as to the conduct of the next AGM only.
Given the current pandemic restrictions with respect to gatherings, a mixed meeting of in-person, telephone and electronic partition is not feasible, and it is also not appropriate to consider a permanent change or amendment to the bylaws at the AGM, Fitzpatrick noted.
“A resolution of the interim procedural issue at least can set the stage for that AGM, when the more serious issues can be addressed. It may be that, at that AGM, the members will choose to hold the 2020 AGM on an in-person basis only; or they may endorse a full electronic meeting, or something in between. That will be for the voting members to decide on a special resolution that requires a high degree of endorsement...”
The Converso platform will accommodate participation and voting via both the Internet and by telephone, Fitzpatrick noted, adding the meeting is to have an independent chair, and no proxy voting will be allowed.
Representatives from Take Back Delta Hospice, a group opposed to the Delta Hospice Society’s board, and the current society leadership participated in a recent court hearing to argue what should be the next steps for the DHS regarding its next annual general meeting.
The DHS has not held an AGM since late 2019.
The current society board, which took control of the society after a heated AGM in December 2019, is opposed to providing the legal procedure medical assistance in dying (MAiD), reversing a decision by the previous board to allow MAiD.
It put the DHS at odds with Fraser Health, which mandated publicly funded hospices with non-religious affiliations offer the service to those who request it.
Accused of stacking the membership to impose their own religious viewpoint, including signing up hundreds of non-Delta residents prior to the 2019 AGM, and many more afterwards, the current board rejected hundreds of membership applications from Delta residents opposed to the board.
During the membership battle last year, members of Take Back Delta Hospice went to court and successfully halted a planned special meeting by the board to change the DHS constitution to become Christian-based. That vote would have taken place through a mail-in ballot.
The society filed an appeal but lost.
Last year’s ruling also stipulated the DHS can’t hold an AGM without the approval of the court.
“The delay in holding the AGM has meant that this dispute continues to simmer and cause acrimony among the members and the board. The dispute needs to be resolved in the near future so that the Society can chart its course. In my view, it is not in the interests of justice, the interests of the members or the interests of the Society to leave this matter in limbo until an in-person meeting can be held,” Fitzpatrick noted.
Fitzpatrick also noted the petitioners, Sharon Farrish, Christopher Pettypiece and James Levin of Take Back Delta Hospice, have raised a host of issues concerning the holding of an electronic meeting.
“They argue that the incumbent board will have an advantage if such an electronic meeting is held, by allowing participation and voting by members outside of the Delta community. As stated above, the amount of members outside of Delta or the immediate area is around 41 per cent, however, the evidence supports that both sides have been garnering support from outside of this region. Accordingly, I conclude that it has not been established that there is any geographical advantage/disadvantage arises by requiring an in-person versus an electronic meeting.”
Fitzpatrick also noted, “Like it or not, the pandemic has caused many people to conduct aspects of their personal or business lives online when they had not previously done so.”
Fitzpatrick said no further oversight by the court is required, subject to any further directions required to implement her order.
“I would hasten to add, however, that further issues may possibly arise in respect of the Society or its members or the conduct of future meeting that may necessitate further intervention by the Court in another proceeding. Nothing in these reasons should be taken as prohibiting such further Court oversight and relief as may be appropriate.”
The DHS last year was given notice by Fraser Health that the society’s funding would be terminated and this April had to vacate the Irene Thomas Hospice and Harold and Veronica Savage Centre for Supportive Care in Ladner, which is now operated by the health region.
The society, which still owns and operates the Charity Shoppe thrift store in Tsawwassen, stated it will continue to operate, not relying on buildings for services.
Meanwhile, members of the Take Back Delta Hospice have formed their own competing society called the Heron Hospice Society of Delta.