The 2018 Annual General Meeting of JAZZ.FM91 INC. was held on Friday, August 31, 2018. It was attended by around 90 donor members, which is unprecedented.

Overview

The general mood of the meeting from the perspective of members who attended ranged from genuine concern to anger. Throughout the meeting, members asked questions and voiced concern about almost every aspect of the board’s and management’s conduct and judgement, and attempts to suppress and disenfranchise members.

At the meeting’s onset, the Board sought member approval for the minutes from the last AGM. A member noted that she had not received notice of the last AGM, contrary to a statement in the minutes that all members received notice. The members in attendance successfully voted to amend the minute’s reference to the last AGM because they too had not received notice of the last AGM.

Reports

David McGown, Chair, and Charles Cutts, interim President & CEO, delivered their reports, replete with the challenges they faced resulting from legal fees and terminations, without acknowledging any responsibility of the board or management for actions that resulted in the loss of donors and advertisers.

Other points from the report:

  • Regurgitated defence of how the Collective’s allegations were handled
  • Expressed challenges of managing costs and revenue
  • Mused if business model of JAZZ.FM91 is sustainable
  • Announced establishment of Advisory Committee to better understand what donors and listeners want; right balance between programming and outreach; and better communications
  • Indicated soon-to-be-announced new programming
  • Claimed that JAZZ.FM91 has the best team in place for programming, outreach and sales

Several calls were made during the delivery of the reports for the entire board to resign.

Questions

Mr. Cutts read some 28 questions that had been submitted before the meeting in accordance with the Notice of Meeting. He and Mr. McGown gave brief answers to some questions but many members in attendance felt the questions were not fully or accurately answered.

Virtually no answer went unchallenged by the many members in attendance. The constant complaint was that the board was not being transparent with its answers, denying members their right to know about the affairs of the station.

As the meeting continued, the mood shifted from concern to one of anger and frustration directed at the board and management.

At a high level:

  • No adequate answers were provided with respect to the role or remuneration of Ross Porter, citing privacy. In fact, the board refused to even acknowledge whether Mr. Porter was receiving any remuneration and why he was bestowed the title of President Emeritus.
  • No explanation other than cost pressures were provided for the dismissal of seven staff members and contractors on June 14, 2018.
  • No explanation was given for denying members access to bylaws, letters patent, the members’ list and other documents for many years until a few days prior to the meeting. The board simply stated that they are now doing so.
  • Their action over the past week of making it difficult for members to copy documents to which they are entitled (they refused to offer the customary courtesy of photocopying for a reasonable fee) was exposed.
  • Because of a question submitted by a member, the board was forced to acknowledge that by not presenting the financial statements to the annual meeting no later than six months after the end of the fiscal year, it was not in compliance with the Corporations Act. They were also in breach of the Act last year on this point, indicating a troubling lack of attention to proper governance. Additionally, as noted above, by not giving all members notice of past AGMs, the board may have breached the Act further.
  • The Board undertook to hold its next annual meeting by the end of February 2019.

The meeting adjourned with many questions left unanswered.

JAZZ.FM91 “News” post

Following the annual meeting, JAZZ.FM91 posted a “News” item to their website.

The post shows the Board is still not listening.  And it completely ignores and is a blatant attempt to bury the real and impassioned concerns of so many members who took the time first thing in the morning of a Friday before the long weekend to show up to express those concerns. (The post has since been deleted and replaced with one that still makes no mention of the discontent on display at the meeting.)

Media Reports

Here are links for media reports on the meeting

National Post
Globe and Mail
Toronto Star