A Message
NOTICE OF ANNUAL GENERAL MEETING
AND SPECIAL GENERAL MEETING OF
FIRST LUTHERAN CHURCH
(“FLC”)
TAKE NOTICE that the Annual General Meeting and a Special General Meeting of the voting members of FLC will be held at 4091 Lakeshore Road, Kelowna, British Columbia, at 6:30 pm on Thursday, November 24, 2022.
The business to come before the membership will include the regular business of the Annual General Meeting, being: (i) the receipt of a report from the Board of Directors, (ii) the receipt of the annual financial statements of FLC for the fiscal year ended June 30, 2022, and (iii) report on the nominations process and Board recommendations. The business to come before the membership will also include the special business of the membership considering whether to pass the following resolutions as special resolutions, requiring the support of at least ⅔ of the voting membership present at the special general meeting:
The following Special Resolutions will be submitted to the voting membership for approval:
“BE IT RESOLVED THAT the members of First Lutheran Church (“FLC”) hereby approve: (i) the sale of substantially all of the assets of FLC to Kelowna Christian School (“KCS”) as part of a transaction whereby First Lutheran Church of Kelowna, British Columbia (“FLC”) sells the land and buildings at 4091 Lakeshore Road, Kelowna to KCS, on the terms and conditions set out in an asset purchase agreement dated for reference October 19, 2022, entered into between FLC, Willowstone Academy (“WA”) and KCS (the “APA”).
BE IT FURTHER RESOLVED THAT the Board of Directors of FLC are authorized to take all such actions and to execute and deliver all such documents as are necessary in the furtherance of the foregoing resolutions, and the same are hereby authorized, approved, and ratified.”
Dated as of November 4, 2022.
Angela Norman, Chair
FIRST LUTHERAN CHURCH
NOTICE OF ANNUAL GENERAL MEETING AND SPECIAL GENERAL MEETING OF WILLOWSTONE ACADEMY
(“WA”)
TAKE NOTICE that the Annual General Meeting and a Special General Meeting of the voting members
of WA will be held at 4091 Lakeshore Road, Kelowna, British Columbia, at 6:30 pm on Thursday, November 24, 2022.
The business to come before the membership will include the regular business of hte Annual General Meeting, being: (i) the receipt ofa report from the Board ofDirectors, (ii) the receipt ofthe annual financial statements of WA for the fiscal year ended June 30, 2022, and (iti) report on the nominations process and Board recommendations.Thebusiness to come before the membership will also include the special business of the membership considering whether to pass the following resolutions as special resolutions, requiring the support of at least2⁄3 of the voting membership present at the special general meeting:
The following Special Resolutions will besubmitted to the voting membership for approval:
“BE IT RESOLVED THAT the members of Willowstone Academy (“WA”) hereby approve: (i) the sale of substantially all of the assets of WA to Kelowna Christian School (“KCS**) as part ofa transaction whereby First Lutheran Church of Kelowna, British Columbia (“FLC**) sells the land and buildings at 4091 Lakeshore Road, Kelowna to KCS, on the terms and conditions set out in an asset purchase agreement dated for reference October 19, 2022, entered into between WA, FLC and KCS (the “APA”); (il) the subsequent wind up of the operations of the school effective at the end of the school year in June, 2023; and (iii) once operations have ceased, the orderly liquidation and dissolution of WA in accordance with the Societies Act and the bylaws of WA; and
BE IT FURTHER RESOLVED THAT the Board of Directors of WA are authorized to take all such actions and to execute and deliver all such documents as are necessary in the furtherance of the foregoing resolutions, and the same are hereby authorized, approved, and ratified.”
Dated as of November 4, 2022.
Ross Langford, Chair
WILLOWSTONE ACADEMY
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