Annual General Meeting

November 16th, 2016 6:00 pm Registration

6:30 pm Meeting City Hall, Council Chambers

AGENDA 6:30 pm Call to Order and Welcome from the Chair Lindsay Walden 6:35 pm Approval of October 2015 AGM Minutes Lindsay Walden 6:40 pm Approval of 2015 Audited Financial Statements Stewart Barclay 6:50 pm Election of Directors Lindsay Walden 7:10 pm Approval of 2017 Budget Linda Jutzi 7:25 pm Other Business Lindsay Walden 7:30 pm Adjournment Lindsay Walden

Downtown Kitchener Business Improvement Area (BIA) 54 Queen Street South

Kitchener, ON, N2G 1V6 Phone 519.744.4921

Website: www.kitchenerdowntown.com

ANNUAL GENERAL MEETING

Wednesday November 16, 2016

6:00 pm Registration

6:30 Meeting

Council Chambers

City Hall

MOTION PACKAGE

Motion: To approve the October 2015 Annual General Meeting minutes

Motion: To approve the 2015 Audited Financial Statements

Motion: To approve the 2017 budget as presented

Motion: To approve Board Directors

Motion: Adjourn the October 2016 AGM

6 pm – 7:30 pm October 29, 2015 Crown Plaza, Kitchener

ANNUAL GENERAL MEETING

Minutes Present: Dawn Phillips-Brown, Lindsay Walden, Stewart Barclay, Mayor Berry Vrbanovic,

Councillor Sarah Marsh, Linda Jutzi, Paul Walman, Darryl Moore, Domini Baldasaro, Zenia

Horton, Members Present: Holly Pinelli, Anita Petsche Good, Tyson Reiser, Ryan Lloyd-Craig,

Kathy Buttan, Ray&Chris Yoe, Nick & Ifeta Sokolovic, David MacLellan, Yari Klieni, David Bratton,

Cory Bluhm, Joe Mancini, Frank Voisin, Jeff Gadway, Brian Bennett, Tina Riddell, Helena

Kwieinsli, Jordan Dolson, Brenda Murray, Nigel Strothard.

Dawn Phillips-Brown in the Chair.

CALL TO ORDER AND WELCOME FROM THE CHAIR

The Chair called the meeting to order at 6:06 pm and introduced to the membership the Board

Directors and BIA staff members in attendance.

GREETINGS FROM THE MAYOR

Mayor Vrbanovic welcomed new members of the BIA, and acknowledge longstanding members.

The Mayor expressed his excitement about the future of downtown Kitchener, and provided an

update on downtown developments, including new businesses, and informed members that City

By-law officers were moving towards a proactive strategy moving forward.

APPROVAL OF 2014 MINUTES

Moved by Stewart Barclay, seconded by Paul Walman

“That the Board approve the October 2014 Annual General Meeting Minutes as

presented.”

Carried Unanimously

2014 AUDITED FINANCIAL STATEMENTS

Stewart Barclay, Treasurer, spoke to the annual audited statements, noting a large reserve due

to being a year of transition between Executive Directors, and informed the membership that

the BIA is planning to carry a $50,000 reserve in future years. The excess reserve from 2014 has

been budget to various 2015 projects.

Moved by Zenia Horton, seconded by Domini Baldasaro

“That the 2014 Audited Financial Statements be approved as presented.”

Carried Unanimously

Moved by Darryl Moore, seconded by Anita Petsche

“That KPMG be appointed as auditor for 2015.”

Carried Unanimously

2016 BUDGET PRESENTATION

Linda Jutzi, Executive Director, spoke to the positive events and beautification improvements

occurring downtown in 2015. Ms. Jutzi informed the membership that the proposed budget was

constructed with the intention of promoting downtown during construction, with an increased

marketing budget while noting that events also play an important role in marketing downtown.

Ms. Jutzi addressed member questions around the new member integration role, noting that the

staff member responsible for member integration would play an important role in make events

and marketing opportunities undertaken by the BIA more accessible.

A member expressed concerns around a decrease in retail options, which can make it difficult to

advertise to residents to shop downtown. The BIA was asked to consider ways to engage

members who do not own computers or have internet access.

A discussion around the cost and size of retail space downtown occurred between members.

Ms. Jutzi informed members that free parking for two hours during the day and after 5pm

should be available to downtown visitors shortly.

Moved by Zenia Horton, seconded by Darryl Moore

“That the proposed 2016 Budget be approved as presented.”

Carried Unanimously

OTHER BUSINESS

The BIA acknowledged the important role Budd’s had played downtown Kitchener for the past

nine decades, and noted that the BIA was working with something to acknowledge the Budd

family prior to the store’s closing.

Ms. Jutzi also thanked Nigel Strothand, owner of Athletic Direct, and who was retiring in the

coming months, for the store’s contributions to downtown.

ADJOURNMENT

Moved by Paul Walman seconded by Darryl Moore

“That the meeting adjourn.” (7:18 pm)

Carried Unanimously

DOWNTOWN KITCHENER BIA

ANNUAL GENERAL MEETING – NOVEMBER 16TH, 2016

TREASURER’S REPORT

Members have been provided with a copy of the Financial Statement and Auditor’s Report for the

period ending December 2015 in the Annual General Meeting package.

The BIA’s audit firm is KPMG – Chartered Professional Accountants, Licensed Public Accountants.

The BIA’s Treasurer is Stewart Barclay who is Finance Partner with Perimeter Development

Corporation and has held the position of Treasurer since joining the Board in April 2014.

There is a Finance Committee in place who reviews the financial statements each month and

provides the full Board a detailed review on a quarterly basis.

Income Statement Highlights

Revenues were approximately $55,000 ahead of budget for 2015.

This increase was primarily driven from a normalization of the slightly higher levy revenues resulting

from the boundary expansion in 2014 as well as higher than anticipated grant income from Heritage

Canada for use towards Canada Day event.

Operating expenses for 2015 were approximately $20,000 higher than the budgeted amount for the

year.

The BIA record expenses against various categories which align with the strategic initiatives of

Beautification, Marketing, Events and Member Relations.

The category identified by KPMG as “Promotions and advertising” group together the costs incurred

in Marketing and Events. For 2015, these particular expenses increased as a result of additional

monies being directed towards initiatives falling under the following banners:

o Spring Marketing Campaign;

o Canada Day;

o Blues;

o Big Music Fest;

o Chits for Charles; and

o Christmas Programming.

Administrative expenses incurred to cover office costs, wages and benefits tracked on budget.

“Meetings and seminar” costs came in over the amount budgeted for the year. Additional costs

were incurred for registration and attendance costs at the International Downtown Association

Conference as well as other increased meeting costs throughout the year.

“Safety and beautification” expenses while showing significantly under budget for the year were in

fact in line once a timing variance on a landscaping invoice from the city is accounted for.

Costs incurred under the “Member relations” category were lower than budgeted primarily as a

result of fewer networking events being held through the second half of the year.

Assessment write-offs amounted to $37,360 for 2015, an increase of $10,000 over 2014. These

write-offs are recorded when the forecast realty tax revenue collected by the city for the year is less

that originally forecast. This primarily results from commercial real estate that became vacant

through the year or by the non-payment of realty taxes by commercial property owners.

Balance Sheet Highlights

The BIA continues to maintain a healthy position as it relates to the organizations Balance Sheet.

The majority of the BIA’s excess cash is invested in short term G.I.C. term deposits.

The biggest change for the BIA in 2015 from a capital standpoint was the purchase of ten event huts.

These have proven a great success being used by local downtown retailers at Chriskindl and other

events through the year.

Excess cash for the year ending 2015, was approximately $143,000.

The Board implemented one risk management measure in 2015 which would ensure the BIA would

have sufficient funds available to cover the increasing assessment write-offs being experienced each

year. As such, the Board agreed to put aside a fund of $50,000 to cover such eventualities and this

shows on the Balance Sheet as “Reserve for rate stabilization”.

Stewart Barclay

Date: November 11th, 2016

List of Board Directors

To be voted in - AGM 2016

Ryan Lloyd Craig

The Berlin Restaurant

Jeff Gadway

Vidyard

Frank Voision

Voisin Capital

List of Nominees for AGM Board

In response to Call for Directors October 2016

Chelsea Cybalski

Owner: The Golden Mean Wellness Shoppe

Andrew Wilding

Capacity Canada

Board – Waterloo Club

Phong Tran

Owner: Matter of Taste

Erika Holenski

Owner: KW Health Connections

Troy Wideman

Owner: 95 King Street West

Meaghan Hawkins

THEMUSEUM

David O’Leary

Owner: Breadheads

2017 BUDGET 2016 BUDGET VARIANCE 2017

to 2016

REVENUE

BIA Levy 1,082,000 1,081,831 169

Grants & Sponsorships 60,000 (60,000)

Miscellaneous 12,000 (12,000)

TOTAL REVENUE 1,082,000$ 1,153,831$ (71,831)$

2016 BUDGET VARIANCE 2017

to 2016

EXPENSES

Streetscape & Beautification

Downtown Clean Team ( Working Centre contract) 80,000 22,000 58,000

Graffiti Removal 8,000 7,000 1,000

Downtown Beautification (includes a Patio program enhancement and flower

planting through the City of Kitchener) 72,000 120,000 (48,000)

Total Streetscape and Beautification 160,000 149,000$ 11,000$

Marketing - Promote existing Business and attract new Business

Spring Marketing Campaign(eliminated 2017 as BIA to establish new priorities

through membership and stakeholder engagement process)38,000 (38,000)

Autumn Marketing Campaign (eliminated 2017 as BIA to establish new priorities

through membership and stakeholder engagement process)20,000 (20,000)

Print Advertising (monthly allowance for print during ION construction to promote

Downtown)50,000 50,000 -

Downtown Magazine - Promotion and Business Attraction (OWN IT Magazine

-focus on attracting traffic during ION construction)30,000 30,000 -

Downtown Dollars (eliminated in 2017 as BIA to establish new priorities through the

membership - Dollars will still be available for purchase)5,000 20,000 (15,000)

Community Sponsorship (Grant program for Event Organizers to cover marketing and

operational costs)78,000 20,000 58,000

ION Construction Marketing (see Print Advertising and magazine) 15,000 25,000 (10,000)

Other Promotions & Sponsorships (eliminated 2017 as BIA to establish new

priorities through membership and stakeholder engagement process)10,000 (10,000)

Total Building Positive Image Downtown 178,000 213,000$ (35,000)$

2017 - Operating Budget

Downtown Kitchener BIA

2016 Budget Presentation Page 1 of 2

2017 BUDGET 2016 BUDGET VARIANCE 2017

to 2016

2017 - Operating Budget

Downtown Kitchener BIA

Events that create a Positive Experience Downtown

Arts and Culture Programming (eliminated 2017 as BIA to establish new priorities

through membership and stakeholder engagement process)24,000 (24,000)

Canada Day Sponsorship 50,000 75,000 (25,000)

Oktoberfest Sponsorship 15,000 10,000 5,000

Blues Sponsorship 35,000 35,000 -

Culinary Events (eliminated 2017 as BIA to establish new priorities through membership

and stakeholder engagement process)30,000 (30,000)

December Programming (Christkindl, Christmas decorating Downtown) 20,000 30,000 (10,000)

City Events (eliminated 2017 as BIA to establish new priorities through membership and

stakeholder engagement process)25,000 (25,000)

Live Music Promotion (music during lunch hour - reduced until membership feedback

process complete)10,000 21,000 (11,000)

Total Building a Positive Experience Downtown 130,000 250,000$ (120,000)$

Member Relations 7,000 15,000$ (8,000)$

General & Admin 98,265 101,925$ (3,660)$

Meetings & Professional Developent 5,000 5,000$ -$

Wages / Benefits 409,735 420,906$ (11,171)$

TOTAL EXPENSES 988,000 1,154,831$ (166,831)$

NET INCOME / (LOSS) BEFORE TRANSFERS 94,000$ (1,000)$ 95,000$

TRANSFER / DESIGNATION FOR RATE STABILIZATION (TAX RESERVE) (34,000)$ $ (34,000) -$

TRANSFER / DESIGNATION TO SHAPE DTK 2020 (60,000)$ -$ (60,000)$

TOTAL UNALOCATED SURPLUS / (LOSS) -$ (35,000)$ 35,000$

2016 Budget Presentation Page 2 of 2

Share your ideas. Get involved.CREATE YOUR DOWNTOWN!

This is you

This is you at the forum This is you shaping your city

6:00-9:00PM AT THEMUSEUM10 KING ST W, KITCHENER

tuesday, january 17th

PROXY FOR GENERAL MATTERS AND THE ELECTION OF DIRECTORS

This form must be completed, signed and presented at the AGM on Wednesday

November 16th, 2016 at Council Chambers, City Hall, Kitchener in order to be valid.

TO: Downtown Kitchener Board of Management Business Improvement Area

1. I am (We are) the registered owner(s) or authorized to act on behalf of the registered owner(s) on

behalf of the mortgagee(s) of:

NAME:

2. I (We) appoint _____________________________, if present, to be a proxy (know as the “Proxy”)

and to attend and vote on my (our) behalf at the meeting of members to be held on Wednesday

November 16th, 2016 and at any adjournment of the meeting (known as the “meeting”)

3. The Proxy may vote on my (our) behalf in respect of all matters that may come before the Meeting,

subject to the instructions set out below, as I (we) could do if personally present at the meeting.

Note: Your Ballot may only be counted for one candidate.

[This provision may be included at the option of the person giving the proxy:]

Dated this ____ day of __________ at ______

________________________________ _________________________________

Signature Print Name

________________________________ _________________________________

Signature Print Name