minutes of the canadian international freight forwarders ... · serving the freight forwarding...

2008 AGM Minutes

MINUTES of the

Canadian International Freight Forwarders Association 59th ANNUAL GENERAL MEETING

May 29, 2008 The Mississauga Convention Centre

MISSISSAGUA, ONTARIO

Index

1. Call to Order 2. Welcome by the President 3. The Competition Act 4. Roll Call 5. Notice of Meeting 6. Time of Remembrance 7. Minutes of Previous Meeting 8. President‟s Address 9. Finance 10. By-Laws 11. Education 12. Seafreight 13. Airfreight 14. Security 15. Customs 16. FIATA 17. Judicial 18. Ways & Means 19. V.P. I 20. Public Relations 21. Membership 22. Ethics & Standards 23a. Central Region 23b. Eastern Region 23c. Western Region 24. Election of the National Board of Directors 25. Banking Motion 26. Appointment of Auditors 27. 60

th Annual General Meeting

28. New/Other Business 29. Adjournment

2008 AGM Minutes

2007 – 2008

OFFICERS AND DIRECTORS R. Walker President Carson International D.J. Lucky Immediate Past President Cole Freight Inc. P. Lobas Secretary ITN Logistics Group M. Robbins Treasurer Expeditors Canada, Inc. M. Bibeau V.P. I OEC Overseas Express Consolidators (Canada) Inc. D. Letterio V.P. II DHL Global Forwarding (Canada) Inc. M. Soubry V.P. III Agility Logistics Co. C. Gillespie Director Gillespie-Munro Inc. W. Gottlieb Director David Kirsch Forwarders Limited G. Vince Director DHL Global Forwarding (Canada) Inc. R. Bourque Director Schenker of Canada Limited C. McKay Director Rutherford Global Logistics J. Kennedy Eastern Chair Sameday Right-O-Way W. Trudeau Central Chair Agility Logistics Co. A. Gumboc Western Chair Schenker of Canada Limited R. Snowden Executive Director CIFFA M. Massoud Secretary-Manager CIFFA D. Burek Director, Education CIFFA

2008 AGM Minutes

RECORD OF ATTENDANCE

First Name Surname Company Affiliation Member Affiliation

Mark Soubry Agility Logistics Co. Regular

Wendy Trudeau Agility Logistics Co. Regular

Adnan Khan AMI Logistics Inc. Regular

Jessie Singh, PFF Atlas International Freight Forwarding Inc. Regular

Benny Pereira, PFF Atlas International Freight Forwarding Inc. Regular

Tom Tang BALtrans Logistics Canada Limited Regular

Doug Carlson Branson International Inc. Regular

Laurie Faulkner Branson International Inc. Regular

Steve Valentine Cargo Alliance Ltd. Regular

Robert Walker Carson International Regular

Shannon Newell Checkpoint Logistics Inc. Regular

Chris Hogg Checkpoint Logistics Inc. Regular

A. G. Menon Checkpoint Logistics Inc. Regular

Caryn Goodman Colbeck & Clarke Inc. Regular

William Gottlieb David Kirsch Forwarders Limited Regular

Gary Vince DHL Global Forwarding (Canada) Inc. Regular

Donna Letterio DHL Global Forwarding (Canada) Inc. Regular

Kwong (Albert) Tsang DHL Global Forwarding (Canada) Inc. Regular

Graham Pickup DHL Global Forwarding (Canada) Inc. Regular

Marek Kiercz Dimerco Express (Canada) Corp. Regular

Ray Wahab, PFF DRT Logistics International Inc. Regular

Thomas Larsson DSV Air & Sea Regular

Mike Robbins Expeditors Canada Inc. Regular

James Hudakoc Expeditors Canada Inc. Regular

Ronny Bamboat Freight Systems Canada Inc. Regular

Trevor Menezes Freight Systems Canada Inc. Regular

Ferdinand D'Souza Freight Systems Canada Inc. Regular

Chris Gillespie Gillespie-Munro Inc. Regular

Tony Altomare, PFF Inter-Transport Ltd. Regular

Gianfranco Altomare, PFF Inter-Transport Ltd. Regular

Joe Fragomeni, PFF Inter-Transport Ltd. Regular

Nello Altomare, PFF Inter-Transport Ltd. Regular

Paul Lobas ITN Logistics Group Regular

Denis A. Couroux, PFF Mercator Transport International Regular

Michael Fung, PFF Milgram International Shipping Inc. Regular

Nick P. Karabineris Odyssey Shipping Ltd. Regular

Roberta Strange, PFF Panalpina Inc. Regular

Phil Bowen Philair Inc. Regular

Fernando Maza, PFF Primex Customs and Logistics Inc. Regular

Wendy Pollard, PFF Primex Customs and Logistics Inc. Regular

Randy Smart Purolator International Ltd. Regular

Andy Harris Purolator International Ltd. Regular

http://www.ciffa.com/dsm/bin/member_editor.asp?id=33&mode=edit

2008 AGM Minutes

Aseem Kanwar Schenker of Canada Limited Regular

Amy Gumboc Schenker of Canada Limited Regular

Richard Bourque Schenker of Canada Limited Regular

Denise Stalder, PFF SDV Logistics (Canada) Inc. Regular

Sievi Xie Talmack Logistics Inc. Regular

Jacky Xie Talmack Logistics Inc. Regular

Paul Glionna, PFF Universal Logistics Inc. Regular

Jim Ramsay UPS Supply Chain Solutions Regular

Don Hogan UPS Supply Chain Solutions Regular

Jeffrey Gazen, PFF W. G. McKay Limited Regular

From Atlas International Freight Forwarding Inc.

In the name of J. Singh, Atlas International Freight Forwarding Inc.

Proxy Regular

From Cole Freight Inc.

In the name of P. Schwerdt, Delmar International

Proxy Regular

From JF Hillebrand Canada Inc.

In the name of C. McKay, Rutherford Global Logistics

Proxy Regular

From Livingston International Inc.

In the name of R. Strange, Panalpina Inc.

Proxy Regular

From OEC Overseas Express Consolidators (Canada) Inc.

In the name of W. Gottlieb, David Kirsch Forwarders

Proxy Regular

From Skyway International Freight Forwarders Ltd.

In the name of C. Gillespie, Gillespie Munro Inc.

Proxy Regular

Ruth Snowden Executive Director CIFFA

Doug Burek Director, Education CIFFA

Marilyn Massoud Secretary-Manager CIFFA

Gavin Magrath CIFFA Counsel Associate

Tony Iannazzo The Descartes Systems Group Inc. Associate

Sheldon Corber, PFF Inter Global Logistics PFF

2008 AGM Minutes

MINUTES of the

Canadian International Freight Forwarders Association 59th ANNUAL GENERAL MEETING

May 29, 2008 The Mississauga Convention Centre

MISSISSAGUA, ONTARIO 1. Call to Order This meeting was called to order at 13:35 hours. 2. Welcome by the President

Ladies & Gentlemen,

Welcome to the 59

th Annual General meeting of the Canadian International Freight Forwarders

Association.

My name is Bob Walker, your President and Chairman of the AGM. Our Recording Secretary is our Secretary-Manager, Marilyn Massoud. 3. The Competition Act

Commitment to full compliance with both the letter and the spirit of the antitrust laws is a fundamental commitment of the Canadian International Freight Forwarders Association (CIFFA). The Competition Bureau of Canada is an organization that investigates anti-competitive practices and promotes compliance with the laws under its jurisdiction. The following is CIFFA's directive:

“This meeting is being conducted in compliance with the provisions of anti-competitive practices under the Competition Bureau of Canada. This meeting will not discuss or take action on any subject related to restraint of trade, price fixing, compensation, reimbursement, rate setting, marketing strategies and any other topics that could be considered anti-competitive."

4. Roll Call

I trust that you all have signed the attendance record and filed your proxies with our Secretary-Manager. Should this not be the case, may I ask that you do this now, thank you.

May I then ask Marilyn Massoud to confirm the number of proxies filed and to confirm that a quorum is present according to the Association‟s By Laws, duly constituting a proper meeting?

M. Massoud confirmed a quorum was present.

5. Notice of Meeting

The Notice having been sent electronically to all Members of the Association in accordance with our By-laws.

2008 AGM Minutes

6. Time of Remembrance

As is the case every year, may I ask all present to stand in memory of these and other colleagues and friends that have passed away in the course of this past year.

James Hannah, ACS Logistics – Aug 07 Allison Kane, Adams Cargo – Sept 07 Jean Touchard, AF/KLM – Feb 08 Gerd H. Stoppenbrink, Kuehne + Nagel - March 08 K. Barry Olsen, Maersk Canada - May 08

7. Minutes of Previous Meeting

I would now like to call for a motion to accept the Minutes of last year‟s meeting. Moved by D. Letterio, seconded by M. Soubry. There being no discussion the minutes were approved unanimously.

8. President’s Address – B. Walker

Good afternoon Ladies and Gentlemen

As the President of CIFFA‟s Board of Directors, it gives me great pleasure to welcome you all to our 2008 Annual General Meeting. This year we are celebrating the fact that your Association, CIFFA, has been serving the freight forwarding industry for 60 years. I, personally, have not been in the industry quite that long although I believe that a couple of my fellow Board members may well have been working in the business in 1948?!

When we look back at the last 60 years and see all the changes that have occurred in our industry – ocean freight containerization and the advent of air cargo for just two little examples! – it makes you wonder where we will be sixty years from now. One thing I can assure you, if freight forwarders are still the „architects of transport‟ in 2068, consolidating cargo on the space shuttle, we will have an active and vocal Association representing us. CIFFA‟s Mission is “to represent and support members of the Canadian International Freight Forwarding Industry in providing the highest level of quality and professional services to their clients.” We support this mission through our focus on two key areas – „advocacy‟ and „education‟.

During 2007 CIFFA was extremely active on both fronts. Doug Burek will present an update on the Education we have delivered to the employees of our Member companies and to the importing and exporting community. This year, CIFFA touched approximately 1025 adult learners and we estimate that these individuals jointly spent over 51,000 hours in training and education with CIFFA. That equates to 6,794 man days. That is a lot of knowledge being embraced by our employees and brought into our respective organizations – making us more professional and better able to meet the needs of our clients. During 2007, in response to Transport Canada‟s new Air Cargo Security initiative, CIFFA developed the new Cargo Security Coordinator one day program, which combined with the on-line Authorized Cargo Coordinator and General Awareness e-learning, gave Members the opportunity to be „early adopters‟ in this critical initiative.

As for advocacy, CIFFA has increased its presence and „raised a strong voice‟ at every significant government change initiative.

2008 AGM Minutes

CIFFA staff spent many hours with Transport Canada on the Air Cargo Security initiative, reviewing process, validated concepts and arguing the case for simplicity and alignment. Finally, with the announcement two weeks ago, we anticipate the launch of the program on June 2. And CIFFA is ready. Our members are in various states of preparedness; we have communicated the message widely and will continue to work with Transport Canada on the deployment of the initiative. This afternoon‟s panel following the AGM will bring us all up to date.

During 2007 the CBSA launched the third phase of the Advanced Commercial information program – e-Manifest. CIFFA Regular Members sit on both the Design Working Group and the Communications Working Group and the Executive Director sits on the eSPN Steering Committee, a small group of 5 industry leaders who work with the CBSA program directors to represent various industry stakeholder groups. eManifest will bring significant change to our business processes – and we want to thank the members of the committees for their work on all of our behalf.

In Vancouver this coming September, CIFFA will co-host the FIATA World Congress. Several members of our Board and the Secretariat office have been deeply involved in the planning of this event, working closely with FIATA to deliver an exciting and profitable event.

In November „07, CIFFA took the initiative in pulling together industry stakeholders as the CBSA began its multi-million dollar revision of the Partners in Protection program. When that program rolls out in June of this year, the International Freight Forwarder – will be recognized as an integral partner in the secure supply chain.

2007 also brought some challenges to the Association.

In November your National Board of Directors, after carefully reviewing the situation, recognized that a change needed to be made in the management of the Secretariat and took the difficult decision of letting go the Executive Director after approximately 14 months in the position. That decision was not taken lightly and once taken, the Board acted decisively to implement the change. CIFFA and our legal counsel are currently in negotiation with our former Executive Director and we are not able to discuss any particulars with you. Suffice it to say that the Board is handling the situation with the discretion and professionalism that an Association of our stature requires.

In addition to this significant challenge in staffing, CIFFA also experienced some „extraordinary expenses‟ during 2007. While our Treasurer, Mike Robbins, will share some of the details with you in his report, I want to identify one significant expense item.

During 2007 CIFFA spent the money to implement our 2005 decision to develop a full e-Learning delivery of Modules I and II. This one time „course development‟ cost of $275,514 was taken as expense during the course of last year. And so, while this „extraordinary expense‟ is on our books for 2007, CIFFA is proud to announce that we now have a fully paid for, fully tested, robust, scalable e-Learning program available to Member employees across the country.

And so, with our daily, industry leading e-Bulletin: with our e-learning and our classroom learning: with our increasingly high profile in government and shipping circles: with our solid growth in membership numbers – once again during 2007 CIFFA met our mission.

Thank You. Respectfully submitted, Bob Walker, President

2008 AGM Minutes

May I now move to have this report accepted? Moved by: D. Couroux, Seconded by S. Valentine. There being no discussion this report was unanimously approved, no abstentions.

I would like to call on our Treasurer, Mike Robbins to give his report.

9. Finance – M. Robbins

Ladies and Gentlemen,

The Accounting firm of Hinchcliffe-Sapi of Toronto has audited CIFFA's financial statements for fiscal year ending December 31, 2007.

The financial statements have been duly circulated and approved by your Board of Directors. A printed copy of the statement will be available at the AGM, or can be requested from the CIFFA Secretariat via email.

The full minutes of this AGM will be posted on the Members Only section of our website by the middle of June.

The $331,339 loss is attributed to four key areas:

1) Salaries rose with the addition of new staff and the increasing workload within the Secretariat. 2) Legal fees were much higher for a variety of reasons including Transport Canada reviews, Termination costs, Competition Act reviews, etc. 3) Educational Courses and Development Software was taken as a full, one-time expense. 4) Investment losses shown at market value vs. book cost.

While these numbers are certainly disturbing, most are one time or exceptional occurrences. It is worth noting that our revenues were stronger than normal and we expect revenue for future periods will be much healthier as we will not have an associated expense with the Educational Software Development. Furthermore, the budget for 2008 (as follows) will see us deliver significantly improved results over 2007 as we eliminate these extraordinary items.

I wish to advise that several important changes have occurred and are being addressed this year. We have moved from cash accounting method to an accrual based accounting system and which has been fully endorsed by our auditors. We continue to work on improving policies and improving internal controls to safeguard the finances of CIFFA.

My thanks go out to all of the staff of the secretariat team headed by Ruth Snowden, and particularly to Marilyn Massoud, CIFFA‟s Secretary-Manager, who performs the day-to-day accounting and allows us to function as well as we do.

Respectfully submitted,

Mike Robbins Treasurer

May I have someone move for acceptance of this report? Moved by D. Letterio, Seconded by C. McKay. There being no discussion, this report was unanimously approved, no abstentions.

2008 AGM Minutes

May I now ask Mark Soubry to present his report.

10. By-Laws – M. Soubry Ladies and Gentlemen:

In January your National Board of Directors held a meeting where the following proposed By Laws changes were proposed by Mike Robbins, Committee Chair, and approved for furtherance to the Membership.

As each proposed By-Law change needs a separate vote, please bear with me as I read each proposed by-law change. Article II, Section 10:

Current: Any member may be suspended or expelled for any cause deemed sufficient by the N.B.D. by a majority vote of the directors of the N.B.D. Such cause may consist of, but shall not be limited to, the loss by a member of the qualifications requisite for admission to the Association. Any member liable to such suspension or expulsion shall, within a reasonable delay, prior to a meeting of the N.B.D. on such issues, be informed of the reason(s) for the suspension or expulsion, of the member's right to be heard by the N.B.D. and of the dates, time and place of the said meeting. The decision of the N.B.D. shall be final and binding.

Proposed: Any member may be suspended or expelled for any cause deemed sufficient by the N.B.D. by a majority vote of the directors of the N.B.D. Such cause may consist of, but shall not be limited to, the loss by a member of the qualifications requisite for admission to the Association. Any member liable to such suspension or expulsion shall, within a reasonable delay, be informed of the reason(s) for the suspension or expulsion prior to a meeting of the N.B.D. on such issues. The member will have the right to be heard by the N.B.D. and to be informed of the dates, time and place of the said meeting. The decision of the N.B.D. shall be final and binding.

Rationale: Wording is more precise and less confusing. M. Robbins moved to accept this change in the by-law, seconded by P. Lobas. There being no discussion this proposed change in by-law was accepted unanimously.

Article II, Section 11:

Current: Any member indebted to the Association for dues or otherwise for a period of 60 days from date of maturity, shall be advised by letter addressed by registered post or electronic transmission sent by the Secretary of the Association. Failure of such member to pay his dues within a period of 30 days from the date of sending of such letter, shall entitle the N.B.D. to expel such member from the Association in conformity with the procedure of Article II, Section 10.

Proposed: Any member indebted to the Association for dues or otherwise, for a period of 60 days or more from date of maturity, shall be advised by letter addressed by registered post or electronic transmission sent by the Secretary of the Association. Failure of such member to pay the dues (or otherwise) in full within a period of 30 days from the date of receiving such letter, shall entitle the N.B.D. to expel such member from the Association in conformity with the procedure of Article II, Section 10.

2008 AGM Minutes

Rationale: Allows more clarity and flexibility.

D. Letterio moved to accept this change in the by-law, seconded by D. Couroux. There being no discussion this proposed change in by-law was accepted unanimously. Article II, Section 12:

Current: All resignations shall be submitted in writing via registered mail or by electronic transmission to the Secretary. Upon review by the Secretary, the N.B.D. shall either accept the resignation or refuse it. If accepted, a member's resignation becomes effective on the date of receipt of the resignation letter by the Secretary. The N.B.D. shall refuse a member's request for resignation if it is indebted to the Association in any amount either in dues or otherwise. Any person ceasing to be a member of the Association forfeits all interest in, or claim to, the property of the Association. Proposed: All resignations shall be submitted in writing via registered mail or by electronic transmission to the Secretary. Upon review by the Secretary, the N.B.D. shall either accept the resignation or refuse it. If accepted, a member's resignation becomes effective on the date of receipt of the resignation letter by the Secretary. The N.B.D. shall refuse a member's request for resignation if it is indebted to the Association in any amount either in dues or otherwise. Any person or company ceasing to be a member of the Association forfeits all interest in, or claim to, the property of the Association.

Rationale: added the word “company” as most members are from Companies S. Valentine moved to accept this change in the by-law, seconded by R. Bourque. There being no discussion this proposed change in by-law was accepted unanimously. Article II, Section 14:

Current: The N.B.D. may, at its complete discretion, accept any application for Regular or Associate membership in the Association.

The N.B.D. shall accept such applications by a two-thirds vote of the Directors received electronically upon receipt from the administration of full particulars of the application. Upon written request addressed to the Secretary by any five Regular Members of the Association, an application which has not been accepted by the N.B.D. shall be submitted to a vote at the next general meeting. For an application to be then accepted, a two-thirds vote of the regular Members present at such general meeting is required.

Proposed: The N.B.D. may, at its complete discretion, accept, approve or deny any application for Regular or Associate membership in the Association.

The N.B.D. shall approve such applications by a two-thirds vote of the Directors received electronically upon receipt from the administration of full particulars of the application. Upon written request and addressed to the Secretary by any five Regular Members of the Association, an application which has not been accepted by the N.B.D. shall be submitted for a vote at the next general meeting. For an application to be then accepted, a two-thirds vote of the regular Members present at such general meeting is required.

Rationale: Language is more precise for the process and allows greater flexibility... Moved to accept this change by S. Valentine, seconded by D. Letterio. There being no discussion this proposed change in by-law was accepted unanimously.

2008 AGM Minutes

Article IV, Section 1:

Current A National Board of Directors (N.B.D.) composed of 12 elected directors who are representatives of Regular Member corporations shall manage the affairs of the Association. In addition, the immediate Past President and the Chairpersons in office of each of the established regional committees shall be ex-officio voting members of the N.B.D. In each year one-half of the directors shall be elected to fill the position of those directors whose term of office has expired, and each Director so elected shall hold office for a two-year term from the date of his/her election or until the second annual meeting after his/her election. A retiring Director shall remain in office until the dissolution or adjournment of the meeting at which his/her retirement is accepted and his/her successor is elected.

Proposed: A National Board of Directors (N.B.D.) composed of 12 elected directors who are representatives of Regular Member corporations shall manage the affairs of the Association. The day to day operation of the Association shall be governed by the Executive Director of the Association; reporting directly to the President of the Association. In addition, the immediate Past President and the Chairpersons in office of each of the established regional committees shall be ex-officio voting members of the N.B.D. In each year one-third of the directors shall be elected to fill the position of those directors whose term of office has expired, and each Director so elected shall hold office for a three-year term from the date of his/her election or until the second annual meeting after his/her election. A retiring Director shall remain in office until the dissolution or adjournment of the meeting at which his/her retirement is accepted and his/her successor is elected.

Rationale: Language is more precise for the process. M. Kiercz raised the issue that this was more than language being more precise, it was a matter of changing a two year term to a three year term; which some of the members may not agree to. P. Lobas, CIFFA Secretary, commented that up to five years ago this was the way the by-law read, “a three year term” and it was changed. Since that time the Board has been experiencing problems getting candidates to fill the vacant positions on the Board, and it felt to have one third of the Board renew each year would result in more continuity. It was agreed to table this proposed by-law change and present it to the membership at a later date.


Current: The Executive Committee shall consist of the:

President;

First Vice President;

Second Vice President;

Third Vice President;

Secretary;

Treasurer; and

Immediate Past President

and its members shall remain in office until they shall have been replaced in accordance with these By-Laws. The N.B.D shall meet within six weeks of the Annual General meeting. At said meeting, the N.B.D will elect from among themselves the National Executive Officers, being the President, the First, Second and Third Vice Presidents, the Secretary, and the Treasurer. The same person shall not hold two of the said offices. National Executive Officers, with exception of the President, shall hold office for a term of

2008 AGM Minutes

one year from the date of appointment or until their respective successors are appointed. The President will be elected for two consecutive one-year terms. It is intended that the First Vice President shall, where practical, represent a region of the Association different from that in which the President shall work. Any Executive members may be removed by a majority vote of the N.B.D. Executive members shall receive no remuneration for serving as such, but are entitled to be reimbursed for reasonable expenses incurred in the exercise of their duty.

Proposed: The Executive Committee shall consist of the:

President;

First Vice President;

Second Vice President;

Third Vice President;

Secretary;

Treasurer; and

Immediate Past President

Executive Committee members shall remain in office until they are replaced in accordance with these By-Laws. The N.B.D shall meet within six weeks of the Annual General meeting. At said meeting, the N.B.D will elect from among themselves the National Executive Officers, being the President, the First, Second and Third Vice Presidents, the Secretary, and the Treasurer. The same person shall not hold two of the said offices. National Executive Officers, with exception of the President, shall hold office for a term of one year from the date of appointment or until their respective successors are appointed. The President will be elected for one term of two years. It is intended that the First Vice President shall, where practical, represent a region of the Association different from that in which the President shall work. Any Executive members may be removed from the Executive Committee or the N.B.D. by a majority vote of the N.B.D. Executive members shall receive no remuneration for serving as such, but are entitled to be reimbursed for reasonable expenses incurred in the exercise of their duty.

Rationale: Changing the Presidents term from two, one year terms to one term of two years.

C. McKay moved to accept this proposed by-law change, seconded by M. Robbins, unanimously approved. Article IV, Section 4:

Current: The President of the Association shall preside at all meetings of the Association or of the N.B.D.

In his absence, the President shall designate a Director to replace him.

Proposed: The President of the Association shall preside at all meetings of the Association or of the N.B.D.

In his/her absence, the President shall designate a Director to represent him/her at said meeting. D. Letterio moved to accept this change in the by-law, seconded by A. Gumboc. There being no discussion this proposed change in by-law was accepted unanimously. Article IV, Section 5:

Current: Should a vacancy occur in the N.B.D., the remaining directors shall fill the vacancy from amongst the Regular members. The term of office of such replacement director shall not exceed the remainder of the term of the director whose position is vacated.

2008 AGM Minutes

Proposed: Should a vacancy occur on the N.B.D., the remaining directors shall fill the vacancy from amongst the Regular Members. The candidate(s) will be proposed to the N.B.D by existing Directors. A simple majority is required for the nomination to be accepted. In the event of multiple candidates, a secret ballot process will take place. The candidate receiving the most votes wins. The term of office of such replacement director shall not exceed the remainder of the term of the director whose position is vacated.

Rationale: To establish a process for this possibility. G. Vince, moved to accept this change in the by-law, seconded by D. Couroux. There being no discussion this proposed change in by-law was accepted unanimously. Article IV, Section 11

Current: Proxies in a permanent form acceptable to the N.B.D shall be allowed from Regular Members who are unable to attend a meeting of the Association. Where proxies are solicited, a solicitation will include sufficient information for the regular member to form a reasoned judgment on the business to be transacted at that meeting. Satisfactory proof of proxy must be submitted to the Secretariat at the opening of the meeting concerned. Proxies can only stand for that matter to which they were solicited. Proxies can only be made to and received from Regular Members in good standing. All matters that may arise for decision at regular annual meetings other than the election of members to the N.B.D shall be decided by a show of hands. Each Regular Member shall have one vote. Members holding valid proxies may vote for such absent Regular Members that they represent within any limitation indicated on the proxy. If a Regular Member wishes to provide proxy for all matters to be voted upon, the instrument appointing the proxy shall so designate.

Proposed: Proxies in a permanent form acceptable to the N.B.D shall be allowed from Regular Members who are unable to attend a meeting of the Association. Where proxies are solicited, a solicitation will include sufficient information for the regular member to form a reasoned judgment on the business to be transacted at that meeting. Satisfactory proof of proxy must be submitted to the Secretariat at the opening of the meeting concerned. Proxies can only stand for that matter to which they were solicited. Proxies can only be made to and received from Regular Members in good standing. All matters that may arise for decision at regular annual meetings other than the election of members to the N.B.D shall be decided by a show of hands. Each Regular Member shall have one vote. Members holding valid proxies may vote for such absent Regular Members that they represent within any limitation indicated on the proxy. If a Regular Member wishes to provide proxy for all matters to be voted upon, the instrument appointing the proxy shall so designate. Proxies may also be used at meetings of the N.B.D. provided the proxy meets the same conditions as above.

Rationale: To allow Proxies at N.B.D. meetings Moved by S. Valentine to accept this change in the by-law, seconded by M. Robbins. There being no discussion this proposed change in by-law was accepted unanimously. Article V, Section 1:

Current: Meetings of the N.B.D shall be held not less than quarterly and at such time and place as the President may fix. Upon receipt of any written or electronic transmission request by any four members of the N.B.D, the President shall call a meeting thereof. Eight members of the N.B.D shall constitute a quorum thereof. Written or electronic transmission notice of meeting of the N.B.D shall be communicated at least fourteen days prior to the date of such meeting.

2008 AGM Minutes

Proposed: Meetings of the N.B.D shall be held not less than quarterly and at such reasonable time and reasonable place as the President may fix. Upon receipt of any written or electronic transmission request by any four members of the N.B.D, the President shall call a meeting thereof. Eight members of the N.B.D shall constitute a quorum thereof. Written or electronic transmission notice of a meeting of the N.B.D shall be communicated at least fourteen days prior to the date of such meeting. Video-Conference, or Tele-Conference call may be used as an acceptable form of meeting provided it meets all the criteria for a meeting of the N.B.D (proper Quorum, Notice, etc.) and such that it is possible to conduct the business that may arise during the course of a meeting (voting, rules of order, etc..) and that it is conducted within By-Laws of the Association.

Rationale: Flexibility for more immediate meetings and to potentially reduce cost, and increase participation. D. Letterio moved to accept this change in the by-law, seconded by M. Robbins. There being no discussion this proposed change in by-law was accepted unanimously. Article VI, Section 2:

Current: Regional Committee - Each Regional Committee shall consist of a Chairperson and Vice-Chairperson, elected on an annual basis but limited to two full terms, who will be chosen from Regular Members, plus at least five additional committee members who are representatives of different Regular or Associate Member firms or Personal Members. The Chairperson and Vice-Chairperson will have authority to sign on the Regional bank account. 30 days prior to the AGM the Regional Committee shall meet to elect from their members, within the Region, the Chairperson and Vice-Chairperson for the coming year.

i) Each Regular Member will have one vote. ii) Regional Committees will set Regional functions and participate in educational/training

programs. They will deal with all matters of interest, however approval from the N.B.D must first be obtained for all matters beyond the local territory level.

iii) They may hold any event should it not require National funding however should support be required, the Committee should present an event budget and rationale to the N.B.D for sanction.

iv) No Regional Committee should be authorized to use the name of the Association for any correspondence other than those mentioned above, without the consent of the N.B.D.

Each Committee should be governed by the Bylaws of the Association.

Proposed: Regional Committee - Each Regional Committee shall consist of a Chairperson and Vice-Chairperson, elected on an annual basis but limited to two full terms, who will be chosen from Regular Members, plus at least five additional committee members who are representatives of different Regular or Associate Member firms or Personal Members. The Chairperson and Vice-Chairperson will have authority to sign on the Regional bank account. 30 days prior to the AGM the Regional Committee shall meet to elect from their members, within the Region, the Chairperson and Vice-Chairperson for the coming year.

i) Each Regular Member will have one vote. ii) Regional Committees will set Regional functions and participate in educational/training programs.

They will deal with all matters of interest, however approval from the N.B.D must first be obtained for all matters beyond the local territory level.

iii) They may hold any event should it not require National funding however should support be required, the Committee should present an event budget and rationale to the N.B.D for sanction.

iv) No Regional Committee should be authorized to use the name of the Association for any correspondence other than those mentioned above, without the consent of the N.B.D.

2008 AGM Minutes

Each Committee must be governed by the Bylaws of the Association.

Rationale: Committees must be governed by our By-Laws. Changed the words to „must‟…instead of “should be” Moved to accept by S. Valentine, seconded by D. Couroux. There being no discussion this by-law was approved unanimously.

It is proposed to ADD the following NEW By-laws:


“From time to time the NBD may appoint one ad-hoc, non-voting Director to the NBD.” P. Schwerdt asked about this proposed change, would this be specific to Regular members? M. Soubry responded, no, this was not specific to Regular members, as may be the case for a lawyer to be on the Board due to the Competition Act requirements etc. P. Schwerdt asked to have the committee chair review the wording for the sake of clarity. M. Robbins stated that the by-law was worded that way intentionally. S. Valentine moved to accept this new by-law, seconded by D. Letterio, unanimously approved.

Article VIII, Section 6:

“The Association will manage and report its financial affairs using Accrual Based Accounting Methods under GAAP. Any change to Accounting methods must be approved by a majority vote of the NDB.” M. Robbins moved to accept this new by-law, seconded by S. Valentine, unanimously approved.

Article VII, Section 8:

“Regular Members, Associate Members and all participants in CIFFA meetings, functions or events will observe and comply with all relevant Laws and Acts of Canada.” S. Valentine moved to accept this new by-law, seconded by D. Letterio, unanimously approved. Thank you members for your attention with this arduous task. Respectfully submitted, Mark Soubry Chair 11. Education – D. Burek

Ladies and Gentlemen, the following is my Education Report for the May 2008 AGM.

Year in Review

2007 was an exceptionally busy time for the CIFFA Education team. Along with continuing to offer and refine our current education and training offerings, we successfully launched two major programs: (i) e-Learning Programs for our Module I and Module II Distance Learning students, and (ii) Air Cargo Security Training Programs.

2008 AGM Minutes

Approximately 100 Distance Learning students tested and completed the Module I and Module II e-Learning Programs in 2007. Feedback has been very good, and minor improvements were continually made as participant comments were received.

Based on Transport Canada‟s new Air Cargo Security Initiative, CIFFA developed three new training programs for our members and their 3

rd party service providers. In total, approximately 120 people

participated in CIFFA‟s Air Cargo Security Training Programs in 2007, and we expect much more in 2008, as Transport Canada has now formally launched the Initiative.

In addition, we re-signed our agreement with Seneca College, in which their students use the CIFFA Textbooks in their classes, write CIFFA Exams, and then are awarded CIFFA Certificates. We also continue our agreement with Ashton College in Vancouver, in which they deliver the CIFFA Module I and II Programs to full-time day students, and entered into a new, but similar agreement with Vancouver Central College. These agreements are worth approximately 100 participants each year.

In total, CIFFA Education had over 1,000 participants in 2007, which equates to over 51,000 hours of training and education time.

Professional Education Programs

Over Module I and II programs continue to do well, with approximately 450 students in 2007. This continues to show stability in the number of students participating each year, especially with non-member students growing each year.

We held an Education Strategic Planning session in June, in which the major focus was e-Learning. It was agreed to provide our e-Learning Programs first to our Distance Learning students, to test the electronic platform and contents in a large environment. Since this has proved successful, we will expand the offering for 2008, but not to full e-Learning at this time.

We continue to obtain feedback from participants, and make modifications to program content as applicable.

An excellent note for 2007 is that the costs to develop and deliver our e-Learning Programs have been fully paid for. This is quite an accomplishment; given the total cost was approximately CAD $375,000 of expenses over 2006 and 2007.

FIATA once again validated our Module I and II classroom programs at their World Congress in Dubai, this past October. This not only provides us with recognition in the quality of our educational materials, but also allows our Module II graduates to apply for FIATA‟s Diploma in International Freight Forwarding.

Dangerous Goods Training Programs

Once again, the CIFFA Air Dangerous Goods Training Programs have been accredited by IATA, for the 6

th year in a row. These programs are updated yearly, and incorporate the latest changes to the IATA DG

Regulations.

We continue to offer these programs across the country in a classroom format. In 2007, 171 people attended our Air DG Training Programs, which is a considerable increase from 2006.

CIFFA participates in IATA Dangerous Goods Training Task Force meetings on a regular basis, ensuring content currency and best practices.

2008 AGM Minutes

Our Ocean Dangerous Goods Training Programs continue to be delivered via e-Learning and ongoing feedback from participants indicates it is a success. The e-Learning Programs were updated at the end of 2007, to reflect mandatory changes to the IMO DG Code starting in 2008. In 2007, 140 people attended our Ocean DG e-Learning Programs, which is also an increase from 2006.

Professional Development Workshops

We continued to offer 1/2 day Professional Development Workshops in Vancouver, Toronto and Montreal.

We are reviewing the Cargo Insurance, Export Reporting, Letters of Credit, and Incoterms Workshops, in order to update the contents and to refresh their presentation.

Air Cargo Security Training Programs

CIFFA launched three Air Cargo Security Training Programs in 2007: Cargo Security Coordinator, Authorized Cargo Representative, and General Awareness.

These programs were developed by CIFFA to help our members comply with Transport Canada‟s new Air Cargo Security Initiative. The purpose was to increase the level of air cargo security in Canada, meet the increased requirements of our trade partners (such as the United States), and to secure the whole supply chain in Canada.

CIFFA trained approximately 120 people in Air Cargo Security in 2007, and we feel this is the tip of the iceberg, as Transport Canada has now formally launched their Initiative.

Conclusion

The CIFFA education and training programs are in a very healthy state, finances are in very good order; program contents and offerings are being constantly reviewed and updated; colleges across Canada want to use our materials in their programs; and other associations around the world are enquiring to use our expertise in the industry and education for the industry.

Respectfully,

Doug Burek Director, Education

May I have a member move for acceptance of this report? Moved by C. McKay, seconded by D. Couroux.

Any discussion? This report was unanimously accepted. No Abstentions. 12. Seafreight – C. Gillespie

Dear Members:

The CIFFA Seafreight Committee has had another interesting year and it is perhaps best that we approach this report as a summary of the activities previously reported at each of our national board meetings.

In September we addressed the issue of DG cargo and the continued hope that we could be included in a meeting with Transport Canada and The Shipping Federation to address the issues that had arisen as a result of increased attention to this aspect of transportation. One thing we did confirm was that DG cargo,

2008 AGM Minutes

once discharged at a Canadian Port, is considered to be moving under the domestic rules which govern its movement in Canada. We will continue throughout the upcoming year to try and attend such a meeting to ensure that the paths of communication are clear to Transport Canada to ensure that any incidents are addressed in the most efficient and effective manner. Through our efforts we managed to post as many of the carriers‟ 9000 series codes as we had access to on our „members only‟ site.

We also addressed the issue of the new Bangladesh Port Authorities‟ regulations which affected the responsibility for the payment of origin destination terminal charges and as a consequence would impact importers and exporters dealing with Bangladesh. It is interesting to note that while the commercial nature of this matter seems to be one which is entirely outside the jurisdiction of a port authority, local lobbying by Bangladesh importers and exporters managed to push through this unusual requirement. Again this item was reported in our CIFFA e-bulletin.

We have continued to address many gray areas that have been raised by exporters concerning our export reporting system under the B-13A. Each of these have been reported in our e-bulletin but to summarize; containers initially reported through CAED, a portion of which are rolled to a subsequent sailing need not be re-reported with a new CAED entry but rather the original report number can be used on the subsequent B/L instruction.

The second issue addressed the party responsible for filing the B-13 and this too was confirmed as being the exporter of record i.e. the party that appears on the export transport document as the shipper. In consequence, foreign buyers purchasing goods from Canadian exporters under Ex Works, FAS, FOB, etc. purchase terms should secure non-resident exporter business numbers in order to fulfill the requirement that they file the B-13 in their name. Should however the Canadian supplier be willing to allow his foreign client the use of his business number (note the main problem with which is they are responsible for any AMPS penalties arising out of any errors accordingly) that they be allowed to do so provided the full name and address of the non-resident exporter be clearly indicated as well. One thing that should definitely be avoided is that the forwarders indicate themselves as exporter. This is not permissible.

The third item was the question of the inclusion of the container numbers on the CAED entry for LCL export shipments and again it is now clearly understood that given the fact that this information is not available and it is not possible that it be made available to the LCL shipper in accordance with the filing deadline that it is acceptable that it does not appear provided a correction is made immediately after sailing to reflect the proper container number. It should also be noted that the carrier on the B-13 in the case of a consolidation should indicate the NVOCC‟s name and his 8000 series bond number as the carrier code. By doing so, this enables customs to interdict the cargo if necessary prior to the cargo being loaded into an export container and it is also important that NVOCC‟s ensure that the filing deadlines for B-13‟s focus on the date that the container will be loaded and stuffed such that a container being loaded at an inland location such as Montreal or Toronto for export over Vancouver does not use the 48-hour window for the Vancouver sailing but rather the 48-hour window for the Montreal or Toronto closing. This will ensure that cargo can be interdicted at the inland location rather than have the container pulled for interdiction at the load port, thereby necessitating its partial or complete unloading.

In November of 2007 we addressed the issue of currency and its impact on our members and a manner in which we could address this issue as an association and give our members a practical approach to address same. It took some time but we did finally arrive at something which we agreed would stand the test of the anti-trust concerns as here again this matter and the consequence of the widespread actions against companies and associations worldwide heightened our sensitivity to concerns regarding initiatives which may have appeared to be in violation of our anti-trust regulations. One of the regrettable outcomes of which was the termination of the activities of the NVOCC Working Group which it was felt may have come under scrutiny as a result of these regulations.

2008 AGM Minutes

In January we addressed an issue in our e-bulletin, an issue which continues to be an item of contention; that being the absurd levels of fuel surcharges in some marketplaces. It was encouraging to see the reaction of the conference members in the specific area addressed and in fact more encouraging to see the initiatives on the part of some major world carriers i.e. Maersk Line to bring a level of transparency to the process of arriving at fuel surcharges. I think we can all agree that there is no question as to the price of fuel and the manner in which it impacts our everyday lives. All shippers and receivers have ever asked is that surcharges be addressed as surcharges and that they not become profit centers and that they be adjusted on a regular basis to incorporate the reality of the fact that a surcharge is to address an unusual fluctuation in cost. In the case of fuel surcharges, benchmark fuel prices must be incorporated into base rates on a regular basis for surcharges to maintain any level of rationality.

In January we encountered an issue which gave rise to further communications with customs to address the application of security seals to containers inspected by Canada Customs and resealed. The issue here dealt with problems encountered as a result of the fact that the seals used by Canada Customs are not security/bolt seals and as a consequence if these containers are loaded to a destination where this is a requirement, penalties and/or significant expenses could be encountered by the shipper even though they had applied the necessary seals and they were in place when the containers were put into the care and custody of the ocean carrier. It now appears that Canada Customs will replace their traditional seals with an appropriate security/bolt seal as U.S. Customs did some years ago.

We also raised concerns over a notice issued by OOCL referring to their intent to charge a fee of $100.00 per seal for the replacement of any damaged or missing seals upon the containers‟ arrival in Antwerp. Our position on this was that if the container was received at the port of loading in Canada with the seals intact and in good order as evidence by their inclusion in the seal numbers reflected on the marine bill of lading, then any subsequent loss or damage to the seal in question would have occurred while in the care and custody of the ocean carrier and in consequence it could hardly be suggested as being the responsibility of the shipper to pay to replace same.

In March of 2008 we addressed concerns that remain worrisome with regards to initiatives on the part of certain carriers to either reduce or do away with the payment of the forwarding agent‟s commission. While it seems clear that in the United States at least, under FMC Regulations carriers that are members of a conference are not permitted to pay any less than 1.25%. Those which are not can take whatever actions they choose. There is no question in this day and age that the role of the freight forwarder has become even more critical to most importers and exporters given the continuing the trend to staff reduction and lack of skills on the part of ocean carriers and their agents. The carriers themselves should welcome the services of the freight forwarding community in facilitation their functions and the payment of the paltry level of 1.25% - 2.5% hardly seems unreasonable provided the forwarder adds value to their process.

We must also acknowledge the fact that there are also alternatives to carriers such as Hamburg Sud who do not pay commissions to their South American destinations and we need to promote the use of these alternatives.

We also addressed the issue of the absurd length to which ocean carriers have gone in announcing new fees and in fact creative surcharges, one of the most obvious being the bill of lading fees which are tantamount to asking someone to pay for the signed copy of the contract that you have just entered into for an undertaking between two parties.

Here again, it is our belief that if viable electronic alternatives exist for filing bill of lading instructions through portals such as Cargo Smart, INTTRA, GT Nexus, etc., then it should be clear that these fees are waived in those instances.

2008 AGM Minutes

The final two items we addressed at our March meeting were an initiative on the part of CFIA to promote the use of electronic processing on phytosanitary certificate requests and their undertaking a study on this with regional meetings to address concerns. I attended the one held in Montreal and was encouraged to see that this initiative could in many ways facilitate this process to the benefit of both the CFIA and those who require phytosanitary certificates. One point that I raised at the meeting in Montreal was that it would be important to avoid re-inventing the wheel and that they should consider that existing systems such as the CAED System could be studied as a template for their requirements. I am also pleased to report that it is customs‟ intention to issue a further D Memo concerning export reporting and the requirements related to same. This is a consequence of the railways once again requesting printed copies of B-13‟s when containers are returned to their inland terminals. B-13‟s are not letters of instruction, they are an official Canadian Government document and paper copies are not required when filed using the CAED System, the EDI System or in fact where a shipper is under summary reporting. No one objects to the right of the railways to secure the information they require but there are a wide variety of ways in which to transmit this data and while in the distance past the B-13 provided the perfect vehicle to do so as it had to be issued in a paper format, this is no longer possible and the consequence of this requirement on the part of the railways has led to AMPS penalties to forwarders and duplications of export filings which are unacceptable.

In closing I would like to ensure that everyone is aware that your Seafreight Committee is here to serve your need and we welcome your raising issues of concern either directly with your chairman or the secretariat and we will endeavour to address each and every one of the issues as they arise.


Christopher J. Gillespie

May I have a member move for acceptance of this report?

Moved by S. Valentine, seconded by G. Vince. There being no discussion, this report was unanimously accepted. No abstentions. 13. Airfreight – G. Vince One of this year‟s key Airfreight initiatives is IATA‟s e-freight pilot project. The e-freight initiative is focused on the development of a paper free environment within the air cargo sector, the vision and mandate are:

VISION: Paperless

No requirement to produce or transport any paper documents for any purpose at any time (primary and secondary process)

MANDATE: Paper Free

Environment in which industry does not need to transport paper in parallel with the freight, but there may be a requirement to produce this paper in original, copy or printed e-document form for some authority or process.

IATA e-freight: Delivers a paper-free industry to reduce paper-work (i.e. cost of processing paper, including data quality). IATA e-freight is not paperless.

The key deliverables for this group include (but not limited to):

Cost reduction

Security

2008 AGM Minutes

Harmonisation and standardisation

Service to the end customer Participants within this pilot include:

Airlines Forwarders Customs Brokers Customs FF Associations IATA Local e-freight Implementation Manager + Regional Cargo Director

Since the inception of the pilot project in January 2008 there have been over 1000 masterbills and 3500 housebills shipped in a paperless environment.

CIFFA continues to be involved in discussions around the GTAA rent payments and the high cost of landing fees in Toronto. CIFFA is currently participating in a joint working group who are meeting with the various government ministries to lobby for the reduction or elimination of airport rent fees which currently account for approx 60 million in Government revenue. These costs relate directly to the landing fees currently being assessed by the airport. Reduction in airport rent would lead to reduced landing fees which would further incentivize carriers to service the Toronto International Airport.

Respectively submitted.

Gary Vince Airfreight Chair


Moved by A. Gumboc, seconded by D. Letterio. No discussion, this report was unanimously accepted. 14. Security – G. Vince

Transport Canada has made some significant progress with components of the Air Cargo Security (ACS) Initiative that are designed to more efficiently and effectively identify high-risk air cargo and improve security along the supply chain.

Launching the Regulated Agent (RA) Program and the Secure Supply Chain Management System (SSCMS)

Following consultations with air carriers and freight forwarders operating in Canada, Transport Canada will be officially launching the Regulated Agent (RA) Program and the Secure Supply Chain Management System (SSCMS) which includes the Registered Shipper Program of the ACS Initiative on June 2

nd, 2008.

Recognition as a Regulated Agent within Canada‟s air cargo supply chain includes four key steps:

A signed Memorandum of Understanding (MOU) with Transport Canada that lays out the terms and conditions of participation in the RA Program.

Registration with the Secure Supply Chain Management System (SSCMS) which requires the submission of basic corporate information and shipper data.

Completion of a site-specific Security Assessment and Characterization Questionnaire (SACQ).

Preparation of site-specific Air Cargo Security Plans (CSP) following guidance provided by Transport Canada. (NB: CSPs must be reviewed and accepted by Transport Canada who will conduct inspection activities to verify compliance).

2008 AGM Minutes

Benefits of Participation

Simply put, participating in Transport Canada‟s Regulated Agent Program will ensure that participating freight forwarders and shippers‟ cargo and mail will be processed in the most expedient manner possible.

Participation in the ACS Initiative and registration as a Regulated Agent will produce the following benefits:

Recognition by Transport Canada and the security regimes of other countries.

Increased staff, company, and industry and aircraft protection.

Reduced delays related to security issues.

Increased interoperability with domestic and international supply chain partners.

Increased client confidence.

Loss prevention and reduction.

Opportunity to participate and become familiar with the type of performance standards that may be expected in the future as countries further tighten their security requirements.

Respectively submitted,

Gary Vince Air Cargo Security Chair


Moved by S. Valentine, seconded by D. Couroux. There being no discussions this report was unanimously approved. D. Lucky could not be in attendance today, therefore C. McKay was asked to present Don‟s report. 15. Customs - D. Lucky

Dear Members:

The Customs portfolio continues to be very active and will continue to be that way during the course of the New Year. CIFFA has been working with the CBSA on a number of initiatives, some of which will not be completed for a few years

The E-Manifest project is moving forward aggressively in an effort to be completed in the five year time frame that has been established. The working group which includes representation from Ciffa has held several meetings, some of which cover a two day period. The first stage in the E-Manifest implementation is for the highway mode to be followed by the other modes as soon as possible.

The AMPs review project is currently developing the basis on which the reduction in the number of penalties is achieved. In addition, a formula is being devised as a basis for setting the penalty amounts rather than doing so arbitrarily. The review has been under way for some time. It is hoped that this initial stage will be presented to stakeholders for consideration in the fall. The review will continue for some time as some of the adjustments must wait for legislative amendments before they can be implemented.

Customs is also undertaking a review of broker licensing and account security. A number of proposals have been made which Customs is examining, bearing in mind their need for risk management.

Examination of export cargo by Customs has created problems including the application of penalties by foreign customs authorities for errors in the documentation. Cargo was being examined with the original seal replaced by Customs with a ball seal, but the change to neither the seal number nor the fact that Customs had examined the shipment was indicated on the bill of lading. Security seals were not replaced

2008 AGM Minutes

with a like kind thereby increasing the risk to cargo. Customs have agreed to make changes to overcome these issues.

The PIP program is currently being revised with the intent being to have it recognized as compatible with C-TPAT. All currently approved parties will be required to re-apply.

These represent the issues which are of primary concern to CIFFA this year.


Don Lucky Immediate Past President


Moved by P. Schwerdt, seconded by D. Letterio. No discussion, this report was unanimously accepted. The President asked C. McKay to stay at the podium, to accept a gift on behalf of D. Lucky. As is the case when the current President ends his two year term, he becomes the Immediate Past President, and this was the case with Don Lucky last year, but unfortunately the engraved tray was not available for presentation. Therefore it is with sincere appreciate that this tray is presented to Don this year. Thank you Don, for your contribution as CIFFA President. C. McKay graciously accepted the gift on Don‟s behalf. 16. FIATA - B. Gottlieb

Good afternoon Ladies and Gentlemen:

Our international association remains strong and continues to grow, and increase its realm of influence globally. 2007 as the first year our complete membership became individual members of FIATA, and each receives the newsletter and FIATA information on a regular basis.

FIATA has almost 6000 individual members in 150 countries and 106 associations in 98 countries, this year its membership will be bolstered with the welcome of 12 national associations from Latin America.

CIFFA remains extremely active in FIATA, Chris Gillespie chairs the Multi-Modal Transport Institute and myself as FIATA President. For the second time in three years, the FIATA Young Freight Forwarder of the Year Award was won by the CIFFA entrant.

I urge all members to join their global colleagues in Vancouver from September 22 – 26, where CIFFA is co-hosting the FIATA‟s annual World Congress, full information can be found on both the CIFFA and FIATA websites.

Members should not procrastinate, as we have arranged a special registration fee of $850.00 which is available to those who register before June 30

th.

I would also like to thank our members who have graciously agreed to be sponsors of this event.

Vancouver Airport Authority

Vancouver Fraser Port Authority

Air Canada Cargo

Avalon Risk Management

2008 AGM Minutes

Canadian Sailings

Port of Montreal

Swiss World Cargo

Emirates Sky Cargo

Oceanwide

CargoWise edi

The Shipping Federation

And to recognize the time and effort of the organizing committee, Marilyn Massoud, Bob Walker, Craig McKay, Chris Gillespie and myself.

So please mark your diaries to be in Vancouver the week of September 22 and register on line soon. Respectfully submitted William Gottlieb CIFFA Director and FIATA President


Moved by D. Couroux, seconded by S. Valentine. This report was unanimously accepted. CIFFA‟s legal counsel, Gavin Magrath was called on to present his report.

17. Judicial – G. Magrath

Dear Members:

1. Cargo Security: development of Transport Canada‟s new cargo security program has moved into the implementation phase. It is very important that members stay abreast of these developments and CIFFA has been very successful both in working with TC at the development stage and providing education services to members throughout. An expert panel discussion on security is a component of this meeting and all members are encouraged to stay, listen, ask questions, and provide feedback.

2. UNCITRAL: In January 2008 the United Nations Commission on International Trade Law (UNCITRAL) adopted the draft convention on the Contract for the International Carriage of Goods Wholly or Partly by Sea - commonly referred to as the “UNCITRAL Convention”. The draft convention has spent well over 5 years at the working group level: the next step is for the draft to be approved by annual meeting of the Commission in summer 2008, and then to the General Assembly for adoption. It will come into force one year after it has been formally adopted by 20 member nations. Significant concerns remain, particularly around provisions allowing parties to volume contracts to contract out of convention limits, and its ultimate ratification and coming-into-force are by no means certain.

3. Anti-Trust investigations: Members will recall that in late 2007 competition regulators in the US and EU commenced proceedings against a number of international forwarders. There was concern that this could spread to Canada and involve not only members but also CIFFA itself. Competition counsel has been retained but at present there is no evidence that Canadian authorities intend to follow their American and European counterparts.

4. Departure of Executive Director: At the same time as these investigations were ramping up, irreconcilable differences between the Board and then-Executive Director obligated the Board to terminate his contract. A severance package was offered but rejected, and so it is likely there will be some litigation and, with litigation, some exposure.

2008 AGM Minutes

5. Boutique Jacob: The Federal Court of Appeal recently reversed the Trial decision in this important case. The original decision prevented CP Rail from enforcing its tariff limitations against the plaintiff cargo interests because of a section in the Railway Act requiring such limitation to be in writing and signed by the shipper. On Appeal, the Court found that the ocean line, not the cargo interest, was the shipper vis-à-vis the railway, and that the limitation was enforceable based on their confidential agreement. The ocean line, as carrier for the actual shipper, was entitled to subcontract on reasonable terms, including the standard Himalaya clause and the railway‟s tariff.

6. LEI v Canada Garlic: In this recent Summary Judgment decision the Federal Court confirmed that a forwarder can adopt and rely on the CIFFA standard terms. Of particular importance in this case were terms establishing that the forwarder acted as agent only, and was entitled to payment without delay or set-off based on counterclaim. I am pleased to note that I myself had the opportunity to make the successful arguments on behalf of the forwarder. G. Magrath reminded all members to reference the CIFFA STCs and present them to their customers.

Gavin Magrath Magrath O‟Connor LLP

R. Walker asked to have this report accepted.

So moved by D. Letterio, seconded by R. Bourque, there being no discussion or abstentions, this report was unanimously accepted. 18. Ways and Means - M. Soubry Ladies and Gentlemen: The group insurance program with CG&B has been very beneficial for CIFFA members and their employees. The exclusive, no-cost and non-binding agreement with CG&B insurance has provided significant discounts on home and auto insurance for our members across Canada. Individuals have realized savings in the range of 35-50% off their existing personal insurance costs. We urge you to reiterate this opportunity to your staff for further consideration. There are no other developments to report at this time. The Ways & Means Committee will continue to seek ways to enhance value for CIFFA by attracting sources of revenue, or delivering cost saving programs to our members. Respectfully Submitted, Mark Soubry, Chair

May I have a member move for acceptance of this report? Moved by D. Couroux, seconded by R. Bourque, unanimously accepted. As M. Bibeau is travelling overseas and could not be in attendance today, D. Letterio will present his report.

19. V.P. I – M. Bibeau

Dear National Board of Directors and Members,

2008 AGM Minutes

It has been a challenging year for our industry and needless to say, the National Board and Directors have been very busy. We have launched many initiatives, predominantly focusing on ocean transportation, rail transportation, BAF, CAF and floating bunker. CIFFA has taken an aggressive stance, while working with CTSA, to initiate open dialogue and transparency with ocean carriers. We have met in a closed and open forum over the last year and emphasized that carriers must improve their efforts to inform the public of their GRIs, BAF, PSS and surcharges. The present practice has little integrity and the present process is costing our membership millions of dollars in administration and man hours in order to continuously update published rates. Often these rates do not materialize or reflect, even remotely, actual market conditions. We have made progress but are not satisfied with carriers‟ actions to date. We will continue to discuss and promote our position on behalf of the membership with expectations of a win-win solution for both parties.

Ocean Carriers – BAF

The exporters and importers are still baffled by BAF. Industry analysts have conducted extensive study of fuel surcharges based on present fuel costs. The results suggest considerable differences vis-à-vis carriers‟ published rates. The Delta in some cases was staggering with carrier rates rising hundreds of dollars above analysts suggested costs. This further validates our initiative of transparency with CTSA and collaboration with the membership. The industry is not naïve or ignorant to oil prices rising to record highs in the last twelve months. With this trend continuing, it is imperative that carriers become transparent to reflect true costs on BAF and maintain the integrity of pricing in a fair manner. The market should be proactive, informed and cautious with respect to the floating BAF and surcharges they accept.

We also initiated open dialogue with the railways, CP and CN, on the challenges and delays the membership faces on a continuous basis, due to congestion, railcar availability, faulty railcars, etc. This places extreme pressure and increased cost and liability on our membership, in respect to their clients and the resulting extended delays they in turn face. The situation has improved over the last six months but we must continue to pressure the railways in order to improve service to a level that is consistent and respectful of published transit times. We have also challenged the rail and steamship lines to be accountable for extended delays by incurring financial penalties. Our membership is exposed and liable to very short lead times for the removal of containers from the container yard: 24 to 48 hours. If this window is not respected, we are subject to a $150-$225/day charge. We have asked the railways and carriers to consider imposing credits to the membership for extended delays of over one week. At that time, our request was outright refused and not up for consideration. We will continue our discussions and negotiations.

The National Board and Regional Directors of CIFFA are committed to work diligently on individual issues that impact our membership whether they are governing laws, security or infrastructure challenges. We have another aggressive year ahead of us during which we will continue to fight for our membership‟s best interest.

This concludes my annual report.


Marc Bibeau V.P. I

May I have a member move for acceptance of this report? Moved by M. Robbins, seconded by P. Lobas. There being no discussion this report was unanimously approved, no abstentions.

2008 AGM Minutes

20. Public Relations – P. Lobas

Ladies and Gentlemen:

Public Relations at CIFFA comprises of four key components, E-Bulletin, Education, Director-Secretariat activities and Print Media.

The CIFFA E-Bulletin continues to provide our members with timely industry information while providing CIFFA with its most effective public relations medium. While providing insight to various issues affecting our industry the E-bulletin continues drive new regular and associate members to CIFFA.

Education offerings continue to evolve providing our members more choice in what education courses to take and how to take them. CIFFA DG and the CIFFA 2 year education programs are now available in classroom or online. Timely seminars covering letters of credit and claim processing continue to be provided to our members across the country.

Your Directors and Secretariat have been very busy representing CIFFA members by participating on numerous regulatory committees, industry committees, FIATA meetings across the country and around the world. In addition, CIFFA Directors and its Secretariat have been attending, chairing, and speaking at industry seminars and functions. A complete list of activities for the year was published in the latest Forwarder News which was distributed to all members. These activities continue to provide CIFFA and its members with the profile and clout in the industry confirming that CIFFA is the Voice of the Freight Forwarding Industry in Canada.

CIFFA continues to use Print Media as another avenue of raising the profile of our Association and its members. We have continued our popular full page advert ‘You Deserve the Best’ in various industry publications listing all current regular members. CIFFA Education courses are also advertised through Print Media.

Respectfully Submitted by:

Paul Lobas Public Relations Chair


Moved by S. Valentine, seconded by G. Vince. As there was no discussion, this report was unanimously Accepted.

21. Membership – P. Lobas

Dear Members:

Your Association‟s directors and Secretariat continue to represent its members in all facets of the business including Education, Regulatory, and Carrier issues here in Canada and around the world. As you have heard through all the various reports presented today, your Association has been working very hard this past year providing maximum return for your membership dollar.

CIFFA has realized a 10% increase in membership in each of the last 3 years and membership in CIFFA continues to grow. Our current membership levels stand at 219 Regular Members and 119 Associate Members.

2008 AGM Minutes

CIFFA has implemented a targeted approach to solicit new members with new brochures, advertising and personalized follow up. We are hoping that the FIATA Congress in Vancouver will also provide CIFFA with more visibility and the opportunity to attract new members. CIFFA has set a goal of 235 Regular members and 124 Associate members for the 2008 calendar year. At time of writing there were 6 pending new Regular Members and 7 pending new Associate Members.

Respectfully Submitted,

Paul Lobas Membership Chair


Moved by S. Valentine, seconded by M. Soubry. No discussion or abstentions, this report was unanimously accepted. 22. Ethics & Standards – D. Letterio

Dear Members: The ethics chair was engaged in two separate incidents surrounding Personal Effects shipments with two of its members.

These incidents where investigated and resolutions where reached where required.

To the chair‟s knowledge, for 2007, there are no other incidents outstanding and members appear to be in good standing as it relates to CIFFA Ethics & Standards.

Respectfully Submitted,

D. Letterio Chair


2008 AGM Minutes

Moved by B. Gottlieb, seconded by P. Lobas. No discussions. This report was unanimously approved, no abstentions. 23. Regional Reports

a. Central – W. Trudeau Dear Members: CIFFA Central Region is in good financial standing. Central Region is hosting the AGM Golf Tournament on Wednesday, May 28, 2008 at Royal Woodbine Golf Club. It will be a shotgun format with a minimum of 144 golfers. The Central Region Forwarder‟s Choice Awards Dinner will be held on Thursday, May 29, 2008 following the AGM and attendance is expected to exceed 650 guests. Central Region will be holding its graduation boat cruise on Thursday, June 12th. Graduates within the region are invited to attend free of charge as a guest of CIFFA while their guests can attend at a marginal fee. We expect a minimum of 113 graduates with more potentially after makeup exams. The Region‟s fall golf tournament is booked for Wednesday, September 10

th at Kleinburg Golf and

Country Club. I have decided to step down from the role of CIFFA Central Chair after several years. It has been an honour to serve the membership during my time in this position. At the April meeting the CIFFA Central Committee nominated and confirmed Steve Valentine of Cargo Alliance as the Central Chair for the upcoming term. They also nominated and confirmed Skip Hughes of Carson International as Vice Chair. With the resignation of 2 committee members we have added Joe Cappiello of SDV Logistics and Joe Chan of Rutherford Global Logistics. Respectfully submitted, Wendy Trudeau CIFFA Central Region Chair May I have a member move for acceptance of this report? Moved by S. Valentine, seconded by R. Bourque, This report was unanimously approved, no abstentions. CIFFA would like to recognize Ms. Trudeau for her dedication to the Region and the National Board during her tenure, and offer her our sincere gratitude. b. Eastern – J. Kennedy As the Eastern Chair is not present today, R. Walker read the following report. Dear Members: The FCA for Eastern is June 11 and is taking shape very well. We have a good committee of volunteers who have contributed a lot of time and energy to making this event a success. At this time we are at 250 seats and sponsorship is good.

2008 AGM Minutes

With the enthusiasm of the committee we are looking forward to holding a fall golf tournament. Submitted by: Jennifer Kennedy Eastern Chair May I have a member move for acceptance of this report? Moved by D. Letterio, seconded by B. Gottlieb. Unanimously approved with no abstentions. c. Western – A. Gumboc Dear Members: 2007, another busy year in the Western Region. Most Freight Forwarders are very busy as both Import and Export continues to grow. Port of Prince Rupert opened to container vessel on October 30, 2007. I had the chance to see the first container vessel docked on Port of Prince Rupert. This helped to reduce some congestion at the Port of Vancouver. Both Craig Mckay and I sit on the Fraser Port Authority Container Stakeholder Committee. The committee meets on a monthly basis and discuss the current status of the Port of Authority in regards of environment, truck initiatives, port congestion, off dock in regards of import and export. Canadian ILWU Negotiations went very well and the contract has been signed. For the next 2 years, the labour at the West Coast Ports should be stable.

Our Education Programme which is taught at BCIT was successful. We had over 70 students participated on the CIFFA Program. We expect to have similar numbers again next year as our student base prefers the classroom setting as opposed to e-education. Respectfully submitted by: Amy M. Gumboc Western Region Chair May I have a member move for acceptance of this report? Moved by S. Valentine, seconded by R. Bourque. There being no discussion this report was unanimously accepted.

24. Election of the National Board of Directors – M. Soubry

There are 6 positions up for renewal consisting of a two year term.

Current directors who were holding these positions have agreed to stand again are:

Bob Walker, Carson Inc., Montreal

William Gottlieb, David Kirsch Forwarders, Montreal

Chris Gillespie, Gillespie-Munro Inc., Montreal

Craig McKay, Rutherford Global Logistics, Vancouver

2008 AGM Minutes

Richard Bourque, Schenker of Canada Ltd., Montreal

Paul Lobas, ITN Logistics, Calgary There is one position up for election and has a one year term remaining, due to a resignation from the Board.

CIFFA asked the membership to put names forward to be elected to the NBD, the following people submitted their names with the appropriate five member company proposers: Roberta Strange, Vice President of Vertical Industries (Automotive/ Pharma/ Hi Tech), Panalpina, Toronto has submitted her name to CIFFA as a nominee to the National Board of Directors.

Denis Couroux, Directeur des Projets / Director - Projects of Mercator Transport International, Montreal has submitted his name to CIFFA as a nominee to the National Board of Directors.

In light of the fact that we have 8 nominees for the 7 positions on the Board, an election is necessary. Please ensure you all have one ballot per Regular Member company for this vote. I will ask the scrutineers to collect the ballot and together with the Secretary Manager, the votes will be counted. A five minute recess will be allowed to perform this duty.

I am pleased to announce the names of the 7 directors:

Bob Walker, Carson Inc., Montreal

William Gottlieb, David Kirsch Forwarders, Montreal

Chris Gillespie, Gillespie-Munro Inc., Montreal

Craig McKay, Rutherford Global Logistics, Vancouver

Richard Bourque, Schenker of Canada Ltd., Montreal

Paul Lobas, ITN Logistics, Calgary

Roberta Strange, Panalpina Inc., Toronto I thank Mr. Couroux for submitting his name to the ballot. I confirm that the ballots will be destroyed. I ask that these directors be approved to the National Board of Directors.

Moved by D. Letterio, seconded by B. Gottlieb. These directors were unanimously approved to the National Board, no abstentions. Congratulations Directors, and thank you members for performing your duty here today.

Finally, I beg your indulgence for two more items. Namely:

25. Banking Motion

It is proposed that the President, Secretary, Treasurer and Executive Director of the Association be authorized to carry out the responsibilities of all financial transactions on behalf of the Association with the co-signing of cheques and other activities by any two of the aforementioned and in accordance with our by-laws.

Moved by D. Letterio, seconded by M. Soubry. There being no objections this motion was unanimously approved.

2008 AGM Minutes

26. Appointment of Auditors

I would now like to entertain a motion to again appoint Hinchcliffe, Sapi – Chartered Accountants LLP of Toronto as the Auditors for the fiscal year 2008 at remuneration to be fixed by the Board of Directors.

Moved by P. Schwerdt, seconded by S. Valentine. There being no objections this motion was unanimously approved. 27. 60

th Annual General Meeting

Next year‟s AGM will be held in Toronto, co-hosted by Central Region, more details will be publicized early next year. 28. New/Other Business

There being no further business this meeting was adjourned.

29. Adjournment Motion to adjourn, so moved by D. Letterio, seconded by: S. Valentine. Unanimously approved, no abstentions.

Thank you, Ladies & Gentlemen. This Annual General Meeting is adjourned at 15:00 hours, May 29, 2008.

Recorded by: Marilyn Massoud, Secretary-Manager Posted to CIFFA website June 25, 2008

minutes of the canadian international freight forwarders ... · serving the freight forwarding...

Documents