Astor Theatre board responds to members’ concerns before upcoming AGM

John Simmonds, chairman of the Astor Theatre Society, addresses a members’ meeting on Thursday at the Liverpool theatre. (Rick Conrad)

The board of the Astor Theatre Society on Thursday clarified who can vote and who can be nominated to its board at its upcoming general meeting.

Some members who signed up in the past two months were concerned that the Astor would not allow them to vote. 

About 50 people turned out for the members meeting on Thursday evening at the theatre. Board chairman John Simmonds explained that all members in good standing will be able to vote at its upcoming annual general meeting.

“There’s been controversy over conflicting bylaws and conflicting interpretations and we’ve tried to remain as quiet as we could on those issues. But it was necessary to do a lot of research to make sure we were on good ground in what we were proposing. Every member who is in good standing who is over 18 years of age and a resident of Nova Scotia can vote at the AGM.”

The meeting was held in response to a request from the ad hoc group Queens County Community Theatre Advocates. That group was formed after the resignation of associate artistic director Ashley-Rose Goodwin in March.

The group said it was concerned about recent decisions made by executive director Jerri Southcott and the Astor Board. The group said that as Astor members they wanted  to hold the board accountable.

In an April 25 update to the group’s members, one of the founding members of the group Kevin Colwell wrote that the Astor appeared to be taking a “restrictive” approach to voting at the upcoming AGM. He said that in discussions with the Astor, it appeared they were planning to prevent anyone who became a member after Dec. 31, 2023 from voting.

He called on group members to attend the May 2 members meeting and the May 9 AGM.  

About 50 people were at the Astor Theatre in Liverpool on Thursday evening for a meeting on voting at the upcoming annual general meeting. (Rick Conrad)

The issue over voting arose because of confusion about which set of bylaws was valid.

Simmonds said Thursday that until the board did a “deep dive” into their archives, even they were unsure of the proper voting procedures. So they hired Marjorie Hickey, a lawyer with McInnes Cooper in Halifax, to look into it and give an opinion.

“It outlines in great detail exactly what all the steps were, how the three sets of bylaws compare and contrast, where we stand legally now. And she has confirmed through case law and others that we are in good position now using the 2017 bylaws.”

As a result of that legal advice, the Astor has also changed the date of the May 9 AGM to June 24.

According to its most recent bylaws, the Astor will appoint people to replace three directors who resigned in the past couple of months.

There will be four open spots on the board of directors at the June AGM. Any member can be nominated to sit on the board.

“So hopefully this will set the record straight on where we stand and where we propose going with all of this,” Simmonds said. “It will be a true democratic process at the AGM in terms of nominations. We look forward to having many of you putting your name forward.”

Some members of the Queens County Community Theatre Advocates were at the meeting. But they didn’t want to comment until they could read the lawyer’s report to the Astor.

Simmonds said after the meeting that he believes it addressed many concerns from community members. He said the board believes it’s on solid legal ground.

“We’re very comfortable that we’re in good shape now with our current bylaws. And that allows us to move forward and alleviates a lot of the issues and controversy brought to us by the community,” he said in an interview. 

“It clarified things that we didn’t know ourselves. So it was new to us. So once we digested it all ourselves and came up with a final conclusion verified by the lawyer, … all the rest of what went on in the past is not really relevant now.”

Simmonds said the Astor will announce the new appointed members of the board in the next week. He said it will also send notice about the June 24 annual general meeting to all members and advertise it in local newspapers and online.

Email: rickconradqccr@gmail.com

Listen to the audio version of this story below

Winds of Change to reconsider merger with Astor Theatre

Nick Moase is the acting chairman of the Winds of Change theatre group. (Rick Conrad)

The Winds of Change theatre group is holding a meeting on April 20 to discuss whether to end its year-long merger with Liverpool’s Astor Theatre.

Nick Moase, acting chairman of the Winds of Change, said in an interview Wednesday that he called the meeting in response to concerns about recent controversy around the Astor. Moase is also the technical director for QCCR.

“I really want to make sure the community either wants to rescind this motion to become a part of the Astor Theatre and re-form as a society or if we are still comfortable going ahead and finishing up the merger with the Astor Theatre.”

Winds of Change Dramatic Society members voted to merge with the Astor Theatre Society in February 2023. The idea was that the group would become a subcommittee of the Astor and bring along its $29,000 legacy fund to be used for theatrical productions at the theatre.

But recently, members and former members of the group wanted to re-examine the relationship. Ashley-Rose Goodwin resigned as the Astor’s associate artistic director this March, shortly after the wrap of the Stephen Sondheim musical Follies. Goodwin was also the director of that show.

After her resignation, a group of people lobbed several accusations about how the Astor was being run. One of them was a concern about what would happen to Winds of Change and its legacy fund.

“I do want to make it clear, some of the concern that came out of the community was that the Astor took off with our money after the Follies. And that’s not the case,” Moase says.

“I have assurances from the operations manager of the theatre that the money was replenished to what it was. So the Follies up to and just after the production, actually I think was a success in terms of the merger. The name was used properly, the money was used properly, we didn’t have to pay rental for the space.”

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The idea of Winds of Change merging with the Astor had been discussed for years. 

Moase says the group’s legacy fund was kept in a separate line item on the Astor balance sheet and used for paying expenses in mounting productions at the theatre, such as costumes, sets and securing rights to plays. The Astor would then reimburse the fund from ticket sales and pocket any profit.

The Winds of Change would benefit by no longer having the expenses of running a non-profit society, such as insurance and renting the Astor for its productions.

After the decision to merge with the Astor, the Winds of Change Society stopped operating as a separate entity. It has no bank account, and it is not a recognized society on the Nova Scotia’s Registry of Joint Stock Companies.

Moase says it’s not a problem to relist the society with the registry, if the group’s membership decides to rescind the merger with the Astor.

“This meeting, it is the community telling us, the Winds of Change, what they want. And if they want to re-form as a society, get some names of people who are interested in joining, and then we start the process of getting everything squared away with the joint stocks … and then once that’s done we need to open a bank account again, we need to get directors insurance again. Then we can start (signing up) official members, making motions and getting back to the process of making plays at the Astor.”

Moase says that he planned to work on the terms of reference to complete the merger after Follies was over. 

“The merger it’s been a little slow, it has been on my shoulders and due to some things going on in my own personal life, and the fact that I was the lead set designer and builder for Follies, things have been a bit slow so we hadn’t finished all of the merger process, the terms of reference, that sort of thing.”

He says the Astor board has told him they would like to continue with the merger. But that depends on what is decided at the April 20 Winds of Change meeting.

Moase said he also wanted to address two other issues that arose after Goodwin resigned and Follies wrapped.

Some members were upset that the Astor would not pay for a party at the Liverpool Curling Club. And they were irked that the Astor forgot to mention and thank the Follies cast and crew in its monthly newsletter, sent April 2. 

“In isolation they’re minor, but as a part of the whole of what’s going on, people have really latched on to it a bit,” Moase said.

“I do think they are things we can work through. This is our first production as a sub-committee under the Astor. Of course we’re going to have things we need to iron out.

“And if you look at the framework that we’ve drawn up for our merger, we never talked about cast parties. So it’s something that we’ve usually had in the past, we’ve usually funded out of our profits that we made out of the shows, but we never mentioned it to the Astor that this is what we do. Again, I think this is something we could have overcome in the future.”

When asked if it could be seen as an honest mistake, he said: “In my view, it is.”

Jerri Southcott took over as the Astor’s executive director on Feb. 5. In a special newsletter to subscribers on April 3, she issued her “sincerest apologies” for the omission of Follies in the newsletter the day before.

“This oversight was in no way intentional, and I want to take this opportunity to express my deepest regret for any disappointment or frustration it may have caused. The dedication and talent of everyone involved in Follies deserved to be celebrated and recognized, and I am truly sorry for failing to do so.”

As for the cast party, Southcott says her personal philosophy is that she doesn’t believe it was an appropriate way to spend donated money, and that in her experience with non-profits, she prefers to see most of the money returned to the organization.

She says she consulted with the board at the time. Because she is new in the job, she says, she hasn’t been making any significant decisions without consulting them first.

Moase says he doesn’t know if he will continue on the board of the Winds of Change. He says he believes the merger with the Astor is still worth pursuing.

“I really have to see how this meeting goes and see how the community feels. I have to admit, everything that’s been going on, it’s caught me off guard. I didn’t expect it and I’ve had trouble keeping up with everything that’s been going on.

“I don’t know what the sentiment is. I’m not even sure what people think of me as part of this because i’ve been working on this merger for so long. Nobody’s messaged me or has messaged me very little directly to confront me about any problems. I genuinely don’t know what direction we’re going, so I really have to see what happens at that meeting.”

The Winds of Change meeting is scheduled for Sat., April 20 at 1 p.m. at Queens Place Emera Centre in Liverpool.

Email: rickconradqccr@gmail.com