The meeting was called to order at 7:13 p.m. with Chris Cope as Chair and Graeme Beckett as Secretary.
Board members present:
Alan McRae (fl334)
Treasurer
Mark Mielke (al278)
Christopher Cope (bz787), President/chair
Graeme Beckett (aw958) Secretary
Jim Nubel (fm776)
Gary Eikenberry (aa353), 2nd Vice-president
Don Francis (ba990)
Regrets:
Shing Kwong Lee (ez191)
Mary Anne Dugmore (er983), 1st Vice-president
NCF Management/Staff present:
John Selwyn (es347), Executive Director
Once around the table . . .
Informal pre-meeting conversation, with Directors taking turn
offering personal views and commentary on interesting things
that might not make it to the Agenda.
Quorum was confirmed.
MOTION: That the agenda be adopted as is.
Moved by: Jim Nubel (fm776)
Seconded by: Gary Eikenberry (aa353)
VOTE: All in favor.
VOTE: Carried.
MOTION: Accept the minutes of the January 2008
meeting as is.
Moved by: Alan McRae (fl334)
Seconded by: Gary Eikenberry (aa353)
VOTE: All in favor.
VOTE: Carried.
MOTION: That the Board approve and advance the following motion relating to ratification of contracts, resolutions, remuneration etc. to the NCF 2008 AGM for consideration by the members:
MOTION: Be it resolved that pursuant to By-law 15 of the National Capital FreeNet, all resolutions concerning the remuneration of agents, contractors and employees passed by the Board of Directors of the National Capital FreeNet since the prior Annual General Meeting be confirmed.
15. A reasonable remuneration for all officers, agents and employees and committee members may be fixed by the board of directors by resolution. Such resolution shall have force and effect only until the next meeting of members when such resolution shall be confirmed by resolution of the members, or in the absence of such confirmation by the members, then the remuneration to such officers, agents or employees and committee members shall cease to be payable from the date of such meeting of members.
The Board of Directors recommends that members vote "For" this motion.
Moved by: Christopher Cope (bz787) Chair
Seconded by: Graeme Beckett (aw958) Secretary
VOTE: All in favor.
VOTE: Carried
MOTION: That the Board approve and advance the following motion relating to the appointment of an auditor, to the NCF 2008 AGM for consideration by the members:
MOTION: Be it resolved that the National Capital FreeNet appoint the firm of KPMG as its auditor for the current fiscal year.
NCF bylaws require the appointment of an auditor at the annual general meeting.
The Board of Directors recommends that members vote "For" this motion.
Moved by: Christopher Cope (bz787) Chair
Seconded by: Graeme Beckett (aw958) Secretary
VOTE: All in favor.
VOTE: Carried
MOTION: That the Board approve and advance the following motion relating to rules and regulations to the NCF 2008 AGM for consideration by the members:
MOTION: Be it resolved that pursuant to By-law 40 of the National Capital FreeNet, all resolutions concerning rules and regulations passed by the Board of Directors of the National Capital FreeNet since the prior Annual General Meeting be confirmed.
The by-laws state that all rules and regulations set by the board of directors must be confirmed at an annual general meeting:
"40. The board of directors may prescribe such rules and regulations not inconsistent with these by-laws relating to the management and operation of the corporation as they deem expedient, provided that such rules and regulations shall have force and effect only until the next annual meeting of the members of the corporation when they shall be confirmed, and failing such confirmation at such annual meeting of members, shall at and from that time cease to have any force and effect."
The Board of Directors recommends that members vote "For" this motion.
Moved by: Christopher Cope (bz787) Chair
Seconded by: Graeme Beckett (aw958) Secretary
VOTE: All in favor
VOTE: Carried
Note: The chairman and the secretary agreed to move and second the standard AGM motions approved and advanced by the board at this meeting.
MOTION: To accept the AGM report
Moved by: Gary Eikenberry (aa353)
Seconded by: Alan McRae (fl334)
VOTE: All in favor.
VOTE: Carried.
MOTION: WHEREAS Amy Yee, Doug Hull, Rowland Few,
Jim Nubel and Frank Cardo have approached the NCF
Board-appointed Nomination Committee expressing a desire
to serve as Directors of the National Capital
FreeNet;
AND WHEREAS the Nomination Committee has completed such
discussion with these candidates and investigation as it
deemed necessary;
THEREFORE BE IT RESOLVED that the Nomination Committee
Report be received, and that Amy Yee, Doug Hull, Rowland
Few, Jim Nubel and Frank Cardo be named as the
Board-approved slate of candidates for consideration by
the members as prospective Directors at the 2008 National
Capital FreeNet Annual General Meeting
AND BE IT FURTHER RESOLVED That the AGM Chair is hereby
instructed to record the nomination of Amy Yee, Doug
Hull, Rowland Few, Jim Nubel and Frank Cardo as nominated
by the two members of the Nomination Committee: Chris
Cope (bz787) and John Selwyn (es347),
Moved by: Christopher Cope (bz787),
Seconded by: Mark Mielke (al278)
VOTE: All in favor.
VOTE: Carried
None
April 15, 2008, at 7 p.m.
Suite 302, Trailhead Building
1960 Scott Street
The meeting adjourned at 8:45 p.m.