NCF Board of Directors
Minutes of Board Meeting
Aug 22, 2023
Minutes of a meeting of the Board of Directors
Board members present:
Anis Hanna (gb499) Chair
Majd Karam (gc029) 1st Vice Chair (took the minutes of meeting)
Peter MacKinnon (fr198) 2nd Vice-Chair
Emmanuel Adenlolu (gc476) Treasurer
Christopher Cope (bz787)
Michael Chan (ga869)
Eddie Villarta (gd683)
Chris Taylor (fs180)
Stephen Fanjoy (gd782)
Regrets:
Graeme Beckett (aw958) Secretary
Laura Novitsky (gd477)
NCF Management/Staff present:
Executive Director: Shelley Robinson
Business and Community Development Manager: Andrew Martey Asare
Dylan Ferris
Andre Dalle
Quorum was confirmed.
Majd Karam volunteered to take minutes of the meeting
Motion: To move out-of-camera.
Proposer: Peter MacKinnon (fr198)
Seconder: Majd Karam (gc029)
The motion was carried.
No comments on minutes of June’s meeting
The following portion of the Executive Director's report is open to the public.
Total members:
Aug. 1/23: 4854
Jul. 1/23: 4846
Jun. 1/23: 4826
May 1/23: 4822
Apr. 1/23: 4817
Operations:
● Office hours are currently Monday to Friday, 9am-7pm and Saturdays 10am-5pm: we are going to try
to keep these hours into the Fall, but it might be tough with fewer HD staff.
● We have removed the yellow bar at the top of the NCF homepage that was a notice about our COVID
response and safety plan: it is still available at www.ncf.ca/covid19 and can also be found in the
policies section of the website under About Us.
● A number of NCF’s DSL members with landline phone service have been affected by Bell upgrading
its network infrastructure from traditional copper telephone service to fibre optic cable and phone
service that runs over the internet. Some members have received letters from Bell letting them know
about the coming network changes, others have received phone calls or been told by Bell technicians,
others say they haven’t been told anything before the change happens. In some cases, these network
changes are knocking out NCF DSL internet services. We have had success in restoring internet service
by installing “dry line” service but this can take a few days. We are currently working with Bell to
determine the source of these disconnection issues and work to prevent any disconnections. Any
members who have received information from Bell about their telephone service being upgraded
should contact the HelpDesk as soon as possible.
● To avoid any service interruptions for members while we do network upgrades, we have been doing
overnight network maintenance and upgrades over the last few months and expect this work to
continue for a while as we increase our network resilience. We post network maintenance windows
on the StartPage and often also on social media.
● We also mentioned these issues in one of our submissions to the CRTC Review of the Wholesale
Internet policy.
● Our Annual General Meeting ran online June 21-28 and 288 NCF members voted: thank you! Thanks
too to all those who ran for election, and congratulations to those elected and re-elected. To check
out the annual reports, election results and other information: https://www.ncf.ca/en/agm/2023/
Communications and Advocacy:
● Andrew presented at a panel discussion on Digital Equity hosted by local community org Synapcity on
June 15th. (It was amazing!) The slides are available here:
https://www.ncf.ca/en/documents/101/NCFDigitalEquity_-_Synapcity_Preso.pdf
● We filed a second submission to the CRTC 2023-56 Review of the wholesale high-speed access
service framework on June 22nd. Thanks to all the members who submitted comments. Our
submission is available on the CRTC website and here: https://www.ncf.ca/en/documents/103/NCFCRTC202356-Intervention-20230622-v3.pdf
● We also replied to two Requests for Information from the CRTC in the 2023-56 process.
● Submitted an intervention to Telecom Notice of Consultation CRTC 2023-89 on July 20th for the
Broadband Fund policy review. Available on the CRTC website and here:
https://www.ncf.ca/en/documents/102/NCF-CRTC2023-89-20230720.pdf
The CRTC has extended the main wholesale internet review to another round of interventions (and
replies to interventions) due October 16/23 (replies Nov. 20/23) on all issues within the scope of the
proceeding other than the issue being considered under the expedited process (everything that isn’t
about temporary aggregated access to FTTP). We will start work on this and engage members in the
process as we did before, but with more notice.
Two of our Canada Summer Jobs program-funded summer staff have been working on improving NCF
communications and services:
● Kelly Huang, Summer Digital Skills Support, is creating digital skills info-sheets based on NCF’s past
workshops and other resources. We hope to launch these in September.
● Bashir Saidi, Summer Marketing Assistant, has been working on some website updates, plans for a
new monthly newsletter and other changes to NCF’s communications that will be rolled out over the
coming year.
Motion: To move in-camera.
Proposer: Majd Karam (gc029)
Seconder: Emmanuel Adenlolu (gc476)
The motion was carried.
Motion: To approve the consent agenda, minutes of meeting, and the ED report.
Proposer: Majd Karam (gc029)
Seconder: Christopher Cope (bz787)
The motion was carried.
Motion: To update the financial limits to signing authorities.
WHEREAS it is best practice to establish financial controls for those with signing authority on behalf of the Corporation, andWHEREAS particular care must be taken to establish limits for expenditures that have not been approved as part of the annual budget; and
WHEREAS most of NCF's bank accounts require two signatures; and
WHEREAS there are existing resolutions related to financial control of the single-signing bank account used for e-transfers and the Corporation's VISA card, which will remain in effect;
BE IT RESOLVED THAT Directors and Staff members who have been granted signing authority over the Corporation's banking, including cheques and other financial instruments, have the following limits to their signing authority:
Transfers
Any Director or staff member granted signing authority may authorize a transfer of up to $200,000 from any NCF bank account or other financial instruments into another NCF bank account or other financial instrument that requires two signing authorities.Transfers of this kind for $200,000 to $300,000 can be approved by a motion decided by a quorum of the Board's executive committee, comprised of the Chair, Vice Chair and Second Vice Chair, Treasurer and Secretary. A quorum of this committee is 50% + 1 of the filled positions.
Transfers of this kind for $300,000 or more must be approved by a motion decided by a quorum of the Board of Directors.
Transfers from any NCF bank account or other financial instrument into another NCF bank account or other financial instrument that does not require at least two signing authorities follow the same requirements as other expenditures, outlined below.
Budgeted Expenditures:
For expenditures that have been approved by the Board of Directors as part of the annual budget, any Director or staff member granted signing authority may authorize expenditures up to $50,000 from any NCF bank account or other financial instrument that requires two signing authorities.
For expenditures that have been approved by the Board of Directors as part of the annual budget, the Board Chair, Treasurer and Executive Director may each authorize expenditures up to $100,000 from any NCF bank account or other financial instrument that requires two signing authorities.
For expenditures that have been approved by the Board of Directors as part of the annual budget, expenditures from $100,000 to $200,000 may be approved by a motion decided by a quorum of the Board's executive committee, comprised of the Chair, Vice Chair and Second Vice Chair, Treasurer and Secretary. A quorum of this committee is 50% + 1 of the filled positions.
For expenditures that have been approved by the Board of Directors as part of the annual budget, expenditures of $200,000 or more must be approved by approved by a motion decided by a quorum of the Board of Directors.
Unbudgeted Expenditures:For expenditures that have not been approved by the Board of Directors as part of the annual budget, any Director or staff member granted signing authority may authorize expenditures up to $25,000 from any NCF bank account or other financial instrument that requires two signing authorities.For expenditures that have not been approved by the Board of Directors as part of the annual budget, the Board Chair, Treasurer and Executive Director may each authorize expenditures up to $50,000 from any NCF bank account or other financial instrument that requires two signing authorities.For expenditures that have not been approved by the Board of Directors as part of the annual budget, expenditures from $50,000 to $100,000 may be approved by a motion decided by a quorum of the Board's executive committee, comprised of the Chair, Vice Chair and Second Vice Chair, Treasurer and Secretary. A quorum of this committee is 50% + 1 of the filled positions.
For expenditures that have not been approved by the Board of Directors as part of the annual budget, expenditures of $100,000 or more must be approved by approved by a motion decided by a quorum of the Board of Directors.
Proposer: Emmanuel Adenlolu (gc476)
Seconder: Peter MacKinnon (fr198)
The motion was carried.
On the agenda for next meeting
Going forward, the board meetings are proposed to take place on the fourth Tuesday of every month
The next Board meeting is anticipated to be Sep 26th, 2023: Hybrid, electronic and in-person at NCF office.
This item was conducted in-camera.
Motion: To move out of camera.
Proposer: Emmanuel Adenlolu (gc476)
Seconder: Christopher Cope (bz787)
The motion was carried.
Motion: To adjourn
Christopher Cope (bz787)