The meeting was called to order at 7.20 p.m. with Chris Cope as Chair and Sandy Campbell as Secretary.
Board members present:
Christopher Cope (bz787), President/chair
Sandy Campbell (dt820), Secretary
Gary Eikenberry (aa353), 1st Vice-President
Andrea Holland (es170), 2nd Vice-President
Mark Mielke (al278)
Don Francis (ba990)
Michael Mei (be195)
Graeme Beckett (aw958)
John Hennessey (ev776)
Mary Anne Dugmore (er983)
Regrets:
Vanessa Kanu (ev216), Treasurer
Michael Williamson (cm324)
NCF Management/Staff present:
John Selwyn (es347), Executive Director
Sheila Alder (bw306), Office Manager
Members/Guests:
Jim Elder (aa456)
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.
MOTION: That minutes be approved as published.
Moved by: Sandy Campbell
Seconded by: Graeme Beckett
VOTE: All in favor
MOTION: That the agenda be adopted after amendments to add
8a) Discussion of procedure in regard to Directors missing
Board meetings, and 8b) To accept resignation of Director
Andrea Holland.
Moved by: Sandy Campbell
Seconded by: Andrea Holland
VOTE: All in favor
ED John Selwyn reviewed the solid accomplishments as
well as some temporary glitches during the past month,
and repeated the reminder to the Board that NCF was
entering the critical "lift-off" stage to achieving
financial self-sufficiency in 2004.
Work has progressed well on adding more digital phone
lines and replacing cranky Total Control boxes with a
single Hyperarc, which promises to improve substantially
modem efficiency and reliability-- the Holy Grail FreeNet
has been seeking for years as the sine qua non in
building membership and donations. (As well as all 56K
digital lines, NCF will be the only internet provider in
Ottawa offering the V92 protocol, which allows internet
call waiting, etc.) Technical infrastructure is being
steadily brought to the condition needed to support NCF's
traditional image as a unique community asset
--PLUS-- offering valuable, reliable, modern
internet services to individual members. The goal: Modems
providing rock-solid connections, 300+ lines,
modem-sharing, V.92: Call waiting & Compression;
reliable email, Web Mail, Spam filtration, advanced
mail-sorting techniques and "safe" email accounts-- that
last an imporant feature for parents. Appropos this,
Carleton University IT guru and longtime NCF member and
supporter John Stewart has agreed to undertake an "audit"
of FreeNet systems, with particular emphasis on email and
webmail.
Considerable discussion flowed from the ED's report on
NCF participation in last month's major GTEC show in
Ottawa. The donated booth featured smart new NCF banners
and posters and attracted many visitors who watched
demonstrations of webmail, Internet Desktop, etc. More
than 2,000 membership pamphlets were handed out during
the show. It was described as an example of the
practical, targeted outreach to potential new members
that FreeNet will be attempting.
Directors discussed the need to focus on urging and
encouraging all members to donate when signing on or
renewing. Director Sandy Campbell said the coming year
would be "make or break" time for NCF; it was critical
that all members who can afford to do so be asked to make
the suggested annual donation, and more if they are able
in order to support those unable to donate. Director Gary
Eikenberry agreed that maintaing cash-flow was critical;
last year efforts were hampered by lack of an efficient
database of members, but that was now in place and it
should be a priority to automate a tactful periodic
reminder to members who haven't donated.
About 400 new members registered during the report
period, but donations were not as strong as hoped for.
Diretor Graeme Beckett suggested the cause might have
been that some registrants interpreted the suggested $5
monthly donation (via credit card) as the
suggested $60 annual donation. That item on the
registration form has been clarified. The ED pointed out
that December has traditionally been the major period for
renewals/donations and he expected revenue to reflect
that.
As part of the drive to raise NC's profile the ED called
attention to strong coverage in recent media interviews:
Ottawa Citizen; Ottawa Business Journal; Monitor
Magazine; and Carleton Magazine, which is distributed to
40,000 Carleton U. grads in the Ottawa area. These helped
pave the way for upcoming launches of SmartCapital and
HRDC projects and more media coverage is anticipated in
coming weeks.
LOOKING AHEAD: Directors could expect at the
November Board meeting more details on the development
program, draft budget for 2004, and details of the coming
project launches.
Components of 2004 Budget: Donation Funding Core (staff
and operations) $240K, which is a 20% increase over 2003
target of $200K and a 40% increase over projected 2003
actuals of $175K. This calls for average monthly
donations of $20K to cover Salaries $10K/month; Dial-up
$7.5K/month; Other $2.5K/month
In addition, an innovative feature: Development of a
standby cushion of at least $50,000-- a rainy-day fund to
bridge those seasonal periods when donations income
temporarily slacken. The ED points out that NCF has no
borrowing capabilities and "has run too long without a
safety-net." It would be "prudent to have funds to cover
three months operating expenses at all times." There
would be a separate campaign to raise this contingency
fund.
MOTION: That the ED's report be accepted.
Moved by: Graeme Beckett
Seconded by: Sandy Campbell
VOTE: All in favor
The Treasurer was unable to attend the meeting, but her reports were distributed to the meeting in which she explained significant variances from budget in both months-- largely due to vacation-summertime slowdown in activity. ED Selwyn added some detail. The bump in system access and telecommunications expense was caused by mistaken payment to Bell after the switchover to Telus; Bell has acknowledged the error and will refund the payments. The ED said there will be "better metrics" in the upcoming budget, making it easier for the Board to keep informed and to identify potential trouble areas in advance. An interesting aside: An accountant considers it a "red flag" when actual results are very close to budget projections. NCF's actuals tracked projections "amazingly closely." It does go that way sometimes and, aside from the variances noted, "everything looks fine."
MOTION: That the Treasurer's Reports be received and
the Financial Statements be adopted.
Moved by: Sandy Campbell
Seconded by: Andrea Holland
VOTE: All in favor
Director Michael Williamson has missed three consecutive meetings. There was some discussion of by-law requirements and reference to the rather clumsy way a previous Board dealt with a similar situation invovling founding President Dave Sutherland. It was agreed that President Chris Cope would discuss the situation with Michael Williamson and report to the Board.
Andrea Holland announced to the meeting that she was resigning from the Board because the family was relocating to Toronto for business reasons. Several spoke warmly of Andrea's real contributions during an energetic, all-too-brief stint on the Board, including serving as 2nd Vice-President, member of the Executive Committee, member of the ED Selection Committee, and member of an informal advisory committee that assisted with overhauling management practises. Consensus was that her departure was a genuine loss to the Board and NCF.
MOTION: That Andrea Holland be thanked for her
outstanding service to NCF.
Moved by: Mark Mielke
Seconded by: Mary Ann Dugmore
VOTE: All in favor (with applause)
MOTION: That Andrea Holland's resignation from the
Board be accepted with regret.
Moved by: Mark Mielke
Seconded by: Mary Ann Dugmore
VOTE: All in favor
MOTION: That a nominating committee consisting of ED
John Selwyn and Director John Hennessey be appointed to
identify and recommend candidates to fill out Andrea
Holland's term.
Moved by: Mark Mielke
Seconded by: Gary Eikenberry
VOTE: All in favor
There was animated wide-ranging discussion about the experience and qualifications the Board should be seeking in candidates; these included people in the trade union movement, co-operatives, credit unions, fundraising, advertising/promotion, sales, media, management/entrepreneurial, representatives of NCF's significant partners. Concensus was that essential quality was people who would be "champions of NCF," sharing a passion for its values and objectives.
NOVEMBER 18, 2003 at 7 p.m.
Client Services Boardroom
City Hall, Ottawa
The meeting adjourned at 9.35 p.m.