National Capital FreeNet / Libertel de la Capitale nationale

NCF Board of Directors
Minutes of Meeting
January 31 2006

SOME HIGHLIGHTS


Minutes of a meeting of the Board of Directors

Held on January 31 2006 at 7:00 pm
OCRI Board Room
2625 Queensview Drive, Suite 200

The meeting was called to order at 7:15 p.m. with Chris Cope as Chair and Michael Mei as Secretary.

  1. INTRODUCTIONS

    Board members present:
    Christopher Cope (bz787), President/chair
    Mary Anne Dugmore (er983), 1st Vice-president
    Gary Eikenberry (aa353), 2nd Vice-president
    Michael Mei (bi195), Secretary
    Mark Mielke (al278)
    Don Francis (ba990)
    Graeme Beckett (aw958)
    Tony McNeill (ff231)
    Ian Gibson

    Regrets:
    Shing Kwong Lee (ez191)

    Note: Elaine Condos (ff377) resigned from the NCF board in December

    NCF Management/Staff present:
    John Selwyn (es347), Executive Director
    Michael Fletcher (fe710), Treasurer

    Members/Guests:

    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.

  2. CONFIRMATION OF QUORUM

    Quorum was confirmed.

  3. APPROVAL OF THE MINUTES OF MEETING
    (see minutes of prior month)

    MOTION: That minutes be approved as published.
    Moved by: Graeme Beckett (aw958)
    Seconded by: Ian Gibson
    VOTE: Mark Mielke (al278) Gary Eikenberry (aa353) abstained, motion Carried.

  4. REVIEW OF THE AGENDA
    (see draft agenda)

    MOTION: That the agenda be adopted as ammended with the addition of 7. a) 2006 Annual General Meeting Planning and 7. b) 2005 Audit Committee.
    Moved by: Mary Anne Dugmore (er983)
    Seconded by: Gary Eikenberry (aa353)
    VOTE: All in favour

  5. ONGOING BUSINESS

  6. REPORTS
    1. Executive Director's Report (John Selwyn)
      (see accompanying report)

      Highlights of the Executive Director's report include:

      • Year 2005 in Review:
        • Death of valued board member Sandy Campbell and loss of valued employee Glenn Jackman.
        • Growing DSL service.
        • Excellent NCF office team.
        • Overall financial support up even with flat membership.
        • Marketing efforts have resulted in positive media coverage.

        • Renewed partnerships:
          • Expanded dial-up lines with the city of Ottawa.
          • Introduction of validation of new users at libraries.

      • As of January the DSL subscriber growth rate approximately doubled compared with the previous monthly growth rate.
      • NCF now offers a DSL modem with wireless capability.
      • Support tools have been improved to provide rapid testing of line synchronization and unlisted number testing.
      • Further automation of DSL provisioning would save time.

      • Ongoing efforts:
        • Further automation of DSL provisioning.
        • Produce more articles for Monitor magazine.
        • Produce more custom posters and bookmarks for the Ottawa public library, PC Cyber, and community groups.
        • Continue developing the NCF Access Assistance Fund (which is starting to be used by qualified people in need).

      • Budget for 2006:

        • Why?
          • Provide sustainable funding for NCF services and staff.
          • Restore NCF cash balance.
          • Fund incremental development.

        • Budget highlights:
          • Conservative: Assumes the same donations for email and dial-up users.
          • Conservative: Assumes previous lower monthly DSL subscriber growth rate.
          • Includes a modest amount for marketing.
          • Includes a modest amount for software development.

        MOTION: That the Executive Director's report be received.
        Moved by: Gary Eikenberry (aa353)
        Seconded by: Ian Gibson
        VOTE: All in favour

      • Treasurer's Report and Financial Statement
      • (see financial statements for 2005 and projected for 2006.)

        MOTION: That the Financial Statements be accepted.
        Moved by: Graeme Beckett (aw958)
        Seconded by: Mark Mielke (al278)
        VOTE: All in favor

  7. NEW BUSINESS
    1. 2005 Annual General Meeting planning (Chris Cope)

      MOTION: That the 2006 online NCF Annual General Meeting be conducted March 22-April 2, and that Tuesday, March 8 be the deadline for special motions submitted by members, and nominations for candidates for election to the Board of Directors be accepted from Wednesday, March 1 to Tuesday March 14.
      Moved by: Tony McNeill (ff231)
      Seconded by: Ian Gibson
      VOTE: All in favor

      MOTION: That Directors Gary Eikenberry and Chris Cope be appointed as co-Chairs of the 2006 AGM.
      Moved by: Michael Mei (bi195)
      Seconded by: Tony McNeill (ff231)
      VOTE: All in favor

      MOTION: That a Nominations Committee be appointed consisting of Chris Cope(Chair), Shing Kwong Lee, John Selwyn and Mary Anne Dugmore as an alternate.

      The Committee's mandate, as recommended by the 2003 Nomination Committee, shall include ensuring there is high-quality, complete, and believed-to-be-correct information about its recommended nominees on Candidates Information web pages for the AGM. The "Nomination Committee report deadline" is the Sunday prior to the February board meeting, and the committee presents information about the people it recommends by way of candidate information web pages (produced by the candidates, assisted by the committee and volunteers). It is particularly important if there are more candidates recommended than postions available that the web pages contain enough information for voters to decide between the recommended candidates. Other mandate info is at http://www.ncf.ca/ncf/board/nomination/howNomination.htm

      Moved by: Tony McNeill (ff231)
      Seconded by: Ian Gibson
      VOTE: All in favor

      MOTION: That NCF member Andre Vellino be appointed Returning Officer for the AGM elections and that those who provided technical and other support last year be asked to serve again.
      Moved by: Graeme Beckett (aw958)
      Seconded by: Mary Anne Dugmore (er983)
      VOTE: All in favor

      MOTION: That Director Don Francis take charge of proxy voting arrangments.
      Moved by: Mary Anne Dugmore (er983)
      Seconded by: Gary Eikenberry (aa353)
      VOTE: All in favor

    2. 2005 Audit Committee

      MOTION: That an Audit Committee consisting of the President, 2nd Vice-President, and Treasurer, with the support of the ED and Accountant, be appointed to receive and review the annual audit for 2005 for presentation to the Board and to the Annual General Meeting.
      Moved by: Mary Anne Dugmore (er983)
      Seconded by: Graeme Beckett (aw958)
      VOTE: All in favor

  8. Announcements
    1. The second annual Ottawa Business Forum will be held on Feb 17, 2006. See http://www.ottawabusinessforum.ca/ for more details.

  9. NEXT MEETING

    February 21, at 7 p.m.
    OCRI Board Room
    2625 Queensview Drive, Suite 200

  10. ADJOURNMENT

    The meeting adjourned at 9.45 p.m.