The meeting was called to order at 7:07 p.m. with Gary
Eikenberry as Chair and Graeme Beckett as Secretary.
-
INTRODUCTIONS
Board members present:
Christopher Cope (bz787),
President
Gary Eikenberry (aa353) 1st Vice-president
Graeme Beckett (aw958) Secretary
Mark Mielke (al278)
Doug Hull (aa800)
Mike Kelly (fm342)
Alan McRae (fl334) Treasurer
Michael Weiss (ft850)
Ken McCarthy (fr786)
Regrets:
Peter MacKinnon (fr198)
Amy Yee (fp017)
NCF Management/Staff present:
Rowland Few (fp085), 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.
- Confirmation of Quorum
Quorum was confirmed.
-
Review of the Agenda
(see
draft agenda)
The draft agenda was amended and adopted as presented in
these minutes.
MOTION: That the agenda be adopted as amended.
Moved by: Doug Hull (aa800)
Seconded by: Mike Kelly (fm342)
VOTE: All in favor.
VOTE: Carried.
-
Review of the Minutes of the Previous Meetings.
- Review of the
minutes of the January 27, 2011 Meeting.
MOTION: Accept the minutes of the January 2011
meeting as submitted.
Moved by: Doug Hull (aa800)
Seconded by: Mark Mielke (al278)
VOTE All in favor.
VOTE: Carried
- Review of the
minutes of the March 21, 2011 Meeting.
MOTION: Accept the minutes of the March 2011 meeting
as circulated without any amendments.
Moved by: Alan McRae (fl334)
Seconded by: Mark Mielke (al278)
VOTE All in favor.
VOTE: Carried
-
Ongoing Business
- None
-
Reports
-
2011 AGM Final Report (Graeme Beckett)
This year the AGM discussion group had
questions on the two items in the NCF's Audit Report. One
was related to the Systems Software line item. The
Systems Software includes previously donated software
such as Messenger Express from a few years ago. Less the
accumulated amortization against those software
assets. The second question which had a higher level of
inquiry related to Motion A, "A reasonable remuneration
for all officers, agents and employees and committee
members may be fixed by the board of directors by
resolution.". The inquiry was why the these costs and
fees had increased significantly over the last several
years when the NCF`s cash reserves were dropping.
It was explained by the AGM Chair that a number of
expenses fall under the "Administration and Professional
fees" line-item in the financial statement, such as
staffing costs, payments to the auditors, insurance,
research and development costs, banking and credit card
transaction costs and fees. A more
detailed explanation is provided in the 2011 AGM
discussion group.
The results of the NCF`s 2011 AGM are as
follows:
Votes |
NCF ID |
Name |
Term (yrs) |
Expires |
Notes |
154 |
fp017 |
Amy
Yee |
3 |
2014 |
Elected: Three-year term |
149 |
aa800 |
Doug
Hull |
3 |
2014 |
Elected: Three-year term |
148 |
ft850 |
Michael
Weiss |
3 |
2014 |
Elected: Three-year term |
130 |
fr786 |
Ken
McCarthy |
3 |
2014 |
Elected: Three-year term |
116 |
fm776 |
Jim
Nubel |
|
|
|
Motions: Annual Business
For |
Against |
Abstain |
No Vote |
Result |
Motion |
157 |
11 |
10 |
17 |
Carried |
Motion A - Remuneration of Agents, Contractors,
and Employees |
171 |
6 |
4 |
14 |
Carried |
Motion B - Appointment of Auditors |
156 |
8 |
11 |
20 |
Carried |
Motion C - Rules and Regulations |
MOTION: To accept the AGM Report.
Moved by: Christopher Cope (bz787)
Seconded by: Doug Hull (aa800)
VOTE: All in favor.
VOTE: Carried
- Executive Directors Report (Rowland Few)
In advance of the meeting Rowland provided a
business plan for the year and highlighted some of the
items during the meeting. Rowland also stepped through the
PowerPoint and financial documents he circulated in advance
of the meeting.
In addition to the documents circulated to the
board by the Executive Director some of the items
highlighted by the ED were as follows:
- The Executive Director sent out a survey to the
membership and obtained 1100 survey responses with 880
unique responses.
- In terms of the office anomalies the Executive Director
would attempt to determine what amounts are recoverable and
at what level of labour.
- The ED indicated that Shirley's reporting of tax and
method of accounting for DSL expenses and revenue was
complicated as the wholesaler bills on the 15th of the
month whereas members pay various times of the
month.
- Net income was up modestly the first quarter with
donations from dial-up accounting for most of the +
$3.2k.
- Eighty per cent of the membership use credit card as
payment. Taking into account items such as auto debit
failures and credit card transaction failures the Executive
Director determined that the overall transaction
process for credit cards is smoother and less expensive
than auto debit.
MOTION: To receive the Executive Directors Report.
Moved by: Christopher Cope (bz787)
Seconded by: Ken McCarthy (fr786)
VOTE: All in favor.
VOTE: Carried
- Treasurers Report (Alan McRae)
With the earlier anomalies in the numbers it is
difficult to discern a definitive trend. The Treasurer may
get a quote from the auditors to check office procedures
and determine and draft a terms of reference for office
controls and procedures. Perhaps mid year review the budget
and do some rolling three month forecasts.
MOTION: To receive the Executive Directors Report.
Moved by: Graeme Beckett (aw958)
Seconded by: Christopher Cope (bz787)
VOTE: All in favor.
VOTE: Carried
- Report of the Strategic Planning Committee
The Strategic Planning Committee did not meet. The
brochures are out to the Roman Catholic Board. The meet to
hook-up with the Ottawa Public Library should occur this
month.
- Executive Committee Report (Chris Cope)
The Executive Committee met April 18. Office
procedures and improvements were discussed along with
succession planning.
MOTION: To accept the Executive Committee
Report.
Moved by: Mark Mielke (al278)
Seconded by: Michael Weiss (ft850)
VOTE: All in favor.
VOTE: Carried
- Report of the Connectivity Committee (Mike
Kelly)
Mike explained the difficulties in connecting to
the correct personnel and was still waiting for a response
from the last contact.
MOTION: To receive the Connectivity Committee
Report.
Moved by: Christopher Cope (bz787)
Seconded by: Doug Hull (aa800)
VOTE: All in favor.
VOTE: Carried
-
New Business
- Welcome New Board and Returning Members
Chris was unable to attend the start of the
meeting thus the Meet and Greet was moved under this agenda
item: New Business.
- Election of Officers
The nominations for the NCF officers was opened
for discussion and the following individuals accepted their
nominations.
MOTION: Nominate Alan McRae as Treasurer
Moved by: Christopher Cope (bz787)
Seconded by: Mark Mielke (al278)
Declared
Treasurer by acclamation.
MOTION: Nominate Chris Cope as President
Moved by: Mark Mielke (al278)
Seconded by: Alan McRae (fl334)
Declared
President by acclamation.
MOTION: Nominate Graeme Beckett as Secretary
Moved by: Gary Eikenberry (aa353)
Seconded by: Mark Mielke (al278)
Declared
Secretary by acclamation.
MOTION: Nominate Gary Eikenberry as First Vice
President
Moved by: Doug Hull (aa800)
Seconded by: Alan McRae (fl334)
Declared First
Vice President by acclamation.
MOTION: Nominate Doug Hull as Second Vice
President
Moved by: Christopher Cope (bz787)
Seconded by: Mark Mielke (al278)
Declared Second
Vice President by acclamation.
- Banking Resolution
MOTION: The designated signing officers will
be two of the following four, Chris Cope, Gary Eikenberry,
Alan McRae and the Executive Director, Rowland Few.
Moved by: Mark Mielke (al278)
Seconded by: Graeme Beckett (aw958)
VOTE: All in favor.
VOTE: Carried
- Succession Planning
The Board had an informal discussion on succession
planning. It was suggested that this item could also be
added to the next board meeting.
- Strategic Planning Committee Chair
With Jim Nubel as an outgoing board member a new
committee chair is to be elected.
MOTION: To appoint Doug Hull as the Strategic Planning
Committee Chair.
Moved by: Christopher Cope (bz787)
Seconded by: Mark Mielke (al278)
VOTE: All in favor.
VOTE: Carried
- Ski Museum Location
The Ski Museum location becomes available in two
months. The Executive Director will check pricing on a
possible move.
-
Outgoing Board Members Recognition (Graeme
Beckett)
MOTION: A big thanks to the outgoing board
members, Jim Nubel and Don Francis for their dedication
and services to the NCF Board!
Moved by: Graeme Beckett (aw958)
Seconded by: Doug Hull (aa800)
VOTE: All in favor.
VOTE: Carried
- Announcements
None
-
Date of Next Meeting
June 21, 2011, 7:00 PM
Suite 302, Trailhead Building
1960 Scott Street
- Adjournment
The meeting adjourned at 10:00 p.m.
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