NCF Board of Directors
Minutes of Meeting
January 27, 2011

Draft Minutes

SOME HIGHLIGHTS

• Preparation for 2011 AGM underway
• Preparation for UBB underway

Minutes of a meeting of the Board of Directors

The meeting was called to order at 7:12 p.m. with Chris Cope as Chair and Graeme Beckett as Secretary.

1. 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)

   Regrets:
   Alan McRae (fl334) Treasurer
   Don Francis (ba990)
   Jim Nubel (fm776)
   Amy Yee (fp017)
   Peter MacKinnon (fr198)
   

   NCF Management/Staff present:
   Rowland Few (fp085), Executive Director
   
   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.
    

2. Confirmation of Quorum
   
   Quorum was confirmed.
    
3. Review of the Agenda
   (see draft agenda)

   The agenda was adopted as presented

   MOTION: That the agenda be adopted.
   Moved by: Gary Eikenberry (aa353)
   Seconded by: Doug Hull (aa800)
   VOTE: All in favor. 
   VOTE: Carried.
    

4. Review of the Minutes of the Previous Meeting.
    
   1. Review of the minutes of the November 25, 2010 Meeting.
      MOTION: Accept the minutes of the April 2010 meeting.
      Moved by: Doug Hull (aa800)
      Seconded by:  Mike Kelly (fm342)
      VOTE All in favor.
      VOTE: Carried
       
5. Ongoing Business
    
   1. Usage Based Billing UBB and NCF services update (Rowland Few)
      
      UBB bandwidth was set at 60GB by the CRTC however Bell had sent a new tariff request to have this later reduced to 25GB. Potentially 20% of members could be affected at 60GB and 35% affected at 25GB. It's likely usage data disputes may become problematic from a time based perspective for office staff. There is a recognised need to recruit more office volunteers. UBB is also expected to impact some community based organisations and volunteers.
      
      MOTION: To strike an ad hoc Connectivity Committee to explore alternate strategies.
      Moved by: Graeme Beckett (aw958)
      Seconded by: Gary Eikenberry (aa353)
      VOTE: All in favor. 
      VOTE: Carried
       
   2. Board Meeting Dates for 2011 (Graeme Beckett)
      
      January 27:       review Q4, 2010 and year end report Agenda: UBB, AGM  Planning & Committees
      February:
      March:              KPMG review and report - Approximately Feb/first week March,  Board Nominations - date TBD
      April 19th:         review Q1, 2011 plus AGM results and New Board Members
      May: none
      June: none
      July 19th:          review Q2, 2011 - revise budget forecast - if necessary (Note: may be moved to first week July for vacations)
      August:             none
      September:       none
      October 18:       review Q3, 2011. Set budget direction 2012
      November 22:   review budget 2012
      December 14:   Christmas dinner
      January 17th:    review Q4, 2011 and year end report
       
6. Reports 
    
   1. Executive Directors Report (Rowland Few)
      
      During preparation for usage based billing billing errors were discovered. The wholesaler was incorrectly charging HST on Quebec accounts and this amount was reimbursed to the NCF as the organization was not billing those customers HST. Other issues were uncovered with IP addresses, dry band allocations and cancellations. In regards to the dry band allocations it was noted that the band allocation can change from the time of signup to the point of actual activation by the tech. The NCF staff has been retrained.  
      
      MOTION: To receive the Executive Directors Report.
      Moved by: Gary Eikenberry (aa353)
      Seconded by: Mike Kelly (fm342)
      VOTE: All in favor. 
      VOTE: Carried
       
   2. Treasurers Report (Alan McRae)
      
      This item was covered in the Executive Directors Report.
       
   3. Report of the Strategic Planning Committee (Jim Nubel)
      
      The Strategic Planning Committee did not meet.
       
   4. Executive Committee Report (Chris Cope)
      
      The Executive Committee did not meet. The next meeting is in March.
       
7. New Business
    
   1. 2010 audit discussion and committee formulation (Alan McRae and Rowland Few)
      
      MOTION: To strike an Audit Committee consisting of Alan McRae, Rowland Few, Chris Cope and Gary Eikenberry.
      Moved by: Graeme Beckett (aw958)
      Seconded by: Doug Hull (aa800)
      VOTE: All in favor. 
      VOTE: Carried
       
   2. 2011 AGM briefing (Graeme Beckett)
      
      Four board members terms are expiring, Don, Doug, Jim, and Amy's and there are no empty seats. At the board meeting a draw of 15 random numbers was held to determine the candidate ordering. Jim Elder had agreed in advance of the board meeting to take on the roles of Returning Officer and AGM web page and software configuration. The proposed date to review the 2011 audit and any Special Motions is March 15, 2011.
       
   3. Nomination of the AGM Chair and Director in Charge of Proxies (Chair or acting Chair)
      
      MOTION: To appoint Graeme Beckett as AGM Chair for the 2011 AGM.
      Moved by: Christopher Cope (bz787)
      Seconded by: Gary Eikenberry
      VOTE: All in favor. 
      VOTE: Carried
       
   4. Nomination of the AGM Chair and Director in Charge of Proxies (Chair or acting Chair)
      
      MOTION: To appoint Chris Cope as AGM Chair for the 2011 AGM.
      Moved by: Gary Eikenberry
      Seconded by: Mike Kelly (fm342)
      VOTE: All in favor. 
      VOTE: Carried
       
   5. Motions for 2011 AGM (Graeme Beckett)

      Motions for AGM (annual and special business)

      1. Motion A - Remuneration of Agents, Contractors, and Employees
      2. Motion B - Appointment of Auditors
      3. Motion C - Rules and Regulations

      MOTION: To advance the three motions required by the NCF by-laws to the 2011 AGM.
      Moved by: Doug Hull (aa800)
      Seconded by: Gary Eikenberry
      VOTE: All in favor. 
      VOTE: Carried
       

8. Announcements
   
   Chris displayed an iPhone app for the Municipal Business Improvement Association to promote tourism that was looking for testers.
    
9. Date of Next Meeting

   March 21, 2011
   Suite 302, Trailhead Building
   1960 Scott Street
    

10. Adjournment
    The meeting adjourned at 10:15 p.m.

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