NCF Board of Directors
Minutes of Meeting
February 5, 2013
SOME HIGHLIGHTS
New DSL packaging endorsed.
Our standard housekeeping motions approved and forwarded to
the 2013 AGM.
Minutes of a meeting of the Board of Directors
The meeting was called to order at 7:13 p.m. with Gary
Eikenberry as Chair and Graeme Beckett as Secretary.
INTRODUCTIONS
Board members present:
Gary Eikenberry (aa353) President
Doug Hull (aa800) 1st Vice-president (via teleconference)
Graeme Beckett (aw958) Secretary
Christopher Cope (bz787)
Mike Kelly (fm342)
Regrets: Peter MacKinnon (fr198) 2nd
Vice-president Alan McRae (fl334)
Treasurer Amy Yee (fp017)
Michael Weiss (ft850)
Ken McCarthy (fr786)
Tom Moore (fw054)
NCF Management/Staff present:
Curtis Taylor (aa907), 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.
Confirmation of Quorum
Quorum was confirmed.
Review of the Agenda
The draft agenda was adopted as presented.
MOTION: That the agenda be adopted.
Moved by: Christopher Cope (bz787)
Seconded by: Doug Hull (aa800)
VOTE: All in favor.
VOTE: Adopted
Review of the Minutes of the Previous Meeting
MOTION: Adopt the minutes of the November 20, 2013
meeting as circulated. Moved by: Graeme Beckett
(aw958)
Seconded by: Gary Eikenberry (aa353)
VOTE All in favor.
VOTE: Adopted
Reports
Report of the Executive Director (Curtis Taylor)
The Executive Director presented his report
including summarized financial results and recommendations
on new DSL packaging.
Within the summarized financials the ED indicated our last
two quarters had positive cash flow and a $15k deposit
would be returned from Bell in February or March. Curtis
also negotiated a reduction in out transit costs and was
looking into a refund in taxes as a result of
subscribers who reside in Quebec. DSL membership continues
to modestly grow each month. There was considerable and lengthy discussion
about the proposed DSL packages, possible changes and
additions however a quick consensus was difficult to find.
Chris Cope proposed the first motion.
MOTION: To endorse the Executive Director's proposed
packages but keeping the base price unchanged.
Moved by: Christopher Cope (bz787)
This motion was not seconded.
Since the Board was having difficulty on consensus
with the 6Mbps packaging Graeme Beckett proposed the second
motion which would at this time endorse the higher speed
DSL packages. However during the discussion period for the
motion the Executive Director indicated that there could be
problem with delaying the change and split of the lower
tier 6Mbps package.
MOTION: To endorse Executive Director's new DSL+
(higher speed) packages.
Moved by: Graeme Beckett (aw958)
Seconded by: Doug Hull (aa800) VOTE FOR: Graeme
Beckett, Doug Hull VOTE AGAINST: Christopher
Cope, Mike Kelly, Gary Eikenberry VOTE: Not
Adopted
With our board meeting running very late and
discussion suggesting we continue to discuss the DSL
packaging at another board meeting the Executive Director
stressed that his budget was based on approving new DSL
packaging and provided further financial reasoning and a
technical issue against a delay. Chris Cope then proposed
the last motion which was similar to his first. During
discussion of the motion Graeme Beckett stated that he
considered the Executive Director's initial DSL packaging
proposal had sufficient merit, would be a good form of
advertising and thus would increase membership at a quicker
rate. Gary Eikenberry suggested that there could be more
cost efficient forms of advertising.
MOTION: To endorse the Executive Director's proposed
packages as recommended, however we have a concern about
reducing revenue and therefore recommend the Executive
Director keep the base price unchanged.
Moved by: Christopher Cope (bz787)
Seconded by: Mike Kelly (fm342)
VOTE FOR: Chris Cope, Mike Kelly, Doug Hull
VOTE AGAINST: Graeme Beckett
VOTE: Adopted
Not available, this item will be revisited at a
later date.
Ongoing Business
2013 Budget (Curtis Taylor)
The revised draft budget was circulated in advance
of the meeting however there was insufficient time for a
review. Gary confirmed during discussions on the proposed
DSL packaging that the board members on hand had looked it
over.
NCF's 20th Anniversary Planning Update (Amy Yee)
Not available, this item will be revisited at a
later date.
New Business
2013 AGM Discussion, Schedule and Appointments
Motions for AGM (annual and special business)
Motion
A-
Remuneration of Agents, Contractors, and
Employees
Motion: To approve
and move the motions, A, B, and C forward them to the
2013 AGM. Moved by: Christopher
Cope (bz787)
Seconded by: Mike Kelly (fm342)
VOTE: All in favor.
VOTE: Adopted
Motion:
To appoint Graeme Beckett as the Chair of the 2013 AGM
with the powers to appoint a Proxy Officer.
Moved by: Christopher Cope (bz787)
Seconded by: Mike Kelly (fm342)
VOTE: All in favor.
VOTE: Adopted
Motion:
To appoint Jim Elder as the Returning Officer for the
2013 AGM. Moved by: Christopher
Cope (bz787)
Seconded by: Mike Kelly (fm342)
VOTE: All in favor.
VOTE: Adopted
2012 Year End "Financial Review Engagement|"
Discussion (Gary Eikenberry)
KPMG is expected to shortly wrap up the NCF's
year end financial review.
Motion: To
designate the President, Treasurer and Executive Director
as the Audit Review Committee. Moved by:
Mike Kelly (fm342)
Seconded by: Christopher Cope (bz787)
VOTE: All in favor.
VOTE: Adopted
Update from the Nominations Committee
There was no formal report with Ken McCarthy
unavailable to attend the meeting however it was noted that
we have sufficient candidates.
Announcements
There were no announcements.
Date of Next Meeting
The next regular meeting will be April 16, 2013, NCF
Offices, Suite 302 Trailhead Building.
Adjournment
The meeting adjourned at 10:50 p.m.
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