How to nominate candidates for Board of Directors
About annual AGM motions
About special AGM motions
How to use the voting system
Ordering of Candidate Names
What is the Board and What does it do? The Board of Directors consists of 11 directors elected by all NCF members who vote at the Annual General Meeting of members. The Board's task is to set the mission, vision, principles, and broad policies to direct NCF. The Board is also responsible for employing and evaluating the Executive Director, and for monitoring the operation of NCF. The Board works with his/her staff to develop NCF's strategic plan and to make decisions about major projects. No individual director has any authority to give instructions or direction to the Executive Director; only the Board as a whole can do that. The Board directs NCF through the Executive Director; he/she is responsible for ensuring that the direction set by the Board is implemented, coordinating staff and volunteers.
Board Member Responsibilities The National Capital FreeNet (NCF) is governed by an 11 member Board of Directors elected by NCF members. The Directors' mandate is to ensure that NCF is managed to meet the needs of the members, and to maintain financial stability.
As representatives of NCF members, the Directors establish strategic objectives and policies; approve major financial transactions; advise on matters pertaining to organizational structure; and review and approve operating budgets.
The Board of Directors meets approximately 12 times a year. In addition, most Directors serve on committees which meet to deal with specific issues.
Prospective Directors come from all walks of life and bring varied experience to the Board. The ability to understand financial reporting and to make business decisions is essential, but Board Members must also possess a keen interest in online community networking and a desire to work to help NCF reach its objectives.
Prospective board members are encouraged to attend board meetings prior to their candidacy. All NCF board meetings are open to the public.
Nomination Procedures All registered NCF members may nominate eligible individuals to stand for election to the Board of Directors of the National Capital Freenet.
According to the Corporations Act, eligible candidates cannot be:
Nominations will only be accepted in the nomination period (see main AGM webpage). Nominations must be posted to the moderated AGM nominations discussion group. The moderator (NCF's Election Returning Officer) will verify the candidate, remove private information (such as telephone numbers) and make the posting visible. The posting must include the name of the nominated person, the name of the nominator, and the name of a seconder. Contact information (eg., phone numbers) should also be provided for all these people. If during the nomination period the Returning Officer cannot confirm the authenticity of the nomination and the willingness of the nominee to stand, the name will not be placed on the ballot.
Deadline for submitting nominations is listed on the main AGM webpage.
After confirmation, the Returning Officer will post the candidate's name to the newsgroup, the List of Nominated Candidates found in the AGM menus, and will ensure that the name is also on the ballot.
On-line voting will take place during the voting period (see main AGM webpage).
Candidate Information To help members evaluate candidates, each candidate is asked to provide information about themselves, and answers to three questions:
The statement and answers must be submitted together in one file (preferrably HTML) by the "deadline for submitting candidate information" (see main AGM webpage) by email to the Secretary of the Board.
Subj: Candidate statement and answers to questions
The material will appear on-line for the benefit of NCF members by the start of the voting period. Once the voting period begins, submitted information may be not be altered unless approved by the AGM Chair.
Statements and answers may be in english and/or french, using plain text (ASCII or ISO Latin 1 characters). Statements may be re-formatted by the AGM chair to a consistent form for publication. Statements may contain HTML links and images.
Candidates are encouraged to include (or link to) biographies, position statements on issues, or other relevant information in their information page. While providing this information is not mandatory for candidates, it is encouraged as it will contribute to a successful campaign.
Help with HTML is available (contact the Secretary for more information).
Candidates are listed in menus and on the ballot in an random order, determined by a draw. Ballots may be produced with candidates listed in an order determined randomly at the time the ballot is produced (differently for each voter).
The AGM newsgroup will be open for the duration of the election period for general discussion by all candidates and members.
Candidates may be asked to participate in an "Meet the Candidates " event to make themselves available to members and answer questions. Also, the Nomination Committee may speak with candidates to form recommendations on which candidates would best fit the composition of the board. It is strongly recommended that candidates make themselves known to the Nomination Committee as early as possible.
The by-laws of the National Capital FreeNet require certain business to be considered at each annual general meeting: An annual report will be presented detailing the major events and accomplishments for the corporation; also, the financial statements and report from the auditors will be made available. In addition, the by-laws require this motion to be considered:
The members shall, at each annual meeting, appoint an auditor to audit the accounts of the corporation for report to the members at the next annual meeting. The auditor shall hold office until the next annual meeting provided that the directors may fill any casual vacancy in the office of the auditor. The remuneration of the auditor shall be fixed by the board of directors. [bylaw 38]
What is 'Special Business'? "Special Business" includes such things as bylaw amendments and motions raised by members 'from the floor'.
"Ordinary business" is conducted on behalf of members by the elected Board of Directors, NCF employees, and volunteers. The NCF Board of Directors meets monthly, and any member can have ordinary business considered at any board meeting by making arrangements with a director or the chair of the Board.
Special business involves matters not usually conducted at Board meetings, such as calls for the resignation of a member, calls for the resignation of a director, and changes to the bylaws. Special business is described in the Canada Not-for-profit Corporations Act.
These motions fall into two overall categories: motions requesting resignations, and motions recommending changes to the way the National Capital FreeNet works. Decisions on motions of the former type, calling for resignations, are binding and are considered at the AGM. Each motion (if any) of the latter type is discussed as board business at the board meeting prior to the AGM. If approved by a majority vote of the Board, the motion is included in the AGM; decisions are non-binding.
Procedure for Raising Special Business Special business to be considered during the AGM must be submitted to the Secretary of the Board by the "deadline for special business" (see main AGM webpage) by e-mail to: email@example.com
Motions must be proposed and seconded by NCF members in good standing. Special business motions and supporting material must be emailed as a single message to the Board Secretary (above) with the subject line "Special business motion for the AGM". The email must include the name of the member proposing the motion and the name of the member seconding the motion. Day-time phone numbers must also be provided for these people (phone numbers will not be posted). If the Secretary cannot contact the parties to confirm the authenticity of the motion, the motion will be deferred until a later AGM.
Motions may be withdrawn by the proposer by sending email to the Secretary.
Sufficient information must be provided to permit members to form a reasoned judgement on the issue and the decision to be taken. To ensure this, a member wishing to raise special business should include information that will be presented to members during the AGM, in the following general format:
The rationale should explain why the motion is good for those who are NCF members and good for those in the community who are potential NCF members but who are not yet online (perhaps because they do not have the money, equipment or knowledge to get online); how it supports the NCF mission statement; and why it is financially viable (within the budget provided by NCF members and others to NCF).
Current board members and NCF staff may also provide information, offer an opinion, and/or make recommendations to members relating to special business motions.
Special business motions of "rules and regulations" are recommendations to the elected board of directors. Recommendations will be considered by the board of directors at a board meeting subsequent to the AGM. As recommendations, such motions are not binding upon the organization, but the board can be expected to give much weight to voting results of the motion.
(Members are reminded that it is easier and effective to bring motions to the board by simply talking with any director before any monthly board meeting)
A discussion group for refining and discussing special business for the AGM is available in the AGM webpage. Members may wish to discuss and refine any business items before they are submitted to the Secretary.
The AGM material and voting system is accessible from web browsers.
Q. When I click on the voting link from the AGM page, I get a box prompting me for a username and password. What do I enter?
A. You enter your National Capital FreeNet userId (for example: ab312) in the username box, and your National Capital FreeNet password in the password box.
To vote on motions, select the appropriate radio button -- you will see a dot marking your selection. For candidates, select the checkboxes of desired candidates.
While voting, for information about a motion or candidate, you can choose ('click on') the link for each motion or candidate (ie, their name, or for motions, the motion). This will NOT register as a vote, it will allow you to find out information about the motion or candidate.
After you have finished voting, click on the button indicating that you want to submit your ballot. You may change your vote at any time, by re-voting, until the end of the voting period (see the main AGM webpage).
Many people have commented that people seem to read candidate material in the order that it is posted and thus there may be some advantage to being first in the list. It was suggested that candidate names be ordered by luck of a draw. For many years the AGM Chair has adopted this suggestion, and the procedure is described below.
The sequence is determined at the Board meeting prior to the AGM. Since the candidate names and even the number of candidates are not known at that time, 15 squares of paper are drawn from a hat, each with a number written on it from 1 to 15. The numbers are used to order the names as illustrated by the following example. Assume the numbers are drawn in this order: 5, 3, 10, 6, 13, 15, 9, 11, 1, 14, 2, 7, 12, 4, 8. The numbers are used to order candidate names as follows: The fifth (because the first number drawn was 5) by alphabetical (surname) sequence will be first, the third (because the second number drawn was 3) by alphabetical sequence will be second, the tenth by alphabetical sequence will be third, etc (skipping any number than exceeds the number of candidates). If there are more than 15 candidates, the candidates will be divided into groups of 15 (alphabetically by surname) and the method above will be applied to each group independently (thus the second group of 15 will appear in positions 16 to 32, etc).
The order of names on the ballot (which is computer-generated) will be random for each ballot.