Minutes of the National Capital FreeNet Board of Directors Meeting held on 21 March 1995 Honeywell Room - RMOC/HQ - 111 Lisgar Street, Ottawa, Ontario The following Board members were in attendance: David Blackwood, Scott Catterill, Julie Chahal, Jessica Cohen, Brett Delmage, Yvonne Dionne, Rosaleen Dickson, Chris Hawley, Marc Labelle, David Loan, Andrew Patrick, Dave Sutherland, Richard Taylor, Stephen Toy. 1. CALL TO ORDER The meeting was called to order by Dave Sutherland at 7:00 p.m. 2. ELECTION OF OFFICERS Dave Sutherland opened the floor for nominations to fill the positions of President, 1st Vice-President, 2nd Vice-President, Treasurer and Secretary. On a motion by Stephen Toy, seconded by David Loan, Dave Sutherland was nominated to serve a second-term as President. There being no further nominations, Dave Sutherland was acclaimed as President. After some discussion it was decided that a secret vote would be held to fill the 1st and 2nd Vice-President positions. As a result of the ballot, Andrew Patrick will serve as 1st Vice-President and Julie Chahal will serve as 2nd Vice-President. On a motion from Andrew Patrick, seconded by Richard Taylor, it was unanimously agreed that the Executive Director should act as Treasurer until such time as a person with the appropriate background can be recruited to serve as Treasurer. On a motion from Julie Chahal, seconded by Chris Hawley, Richard Taylor was nominated to serve as Secretary. There being no further nominations, Richard Taylor was acclaimed. It was noted by Dave Sutherland that, following the next election two years hence, a meeting should be held to establish a process for the Election of Officers. 3. APPROVAL OF MINUTES On a motion by Julie Chahal, seconded by Andrew Patrick, the Minutes of the meeting held 6 February 1995 were approved. 4. BUSINESS ARISING FROM THE MINUTES a) BY-LAWS It was confirmed that the by-laws on-line have not yet been modified to reflect the changes made at the Annual General Meeting. The Executive Director was directed to look into having the by-laws properly reviewed by the Corporations Branch. b) SIGNING AUTHORITY In response to inquiries, it was noted that the insurance policy and has been updated to reflect the new Board membership. The bank documents will be updated when a new Treasurer has been appointed. It was noted that information relating to the insurance policy will be distributed for inclusion in the orientation kit. 5. REVIEW OF THE AGENDA It was agreed that items 6 and 7 would be moved to the end of the agenda after Other Business. It was suggested that, in future, these reports should be put on-line beforehand and Board Members could then come to the meetings prepared to ask questions. 6. REVIEW OF EXECUTIVE COMMITTEE ROLE AND COMPOSITION After extensive debate, it was agreed - on a motion from Dave Loan, seconded by Andrew Patrick - that the Executive Committee composition remain the same for the time being but that there is a need to review the existing mandate. The Executive Committee is, therefore, made up of the Officers of the Corporation and the Executive Director. Since the Executive Director is now responsible for day-to-day operations and staff supervision, the Executive Committee will not need to retain responsibility for operations. The Executive Director will report directly to the President, as previously arranged. The Executive Committee remains responsible for implementing disciplinary actions as needed and on recommendation from the "Complaints" volunteer, Robert Pless. 7. CREATION OF BOARD PLANNING COMMITTEE On a motion by Brett Delmage, seconded by Yvonne Dionne, it was agreed that a planning committee would be established. A recommendation for the composition of this committee will be brought forward at the next Board meeting. Chris Hawley was tasked with organizing a meeting of this planning committee. 8. DEVELOPMENT OF ANNUAL SCHEDULE OF MAJOR BOARD TASKS The Executive Committee was tasked with bringing forward a list of major annual tasks to the next Board. 9. BOARD UNMODERATED NEWSGROUP On a motion from Julie Chahal, seconded by Jessica Cohen, it was agreed that the Executive Director should establish a schedule for Board members to monitor and respond to Board unmoderated newsgroup. 10. OTHER BUSINESS a) DRAFTING AN ACCEPTABLE USE POLICY Robert Pless distributed a proposal for the development of an Acceptable Use Policy and enforcement of the User Agreement. After some discussion, it was determined that this policy should be a part of the User Agreement and that Robert is on the right track. The remaining items under OTHER BUSINESS were deferred to the next meeting. It was agreed that representatives from the on-line community could be invited by Chris Hawley to make 15-minute presentations on these topics. 11. FINANCIAL REPORT Detailed information relating to the Financial Report are available from the Executive Director. 12. OPERATIONS UPDATE On a motion from Brett Delmage, seconded by Jessica Cohen, the Board agreed to authorize the quoted expenditure to have the "Survival Guide" printed immediately. 13. NEXT MEETING The next meeting will be held at 7:00 p.m. on Tuesday, 18 April 1995. Location to be announced. [6th floor Lounge Robertson Hall (Admin Building), Carleton University] Deadline for agenda items: 10:00pm Tuesday, 11 April, 1995. E-mail to Richard Taylor, aa333. I4. ADJOURNMENT On a motion by David Blackwood, seconded by Andrew Patrick, the meeting adjourned at 9:55 p.m. 5 April 1995 RPT/kam