As of the deadline of 1995-02-05 23:59 I have received the following suggestions from NCF members as special business to be transacted at the 1996 Annual General Meeting as per By-Law 32. These suggestions will be considered by the NCF Board of Directors at their meeting of 1996-02-20 and decisions will be made at that time as to their inclusion in the business of the AGM. Richard Taylor, aa333, Secretary ********** Motion: I move that NCF amend By-Law 7 to read: The property and business of the corporation shall be managed by a board of a minimum of eight (8) directors to a maximum of fifteen (15) directors of whom a five (5) shall constitute a quorum. Directors must be individuals, 18 years of age or older, with power under law to contract. Directors must be members. Full- or part-time employees may not serve as directors. Moved by Miranda Gray, ak717. Seconded by Jessica Cohen, aa724 [Note: I suggested a friendly amendment that the word "employees" be changed to "staff" and this was accepted by Miranda Gray. RPT] *********** Motion: I move that NCF remove By-Law 8 from the By-laws of NCF. Moved by Miranda Gray, ak717. Seconded by Mike Mason, an956. *********** I move that NCF amend By-Law 9 to read: The Directors shall be elected for a three year term by the members at an annual general meeting of the members. There is no limit to the number of consecutive terms a director may hold. Moved by Miranda Gray, ak717. Seconded by Mike Mason, an956. *********** I move that NCF amend By-Law 10 to read: 10. The office of director shall be automatically vacated: a. if a director has resigned their office by delivering a written resignation to the secretary of the corporation; b. if a director is found by a court to be of unsound mind; c. if a director becomes bankrupt or suspends payment or compounds with his creditors; d. if at a special general meeting of members, a resolution is passed by two-thirds of the members present at the meeting that a director be removed from office; e. on death; f. if a director misses all meetings of the board of directors, either in person or by other accepted communications facilities, for a period of three consecutive months or three consecutive meetings, whichever time period is longer. AND that a new by-law be added after by-law 10 which reads: Any vacancy on the board may be filled by appointment by a majority vote of the board of directors until the next annual general meeting. At that time, the members shall elected a director to fill the remaining years of the term. The candidate with the most votes shall receive the longest term until all the positions are filled. Moved by Miranda Gray, ak717. Seconded by Pat Drummond, ad995. *********** I move that NCF amend By-laws 22 and 23 to read: 22. Officers shall be appointed by resolution of the board of directors at the third meeting of the board of directors following the annual general meeting of members in which the directors are elected. 23. The officers of the corporation shall hold office for one year from the date of appointment or election or until their successors are elected or appointed in their stead. Officers shall be subject to removal by resolution of the board of directors at any time. Moved by Miranda Gray, ak717. Seconded by Jessica Cohen, aa724. *********** I move that NCF amend By-law 21 to read: "The officers of the corporation shall be a chairperson, president, first vice-president, second vice president, secretary and treasurer and any such other officers as the board of directors may by by-law determine. Any two offices may be held by the same person. Officers need not be directors, but must be members." that NCF add a new by-law before By-law 24 which reads: "The chairperson shall preside at all meetings of the corporation, of the officers and of the board of directors." and that NCF amend By-law 24 to read: "The president shall be the chief executive officer of the corporation. The president shall have the general and active management of the affairs of the corporation. The president shall see that all orders and resolutions of the board of directors are carried into effect." Moved by Miranda Gray, ak717. Seconded by Jessica Cohen, aa724. *************** This is a motion recommending rules and regulations to the board of directors as per By-Law 32 e. I move that the board adopt a procedure for handling the board's online discussions as outlined in the following document (to be placed in the menu at Your Choice ==> go board) Board Discussion Newsgroups =========================== The board newsgroups are archive newsgroups. Anything posted to these newsgroups is kept forever (unless deleted by the original author). The discussion is saved for historical reference and as a tool for new members to learn the reasoning behind key decisions made in the formation of NCF. The newsgroups have become congested with old discussion. Opening these newsgroups takes a few minutes as the newsreader does not handle extremely large newsgroups well. For this reason, the board newsgroups are renamed each year (on the day the Annual General Meeting closes). This way, previous discussion is still available but the new postings are accessible. The current board discussion groups are also ways named so that the year are included. For example, the discussion groups for 1996-1997 are ncf.board-96-97.unmoderated and ncf.board-96-97.moderated Discussion previous to the 1996 Annual General Meeting is archived in ncf.board-discussion-unmoderated and ncf.board-discussion-moderated . And that this procedure be implemented following the 1996 Annual General Meeting. And that this procedure be reviewed on the creation of new or better news handling tools. Moved by Miranda Gray, ak717. Seconded by Pat Drummond, ad995. *********** Motion to amend By-Law no. 30 Proposed by Jean-Yves Fortin (ai772) Seconded by Jean-Guy Marinier (bi108) By-Law 30 reads as follow: The annual or any other general meeting of the members shall be held at the head office of the corporation or any place in Canada as the board of directors may determine and on such day as the said directors shall appoint. The members may resolve that a particular meeting of members be held outside Canada. Modification requested: (in capital letters) The annual or any other general meeting of the members shall be held at the head office of the corporation or any place in THE NATIONAL CAPITAL REGION as the board of directors may determine and on such day as the said directors shall appoint. Reasons: It appears that this article was taken verbatim from a multi-national corporation which is not the case of the NCF. It does not make sense for meetings to be held outside "the National Capital Region", nevermind outside Canada! *********** Modification to the NCF Mission Statement Proposed by Jean-Yves Fortin (ai772) Seconded by Jean-Guy Marinier (bi108) Current Statement: The National Capital FreeNet is a free, computer-based information sharing network. It links the people and organizations of this region, provides useful information, and enables an open exchange of ideas with the world. Community involvement makes FreeNet an important and accessible meeting place, and prepares people for full participation in a rapidly changing communications environment. Modification requested: (in Capital letters) The National Capital FreeNet is a free, computer-based information sharing network. It links the people and organizations of THE NATIONAL CAPITAL REGION AND ITS SURROUNDINGS, provides useful information, and enables an open exchange of ideas with the world. Community involvement makes FreeNet an important and accessible meeting place, and prepares people for full participation in a rapidly changing communications environment. Reason: The term "this region" is not sufficient to cover both sides of the Ottawa river. The Term "National Capital" by itself refers normally to Ottawa which is the Capital of Canada. The term "National Capital Region and its surroundings" would cover not only the Ontario and Québec sides of the National Capital Region but also rural areas where the NCF would be accessible.