SUMMARY * 'Clean audit' for 1996 * Telecommunities Canada update * AGM preparations Resolutions: * Expression of gratitude to Jeff Bossert, Rudy Wytenburg, Andre Ouellette * Bylaw suggestions will be referred to the Bylaw Committee * Staff shall advise new information providers of newsgroup options * Members will be asked at the AGM to ratify the change of board size Action Items (board related; excludes many operational actions): * Dave Sutherland, Richard Taylor, Jim Elder to provide drafts of text for AGM ----------------- Minutes of a Meeting of the Board of Directors of the NATIONAL CAPITAL FREENET held on Tuesday, February 18, 1997 at 7:00pm in the Olde Forge Community Resource Centre, Richmond Rd and Carling, Ottawa, Ontario. Present: Dave Sutherland, President, aa001 (Chair) DS Julie Chahal, 2nd Vice President, ab161 JCh Nadia Diakun-Thibault, ab341 NDT Yvonne Dionne, ao594 YD Jim Elder, Secretary, aa456 JE Natalie Munro, aa966 NM Richard Taylor, aa333 RT Andre Vellino, an386 AV Jean Wilmot, aa145 JW Absent: Jeff Bossert, Treasurer, au025 JB Jessica Cohen, aa724 JCo Rosaleen Dickson, ac174 RD Chris Hawley, ah654 CH Rebecca Last, as006 RL Also present: Lisa Donnelly, NCF Executive Director, xx412, Shiela Alder, NCF Administrative Coordinator, xx001 NCF members present: Jean-Yves Fortin, Miranda Gray, Mike Mason Minute-taker: Denise Skrypkar Dave Sutherland took the chair and Jim Elder acted as Secretary of the meeting. Directors being present and notice of the meeting having been duly given, the meeting was declared to be properly constituted for the conduct of business. MINUTES OF THE PREVIOUS MEETING The Chairman tabled the draft minutes, amended, of the last meeting of the Board held in January 1997 which, upon motion made by Natalie Munro, seconded by Yvonne Dionne and carried with all in favour, were approved. REVIEW OF THE AGENDA A report expected from the ad-hoc bylaw committee was added as Old Business. TREASURER'S REPORT Lisa Donnelly, Executive Director, presented the audited financial statements for 1996. The process went very well. The report from the auditors can be found with these minutes. January Financial statements are deferred until later this month; due to time spent supporting the audit process, there was not time to produce detailed monthly material. However, the Executive Director's report (below) contains a breakdown of revenue in the month. Moved by the board an expression of gratitude to Jeff Bossert, Treasurer, and Rudy Wytenburg, accountant to NCF, for their hard work (in general and in particular relating to the audit), and to Andre Ouellette for maintaining the NCF Connection Sponsorship database. DS JCh JB JCo NDT RD YD JE CH RL NM RT AV JW Votes: y y - - y - y y - - y y y - The motion passes unanimously. EXECUTIVE DIRECTOR'S REPORT Lisa Donnelly, Executive Director, presented highlights from her monthly report. The account renewal process is proceeding well and with response rates continue as expected. Especially pleasing is that in January, 89% of renewals arrived with donations. Over $24,000 was donated, including 24 donations over $100 that qualified for PFAs. Special crews were organized in January to clear up the renewal processing backlog attributed to the Christmas holidays when the office was closed. The NCF Birthday party received good coverage in both the English and French media. Approximately 200 people attended. Calls are planned in February to update Key partners. Dave Sutherland is working with volunteer Colin McFadyen to create masters of diskettes containing everything a member needs to use NCF's PPP services. A PC-based version of this is hoped for by the end of February. This will greatly assist members and is a welcome contribution. Seminars and other outreach forums will be organized. The board orientation meeting for the new board will be held Thursday, March 13. Board manuals are being readied for this meeting. The search for a new Systems Administrator to replace outgoing Roy Hooper continues. Interviews start on February 17. Lisa provided information about preparations for the upcoming Online Annual General Meeting. Some members expressed concern last year that time taken to read AGM material subtracted from their daily connection time limits. Could arrangements be made to allow extra time for the AGM? Unfortunately it was thought to be not easy technically. Last year, some members complained that there was too much to study during the AGM to become sufficiently informed; some people felt they were voting blindly and thus irresponsibly. One solution is to provide a way for members to assign their vote to a proxy. A proxy mechanism was provided last year, but it is complicated and no one used it. The Executive Committee recommends that a proxy mechanism be provided that would allow members to assign a proxy as one of their voting choices. The proxy would be assigned to an individual (eg., the President) and cast as directed by the Board of Directors. In ensuing discussion, there was concern that many members vote 'yes' for all motions put to the AGM because they assume the motions come from and are endorsed by the board; a proxy mechanism would give such members wishing to vote 'with the board' a way to do it. There was concern that a proxy mechanism held by the board might cause members to not do their own evaluation; make it easy for people to avoid their voting responsibilities. There was concern that people might find the whole proxy thing too complicated. The Executive Committee supports the idea and the software and supporting online information is ready. Moved by Jim Elder, seconded by Julie Chahal, that proxy voting for motions be provided. DS JCh JB JCo NDT RD YD JE CH RL NM RT AV JW Votes: y y - - a - n y - - n n y n Tied vote; the motion fails. A subsequent motion was moved by Jim Elder, seconded by Andre Vellino that an online proxy voting mechanism be provided for voting for board candidates. There was a general concern about how the board would organize at this short notice to determine how the proxyholder would be directed; also concern about the principle. The motion was withdrawn without voting. At the break, Jim Elder distributed a snapshot of new online information about telnet usage (see 'go usage'). Update on Telecommunities Canada Lisa Donnelly, NCF's representative to Telecommunities Canada (TC) and a member of the board of directors of that organization, gave an update. Here are some highlights: TC is a federally incorporated non-profit society that supports the existing and organizing community networks across Canada, regardless of their origins, as long as they are governed by a non-profit society with open membership. TC's mandate is: 1) TO ensure that all Canadians are able to participate in community-based communications and electronic information services by promoting and supporting local community network initiatives. 2) TO represent and promote the Canadian community network movement at the national and international level. Current Projects include: -Planning 1997 Community Networking Conference and securing sponsors and speakers -Planning the first ever International Symposium on Electronic Community Networking / public lane -Vancouver 1998 -Communicating with Industry Canada on Public Lane issues, supporting CAP (public access sites) -Helping a new committee re-establish a grass roots Libertel in Montreal -Liaison with other organizations focused on public access -Submitting documents to government and organizations on development of a national access strategy How can NCF keep involved: -Send an NCF representative to the August 1997 Community Networks Conference -Budget a small amount for membership dues -keep a pointer to the TC web page and visit it from time to time Dave Sutherland gave a verbal update of his participation on the Information Highway Advisory Council. The final meeting of this 32 person council will be in April and the final report will be completed for the Federal Government in May of 1997. For Telecommunites information and updates please visit their URL at http://www.tc.ca/ OLD BUSINESS 1. Bylaws Committee Update The ad-hoc Board committee assigned to review NCF bylaws and recommend improvements reported on their progress. The team consists of Nadia, Andre and Lisa. To date, the NCF Bylaws have been re-drafted and the changes reviewed by the team. Changes include renumbering and reordering for better consistency, refining ambiguous or inaccurate wording, and changing several items to better correspond with non-profit and charitable organization templates. Next, the committee plans to make further refinements, then review a few of the more difficult issues with the Board at a later meeting. After that the Committee will review the draft Bylaws with Industry Canada's Corporate Division and the lawyer for the Public Interest Advocacy Centre. Final draft versions should be available in May. The committee has also been tasked with reviewing and recommending Board action for the Bylaw changes recommend from the floor for the AGM. It was recommended that all Bylaw changes be completed at once instead of piecemeal and therefore recommends the proposed changes by sent to the committee for their consideration. A decision on this issue was deferred to the agenda item "New Business: AGM matters". NEW BUSINESS 1. Tabling of the annual report of the Board's Planning Committee Julie Chahal, chair of the planning committee, tabled the annual report of the planning committee. The planning committee was less active this year as the organization catches up with plans produced in the previous year. Julie reports that when producing recommendations for the future, the planning committee was split between recommending that the committee continue with its mandate or that it be folded into the executive committee or board as a whole. General consensus around the board table was that the planning committee should continue with its current mandate. 3. AGM matters The board was asked to review several matters relating to the AGM. Lisa Donnelly led the discussion through a number of items: * What is the procedure for motions from the floor for bylaw changes? Discussion: The board recognizes that the bylaws could use improvements and has already struck an ad-hoc committee (in Dec 96) to review the bylaws and come to the board with suggestions, in the form of a new coherent set of bylaws. Rather than considering many motions affecting a subset of the bylaws, better to take the motions raised by members under advisement and have the Bylaw committee consider them with the entire package. The process for bylaw changes was discussed; as described by Bylaws 31 and 37, a bylaw change must be moved at the board, seconded and approved, then taken to the membership at a meeting called for that purpose and approved by 2/3 of voters, then submitted to and approved by the Minister of Consumer and Corporate Affairs. Moved by Andre Vellino, seconded by Nadia Diakum-Thibault, that NCF take motion from the floor relating to bylaw changes under advisement. DS JCh JB JCo NDT RD YD JE CH RL NM RT AV JW Votes: y y - - y - y y - - n n y y The motion passes. The 5 motions from the floor regarding bylaws will be referred to the existing bylaw committee for their consideration. * Should the board's decision in January to set the size of the board to 11 members be put to the members in the AGM? Discussion: A few members have asked (some passionately) that this be done; the bylaws do not require it (the bylaws explicitly allow a range); board size and representation is a fundamental feature and ought to be separated; what will be done if the motion fails? Perhaps the board would remain at 11 this year and then revert to 15 next. Moved by Julie Chahal, seconded by Richard Taylor, that NCF submit the motion to change the board size for ratification by members at the Annual General Meeting. DS JCh JB JCo NDT RD YD JE CH RL NM RT AV JW Votes: n y - - n - y y - - n y y n The motion passes. * Should the board comment on motions from the floor? Should board take a position and present it to members with the AGM material? The general consensus was that it would be a benefit to members to hear a variety of opinions, including the opinion of their elected representatives who focus on NCF issues all year. Accordingly, the board worked through each motion "from the floor" to understand it, discuss it's merits, and to form an opinion to be included in the AGM material as follows: For each motion: Section 1, the text of the motion itself, as provided by the member proposing the motion; section 2, the rationale for the motion, as provided by the member; section 3, comments by the board on the motion and a recommendation; a neutral and descriptive title. Account renewal process Mover: Joshua Gilbert (ba743, NCF Member) ~~~~~~~~~~~~~~~~~~~~~~~ Seconder: Vivien Milat (bv684, NCF Member) SECTION ONE: Motion ~~~~~~~~~~~~~~~~~~~ The National Capital Freenet shall not require renewal of its membership on a mass or random basis. SECTION TWO: Comments from proposer of the motion (Joshua Gilbert, NCF Member) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ The renewal process forced upon the members early this year will unfortunately see alot of members leaving not because they don't use the system, but because they found the renewals process too much of an inconvenience. Lower end users won't bother out of inconvenience and high-end power users will find the renewal process insulting. This will leave the NCF with only a small number of middle-end users. It has already become apparent this is the case with the statistics recently released by the NCF concerning how many users have renewed. While the users didn't have a say this year, they should have a say now. This issue has been argued to death in the unmoderated board discussion group, and it was mostly users versus the board. It's time we listened to what the users of this system want. Discussion: The renewal program was discussed thoroughly at many previous meetings. Should the board recommend to members to vote 'Yes' for this motion? DS JCh JB JCo NDT RD YD JE CH RL NM RT AV JW Votes: n n - - n - n n - - n n n n The board will recommend voting 'no' on this motion. Dave Sutherland will provide draft text for Section Three for this motion for the AGM material. ncf.* and ott.* newsgroups Mover: Miranda Gray (ak717, NCF Member) ~~~~~~~~~~~~~~~~~~~~~~~~~~ Seconder: Matthew Darwin (aa673, NCF Member) SECTION ONE: Motion ~~~~~~~~~~~~~~~~~~~ I, Miranda Gray (ak717@freenet.carleton.ca) move that the National Capital FreeNet change its practices regarding ncf.* newsgroups to lessen the walls between NCF members and other participants in the local online community by 1) encouraging the creation of more ott.* newsgroups, 2) encouraging its Information Providers to consider alternatives to private ncf.* newsgroups and 3) discouraging the use of ncf.sig.* newsgroups when a comparable ott.* newsgroups exists or is created. SECTION TWO: Comments from proposer of the motion (Miranda Gray, NCF Member) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ The Ottawa-Hull area needs free, open, accessible, community meeting places on the net which are not dominated or controlled by commercial or government interests. These meeting places can't be owned by one community organization either. Newsgroups are these meeting places. Discussion: Several members commented that they agreed with the general spirit of this motion and in particular with some of the supporting material (not included in the motion but posted online by Miranda; called "Selecting a newsgroup", it describes various newsgroup alternatives available to information providers; see information documents included with minutes). There was enthusiasm for asking staff to review the material in the newsgroup and a motion was proposed to that effect: Moved by Julie Chahal, seconded by Nadia Diakun-Thibault, that staff advise new information providers of newsgroup alternatives. DS JCh JB JCo NDT RD YD JE CH RL NM RT AV JW Votes: y y - - y - y y - - y a a y The motion passes. Many board members were not comfortable with the specific language of the motion "ncf.* and ott.* newsgroups" itself, which was interpreted as having a meaning somewhat different from the material "Selecting a newsgroup", and therefore the board would not be comfortable endorsing the motion as it reads. Julie Chahal suggested draft text for Section Three for this motion for the AGM material: "The NCF Board has already directed staff to incorporate much of this motion and recommends a 'No' vote rather than interfering with operational issues." Usenet access for internet-based members Mover: Matthew Darwin (aa673,Member) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Seconder: Miranda Gray (ak717,Member) SECTION ONE: Motion ~~~~~~~~~~~~~~~~~~~ Be it resolved that the NCF allow access to hierarchies of regional interest (e.g. ott.*, qc.*, can.*) through its NNTP server in the same way news.* and ncf.* are currently available. SECTION TWO: Comments from proposer of the motion (Matthew Darwin, NCF Member) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ Many members do not have access to news except through NCF's services. NCF's mission states: "[NCF] links the people and organizations of this region, provides useful information, and enables an open exchange of ideas with the world". This motion is in keeping with this mission. Implementation: The exact implementation details of this motion are operational, but a procedure similar to the existing procedure for adding sites to NCF's proxy server shall be followed. It is anticipated that the impact on the NNTP server will be minimal. This is due to the fact that hierarchies that are likely to be added are on the smaller size. The board worked through a review of current news serving to prepare for forming an opinion on this motion. NCF members have access to several hundred NCF newsgroups and several thousand Usenet newsgroups if they dial-in or if they connect to NCF from the internet by telnet. However, if a member has their own internet access (for example, by paying an ISP or provided at a workplace) and, rather than using telnet, uses their own newsreader, NCF provides only NCF newsgroups; it is assumed the provider of internet also provides Usenet newsgroups to the internet-based member and therefore NCF ought not assume this burden. It is thought that this motion asks NCF to provide selected non-NCF newsgroups in the previously mentioned circumstance. Discussion: If workplaces are not providing Usenet/telnet to their internet-enabled employees, should NCF be in the business of helping people circumvent those limitations? It would be convenient for internet-based members to see all newsgroups they are interested in as one pool. How many people would benefit from this? Is this something that is a high priority to be done now? Should the board recommend to members to vote 'Yes' for this motion? DS JCh JB JCo NDT RD YD JE CH RL NM RT AV JW Votes: a n - - n - n n - - a n a n The board will recommend voting 'no' on this motion. Jim Elder will provide draft text for Section Three for this motion for the AGM material. * Draft text for section three of each motion will be emailed to the secretary who will collect it, redistribute to that group for cross-review and revisions, and then make it available. * Member John Turmel submitted four items as 'questions of privilege' and one item of 'new business'. None of the material was seconded. Since the item of 'new business' did not contain a clear motion recommending rules and regulations, or a modification of a Bylaw, and there was no seconder, the board did not feel able to include it for a vote in this AGM. 'Questions of privilege' are raised in a normal meeting to bring a condition affecting participation in the meeting to the attention of the chair. The items raised do not seem to be 'questions of privilege', and in any case, would seem not relevant since the AGM has not yet begun. All five items were posted in a newsgroup on the last day of that special business was being accepted, so there was no time to suggest that it be submitted according to the posted procedure. For all these reasons, the board felt that all five items were not properly submitted as 'special business' for this AGM. * Members who forward email off the NCF system will be sent reminders of the AGM on the first day of the AGM. About 10,000 people forward mail. * 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. Previously candidate material and names on the ballot have been ordered alphabetically, but it was suggested that names be ordered by luck of a draw. The board was somewhat ambivalent but decided to try ordering names by draw. Since the names are not known yet, ten cards where drawn from a hat, each with a number from 1 to 10. The sequence drawn was: 1, 5, 10, 6, 9, 3, 2, 7, 4, 8. Candidate material and names on the 'ballot' will be ordered as follows: The first by alphabetical sequence will be first, the fifth 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 10 candidates, more numbers will be drawn. NEXT MEETING The next meeting will be Tuesday, March 18, 1997 at 7pm at the headquarters of the Regional Municipality of Ottawa-Carleton on Lisgar St, Ottawa. ADJOURNMENT There being no further business the meeting then ended. Attachment: Selecting a Newsgroup ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ When you become an Information Provider with FreeNet, you are encouraged to select a newsgroup to accompany your online material. The newsgroup provides a place for readers to post question about your organization or can provide a hangout for your organization's members. You have several options about the newsgroup. 1) Sharing a newsgroup with identical organizations. Newsgroups can have hundreds of thousands or participants or just a handful of people. Some NCF IPs are very specialized. There may be few people in the area who share this interest. However, there may be a strong national or international group already online. If you know of an online newsgroup, you can direct people to it from your NCF menu or Webpage. If your topic is very specialized, the only newsgroups available may be international newsgroups. These newsgroups are carried on many many computers around the world. 2) Sharing a regional newsgroup with similar organizations and people. If you want to reach mostly local people, you may prefer to participant in one of regional newsgroups. ott.* newsgroups are newsgroups for the Ottawa-Hull Region. ont.* newsgroups cover all of Ontario. Finally can.* newsgroups are Canada's national discussion areas. These newsgroups can be made available anywhere in the world on demand. Generally they are carried by all the networks within the geographical area. Regional groups are the best way to reach your neighbours. 3) Asking for a private newsgroup just for your organization. NCF recognizes that some groups have a need for extra privacy. NCF can provide a private newsgroup here on NCF. The postings will be readable via the web anywhere in the world but only NCF members will be able to join in the discussion. Of course, you aren't limited to just one newsgroup. You can put lots of newsgroups in your information area. Experience has taught us that newsgroups are one of the most popular features of NCF. Our members like to talk. You will get feedback on your information if you tell people how to get in contact with you. If you aren't sure what kind of newsgroup is best for your group, the NCF can give you advice. It isn't a permanent decision. You can always add a private group later if you need one. Call the office if you would like advice on what option to pursue. --- Attachment: Analysis of a motion from the floor ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ The wording of motions from the floor are the responsibility of the proposer; the listener/reader must interpret whatever is presented. Let's see if we can work through the meaning of this proposed motion: Be it resolved that the NCF allow access to hiearchies of regional interest (e.g. ott.*, qc.*, can.*) through its NNTP server in the same way news.* and ncf.* are currently available. The phrase, "through the NNTP server" doesn't add much because at NCF all news articles are served by the NNTP server. However, members connecting by PPP or via the internet access the server directly from their computer (whereas NCF computers make requests for FreePort users). Though still jargon, it might be more enlightening to say, "For members using NCF's news server directly". "Hierarchies of regional interest" refers to some non-NCF newsgroups distributed by Usenet. So we might rephrase this as "selected mission-appropriate Usenet newsgroups". "...that NCF allow access ... in the same way news.* and ncf.* are currently available" might be better phrased as "...that NCF allow access ... in the same way NCF newsgroups are currently accessible". That begs the question of, How are newsgroups currently accessible? The table below summarizes how the 14,000+ newsgroups available to NCF members (about 700 NCF newsgroups plus 13,300 Usenet newsgroups) are currently accessible: ------------------------------------------------------------------------------- Method used to | NCF newsgroups | Non-NCF Usenet newsgroups access newsgroups | (eg., ncf.general) |(eg., ott.forsale, alt.sex) ------------------------------------------------------------------------------- | | | | Text/FreePort | Yes, using nr | Yes, using nr NCF dial-in | | | modems ------------------------------------------------------------------- | | | | PPP/Direct NNTP | Yes, using Netscape | Yes, using Netscape | | | ------------------------------------------------------------------------------- | | | | Telnet/FreePort | Yes, using nr | Yes, using nr Internet | | | (eg. using ------------------------------------------------------------------- an ISP) | | | | Direct NNTP | Yes, using Netscape | No | | | ------------------------------------------------------------------------------- (Above, "Netscape" means newsreaders such as produced by Netscape, Microsoft, and others; 'nr' is the name of the FreeNet newsreader; FreePort is the maker of the text-based NCF menu system) As the table shows (if it's correct!), all Usenet and NCF newsgroups are available regardless of access method, with one exception: Members connecting via the internet (eg., using an ISP or workplace intranet) directly to NCF's news server can only access NCF newsgroups, not Usenet newsgroups. In those circumstances NCF doesn't provide Usenet newsgroups because members in those circumstances are assumed to be able to get Usenet newsgroups from their ISP and thus not burden NCF with that load (Usenet newsgroups come from outside NCF and are widely available outside NCF). Why should NCF provide Usenet in those circumstances? Matthew Darwin (author of the motion) says members with internet access aren't always able to get Usenet newsgroups from their internet provider. For example, many workplaces do not need (or want) their employees reading Usenet newsgroups, so Usenet is not provided. Also, some internet providers can cut costs by not providing Usenet. In such circumstances, it would be convenient if NCF were to provide the Usenet newsgroups. Why don't people in such a situation use telnet/FreePort, giving them access to all newsgroups? Perhaps telnet (eg., to MUDs) is also not provided by the workplace or cut-rate internet provider, or maybe they do not like the performance or FreePort newsreader. So, it appears the intent of the motion is to turn the "No" in the above table to a limited "Yes". Here are words to that effect: For internet-based members using NCF's news server directly, be it resolved that the NCF provide access to selected mission-appropriate Usenet newsgroups. Or, with slightly less jargon but still difficult: Be it resolved that NCF provide limited Usenet access for internet-based members. A descriptive title might be: Usenet access for internet-based members.