SUMMARY * Welcomed new Executive Director, Christopher Cope * Outgoing comments by Lisa Donnelly * Review of board committees and appointment of members Resolutions: * Disbanded the board development committee * Appointed officers Action Items (board related; excludes many operational actions): * Lisa/Chris to prepare project recommendations for discussion ----------------- Minutes of a Meeting of the Board of Directors of the NATIONAL CAPITAL FREENET held on Tuesday, May 20, 1997 at 7:00 p.m. at the Olde Forge Community Center, Ottawa, Ontario. Present: Jessica Cohen, aa724 JC Jim Elder, Secretary, aa456 JE Chris Hawley, ah654 CH Natalie Munro, aa966 NM Michael Mason, an956 MM Dave Sutherland, President/Chairman, aa001 DS Andre Vellino, an386 AV Jean Wilmot, aa145 JW Absent: Jeff Bossert, Treasurer, au025 JB Nadia Diakun-Thibault, ab341 ND Yvonne Dionne, ao594 YD NCF staff present: Lisa Donnelly, NCF Executive Director, xx412, Sheila Alder, NCF Administrative Coordinator, xx001 Chris Cope, NCF Executive Director-to-be, bz787 NCF Members Present: Charline Cormier Minute-Taker: Elizabeth O'Driscoll INTRODUCTION 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. Jean Wilmot introduced Chris Cope, the new Executive Director. He was warmly received. MINUTES OF THE PREVIOUS MEETING The Chairman tabled the draft minutes, amended, of the last meeting of the Board held in April 1997 which, upon motion made by Natalie Munro, seconded by Michael Mason, and carried, were approved. REVIEW OF THE AGENDA It was noted that the published agenda was missing an item (review of board committees and appointment of committee members). Added to the menu was an item to discuss a proposal involving the Ottawa Public Library system. TREASURER'S REPORT In Jeff's absence, Jean Wilmot presented highlights from the previous month's financial results, commenting that the revenues are almost right on budget. Sheila informed the meeting that there is a total of $19,045.16 revenue to date and expects revenue to be as budgetted again for this month. EXECUTIVE DIRECTOR'S REPORT Lisa Donnelly, Executive Director, presented highlights from her monthly report. Corporate accounts are now available. The archiving of accounts not wanted by members will start in about 10 days which will make it easier and less expensive to serve active members. $5,000.00 was spent for new hardware, as planned, and while there is still some fine tuning to be done, this is expected to improve services. There is a wish list with about 14 additional hardware and software items and this list will shared during visits to key partners prior to Lisa's departure by Lisa and the new Executive Director. An Internet Explorer version of a start-up diskette is being prepared, and Andre Vellino is assisting with the creation of a Mac version. Lisa noted that Ian Allen updated graphs derived from registration and usage data. The rate of new memberships continues to slowly decline, but the donations per donating new member seems to remain steady. Usage data seems to indicate a core of people who log on daily by modem, and a group who log on workdays by network. Usage of the guest account has gone down slightly. Lisa introduced a sample of responses from members to the renewal program, which include a range of both positive and negative reactions. OLD BUSINESS 1. Tabling of the draft bylaws Deferred (work is delayed due to illness). 2. Update from the Executive Director Hiring Committee Jean thanked the committee for the efforts re interviewing for the Executive Director position. There were several good candidates and it was a lengthy process. Jean was applauded for her contributions. NEW BUSINESS 1. Comments by the outgoing Executive Director, Lisa Donnelly Lisa reviewed the main points of the report. She recommends: 1) Set goals for the strategy and Executive Director - and measure outcomes 2) Team work (togetherness in an office) is important for the staff 3) Three staff are enough to 'tread water' but more staff needed to grow 4) NCF needs to plan and deliver some new services and to new niches There was general agreement with Lisa's observations and much discussion on how to address them. It was noted that the recent renewal program has accomplished a financial 'turn-around' and NCF will soon be a position to consider expansion from its current 'survival' staffing levels. To prepare the board for a discussion of priorities, Lisa and Chris Cope were asked to send a recommendation of projects to the board, to be discussed at the next meeting, perhaps with input from NCF's community partners. It will be a challenge to make the most for members of NCF's limited resources. NEW BUSINESS 1. Review of board committees and appointment of members The board has the following committees currently: Executive Committee Finance Committee Complaints Resolution Committee Planning Committee Francophone Committee Development Committee Development Committee: Lisa noted that with the shift toward member funding, the Development committee has lost much of its purpose; it has not met in five months. She recommended disbanding the committee and instead creating task-oriented teams as required for each fund-raising initiative. Moved by Michael Mason, seconded by Chris Hawley, that the Development Committee be disbanded. DS JB JC ND YD JE CH NM MM AV JW Votes: y - y - - y y y y y y The motion passes. Francophone Committee: Lisa noted that the Francophone Committee has not met for some time and attendance is spotty. The question arose as to whether the purpose of this committee are best accomplished by a board committee or a task force. General consensus was that the committee should continue. It was suggested that the committee might be tasked with getting public access terminals in the Quebec part of the region; create an inventory of francophone service providers; research grants available to francophone content providers. Finance Committee: Mandate and team are working well. All current members (Jeff Bossert, Jean Wilmot, Rudy Wytenburg, Lisa Donnelly) are thanked for their contribution and everyone is pleased that they wish to continue (with Chris Cope, the new ED, taking Lisa's position as ED). CRC Committee: The draft commission submitted by Natalie Munro, dated 20 May 1997, was distributed and reviewed. Natalie summarised the current situation. Chris suggested that the committee increase reporting of statistics to make workload more visible. Dave suggested that CRC update the board and staff routinely and make recommendations respecting policy so that the board can reassess policy to help CRC deal with problems before they affect the general tone of the system. It was generally agreed that some summarisation of the problems handled by the CRC is in order, but that the committee mandate and members is fine. Current members (Matalie Munro, Simon Coakley, Donna Shaw) are thanked for their good work, and the board is pleased that they wish to continue. Planning Committee: It was generally felt that the mandate of the committee was good but that the committee should be left without members until the workload exceeded what could be accomplished at board meetings. Thus the committee will stand but no members will be appointed at this time. Executive Committee: It was generally felt that the mandate of the committee was good. However, with the reduced size of the board, increased effectiveness, and monthly board meetings, it was felt that the work of the executive committee could probably be accomplished at board meetings and thus would need only meet on an as-needed basis. Moved by Jim Elder, seconded by Chris Hawley, that Dave Sutherland be President. DS JB JC ND YD JE CH NM MM AV JW Votes: a - y - - y y y y y y The motion passes. Moved by Jessica Cohen, seconded by Andre Vellino, that Jeff Bossert be Treasurer. DS JB JC ND YD JE CH NM MM AV JW Votes: y - y - - y y y y y y The motion passes. Moved by Jim Elder, seconded by Natalie Munro, that Andre Vellino be Vice President. DS JB JC ND YD JE CH NM MM AV JW Votes: y - y - - y y y y a y The motion passes. Moved by Chris Hawley, seconded by Jim Elder, that Michael Mason be Secretary. DS JB JC ND YD JE CH NM MM AV JW Votes: y - y - - y y y a y y The motion passes. 2. Possible project with the Ottawa Public Library Dave Sutherland led a discussion of a possible project with the OPL that would help the OPL provide internet access for their members and increase the visibility of and interest in NCF. There was general enthusiasm for the concept but many concerns about how the already-busy NCF organization would be able to do without considerable outside assistance, eg., from the library, in the form of labour and/or funding. NEXT MEETING The next meeting will be Tuesday, June 17, 1997 at 7pm at the RMOC, 111 Lisgar, Ottawa. ADJOURNMENT There being no further business the meeting then ended.