Minutes of a Meeting of the Board of Directors held on October 17, 2000, at 7:00 p.m. at the RMOC - Billings Room 111 Lisgar St. PRESENT: Graeme Beckett President aw958 GB Sandy Campbell dt820 SC Jessica Cohen Secretary aa724 JC Miranda Gray 2nd Vice-President ak717 MG Seline Herz-Fischler 1st Vice-President as370 SH Mark Mielke al278 MM David Millman Treasurer aa342 DM Staff Present: Christopher Cope Executive Director bz787 Sheila C. Alder Administrative Coordinator bw306 Andre Dalle System Administrator al178 Guests: Marissa Bovey bh590 Mike Kenzie ba600 Scott McBride en064 Michael Philip Sinclair dz696 Richard Webb dw413 Minute Taker: Joan Robertson cw055 1. INTRODUCTIONS The meeting was called to order at 7:10 p.m. with Seline Herz-Fischler as Chair, and Jessica Cohen as Secretary. 2. Approval of the Minutes of the Previous Meeting Sandy asked that the minutes be amended to include the entire text of the motion he presented last meeting on Board communications, rather than just a pointer. MOVED by David Millman, SECONDED by Seline Herz-Fischler, that the minutes of the previous meeting be approved as amended. MOTION CARRIED, unanimously. 3. Review of the Agenda Richard W. asked that he be able to speak this evening to the Corporate Sponsorship item that he had bought forward last month. This was added as item 4.e). Item 6d) NCF autoinstall software (Graeme Beckett) was added. Miranda spoke to item 6b) Review of Time Limit Policy. An in-camera session for HR and for Finance committees was added. 4. OLD BUSINESS 4a) Fourth Signing Officer (Jessica Cohen) As Tambrae has left the Board, we need a fourth signing officer for NCF. MOVED by Jessica Cohen, SECONDED by Miranda Gray, that Mark Mielke replace Tambrae Knapp as the 4th signing officer of the corporation. MOTION CARRIED, unanimously. 4b) Communications Strategy (Graeme Beckett) This item was deferred to a later meeting. Sandy has volunteered to work with Chris on this. 4c) Projects Update (Chris Cope) IC - Smart Capital: Industry Canada has approved the Statement of Work from OCRI for Smart Capital. Looks like it is progressing on track. HRDC - Thin Client: NCF met with software people for thin client development for both HRDC-Thin Client and SC (phase 2). Phase 1 is underway, no software agreement yet for phase 2, but there is time before reaching that step. HRDC - Webmail: Again, Webmail is being developed in two phases (with two different target populations). Phase 1 is SC, is underway. Phase 2, through HRDC has received funding for development phase. Urban Cap: An Urban Cap launch was held just before the Board meeting at RMOC, well supported and represented at different levels in community (government, libraries, businesses). NCF, and Chris's role in getting UC going was highlighted by many speakers at the launch. 4d) Key Assumptions for 2001 (Miranda Gray) A visioning committee consisting of Miranda, Mark, and Jessica had met to create short and midterm vision document, presented to the Board during the summer. The committee should meet regularly to keep track of the status of action items from the plan, and to update it as necessary. After a brief discussion on whether this should be done by the whole Board, or a smaller committee gathering information from other Board members, staff, volunteers, etc as needed, it was decided that a visioning committee consisting of Graeme, Seline, and Jessica would be formed. 4e) High-Tech Proposal (Richard Webb) Richard presented a proposal for offering corporate memberships of the high tech directory that he has built up, which receives good traffic (10000+ hits per month) and is well-indexed with the search engines, moving the directory to a public area of NCF, and expanding it (e.g. adding an ncfjobs webboard). There may be a niche for corporate sponsors at a lower level (suggested: $360, advertise as $1 a day) than the current Gold, Silver, and Bronze key sponsorship levels. The proposal was put together with consultation with Graeme Beckett, Chris Cope, and Richard Bethell. What Richard was looking for tonight, was permission to proceed in developing this into a business plan, and Board interest in pursuing this. Overall, thought it sounded positive. The procedure for new items like this is to table for discussion at the next meeting. Graeme suggested sending Richard on an upcoming workshop at the Y on how to write a business plan, with NCF covering the costs. Workshop is October 23, Richard indicated an interest in going. Cost is $30. Although this is a amount within the petty cash limits, Jessica and Miranda requested that if we wanted to do this, it be a Board motion. Miranda was concerned about setting a precedent that anyone making presentations (solicited or otherwise) would expect to be sent on similar courses. MOVED by Graeme Beckett, SECONDED by Sandy Campbell, that Richard Webb will attend the workshop on How to Write a Business Plan, with NCF covering the $30 cost for his attendance. MOTION CARRIED. IN FAVOUR: GB SC JC SH MM DM AGAINST: MG 5. REPORTS 5a) Treasurer's Report (David Millman) David distributed copies of and presented copies of the Treasurer's report. Membership donations are above budget by about 35-40%. Donations from renewals is up, donations from new members is down from budget. Overall, expenses and revenue are close to budget. The biggest difference coming from deferred contributions and depreciation, which both represent the value of non-cash donations (e.g. donation of hardware or software). Miranda asked about the difference in the line item Other Fundraising activities. The $1500 budgeted was for the Harvest Ride, which we did not participate in this year. Chris announced that another fundraising initiative , the modem challenge was being planned for November. On the budget sheet, Miranda asked whether we would also have to pay interest if we were to return the $50000 unearned income, (e.g. if the project was dropped before the associated expenses were incurred). David said agreed to look into what was expected for this type of case. 5b) Executive Director's Report (Chris Cope) Chris presented updates on the Executive Director's Report. Modems/servers: The RAS1500's are now fully implemented, carrying 72 lines at 33.6 kbs on the freeweb line. Modem-testing software: Jim Elder is working on revising this, should be done before the next meeting. Modem challenge: A MOM message will be sent out tomorrow, contest starts this week to raise money for modem fund. 2 ways to be entered in context, either by making a donation, or by signing up a new donating member (both entered in contest). The drive target is $15,000. Drive will run from October 18th to November 30th. As well as message from MOM's, and newsgroup announcements, the challenge will be advertised on the webpage, and on the login screen with the cashometer. 6. NEW BUSINESS 6a) AGM 2001 (Jessica Cohen) Jessica announced that there would be 7 vacancies up for election this year, 4 3-year seats, 1 2-year, and 2 1-year. Board members whose terms are ending this year are Sandy, Jessica and Miranda. Board members who will still be on the Board are Graeme (till 2003), Seline (till 2003), Mark (till 2003), and David (till 2002). Jessica set the AGM timeline: Deadline for receiving motions from the floor: Friday January 12, 2001 at midnight. January Board Meeting (motions from floor discussed): Tuesday January 16, 2001 Nominations Open: Tuesday February 6, 2001 at 8:00 a.m. February Board Meeting: Tuesday February 20, 2001 Annual Reports Due: Tuesday February 20, 2001 Nominations Close: Friday February 23, 2001 at midnight. Voting Opens: Tuesday February 27, 2001 at 8:00 a.m. Online (IRC) All-Candidates Meeting Thursday March 1, 2001 Voting Closes: Tuesday March 13, 2001 at 6:00 p.m. Board Orientation Session (New, Current, and Departing Board members) Thursday, March 15, 2001 March Board Meeting (new Board) Tuesday, March 20, 2001 For AGM volunteers, Jessica will be calling on people as she needs them. (e.g. Mark to update AGM software, etc). Miranda asked when the AGM would be announced in a message from MOM, Jessica suggested December. AGM message will be sent in December's MOM message. Graeme asked whether the IRC meeting should be held in the web chat board instead, Jessica replied that by IRC meeting, she meant an "online" all candidates meeting, and that the specifics of where it is held will be an implementation detail, but she will certainly look at the web chat board. 6b) Review of Time Limit Policy (Miranda Gray) Miranda suggested that we review the Time Limit policy. She observed that we needed to look at policies in general, as several are obsolete. In terms of the time limit policy, between the lower traffic and the modem-sharing software, it may be necessary, or it could be extended. Jessica suggested that we should look at the 1-hour connection limit as well as the daily limit. The time limit policy, and other ones in need of review will be discussed first at the December meeting, to be voted on at the January meeting, so that it is done before the AGM. ACTION: Jessica to send a list of obsolete or potentially obsolete policies to the Board. This item to be bought to the agenda for the December Board meeting. 6c) Draft Budget Cash Flow Forecasted Numbers (David Millman) David distributed a cash forecast review of the budget. The cash forecast was based on 4 assumptions: -extra fundraising for $10000 (modem challenge) -ED billing 3/4 time -dropping 1/4 of phone lines -Onet expenses going up to $1250 a month. The forecast included pessimistic, optimistic, and expected estimates of numbers of renewing members, and percentage of donations, based on current trends. Based on these assumptions, with no other significant changes, cash goes negative in November. The budget will have to be discussed further to form a plan for the entire year (not just 11 months). Budget will return to the agenda in November. (The draft budget typically is a 3-meeting process). 6d) NCF Auto-Install Software (Graeme Beckett) Graeme announced that the auto-install software needs to be updated, particularly for Win3.1 users. older versions of graphical browsers also don't work on many webpages out there, will need to consider this in the FreePort migration. It was noted that pages in which older browsers didn't work, lynx wouldn't work either, and is more a sign of how people design pages today. ACTION: Graeme will try to get volunteers (e.g. helpdesk volunteers) to test the software, and possibly create new software. 7. ANNOUNCEMENTS The December Board meeting will be held on Monday December 18th, not Tuesday, December 19th. The volunteer of the months and year presentation will be held at the December board meeting. 8. Date of Next Meeting: November 21, 2000, at 7:00 pm RMOC - Billings Room 111 Lisgar St. 9. Adjournment The meeting adjourned at 8:30 pm for an in-camera session with the finance committee, and an in-camera session with the HR committee.