These minutes were approved at the January 2017 board meeting.
EBC Board Meeting Minutes for November 14, 2016
Board meetings are open to the EBC members and the public.
- Location: room 128 Education South, University of Alberta
- Start Time: 6:30pm
Please RSVP to [board@edmontonbikes.ca] if you plan on attending. Please include a brief summary of any agenda item you would like to table. Thank you!
Attendance
- Meeting Chair: Karl
- Minute-taker: Geoff
- Food by: Jon
- Board attendance: Jon, Karl, Nancy, Geoff, Rachel, Seraphim, Anna, Jasmine
- Staff attendance: Chris
- Regrets: Derek(?), Adrian
- Absent:
- Guests:
Call to Order
- Meeting called to order by at 6:47 pm.
Logistics for Next Meeting
- Date: Monday January 9th
- Location: TBA (requested rm 128, APIRG to confirm)
- Chair: Jeremy
- Minute-taker: Michael
- Food by: TBD
Approval of Agenda, Minutes, Reports (5 min)
MOTION
To approve this Nov agenda, the Oct 2016 minutes), and reports as presented below.
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Moved:
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Jonathon
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Seconded:
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Anna
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Aye
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No
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Abstain
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all
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0
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0
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Passed
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President's Report - Jon
Treasurer's Report - Geoff
- [Treasurer's Report (Month) (Year)]
Executive Director's Report - Chris
- [ED Report (Month) (Year)]
H.R. Committee Report - Nancy
- [H.R. Committee Report (Month) (Year)]
Policy Committee Report - Dan
- [Policy Committee Report (Month) (Year)]
Strategic Planning Committee Report - Derek
- [Strategic Planning Committee Report (Month) (Year)]
Current & Completed Business
Updates on Action Items From Previous Meeting (5 min)
- Everyone log your 2016 board volunteer hours for the past month.
- Everyone sign reports that you have reviewed each month.
- Committee Chairpersons to post all committee meetings to EBC calendar - public ones go on "EBC Events", other committee meetings go on "EBC Internal" calendar.
- Jul 2015: Jon, Nancy, Anna, Geoff, Chris Chan will meet to get an orientation and see if Asana can be used for board tasks/to do list too
- Dec 2015: Anna will book 30 min meeting before board meeting for Asana orientation by Exec.
- Sep 2015: Anna to post final financial policy to wiki and (Feb 2016) all new TOR (Executive, Policy, HR) to wiki
- Feb 2016: Geoff to get access online to Tangerine (ING) account where casino funds are cashed in the interim in order to view balance
- May 2016: Nancy will share final copy of ABBCC Bike-way Design doc when available.
- Jul 2016: Chris will put note in Asana for 2018 to review GWI-EBC agreement. Geoff will add notes into 2017 budget doc for 2018 $25k info for GWI lease. Jon to draft a written document with YCR2 Leadership Team to specify agreement terms, notably that YCR2 will fund raise the full $75,000 on behalf of EBC.
- Oct 2016: Retreat coordinator add discussion of AGM to Nov planning retreat agenda.
- Oct 2016: Nancy will strike HR ad-hoc committee to implement OH&S plan by December 31st.
- Derek book meeting room 113 for Jan 9th
COMPLETED
- Nancy book NAIT room for Nov 18&20 board retreat.
- Jon, Geoff, Seraphim ad-hoc hiring committee will interview for Bookkeeper
- Jonathan to find out what happens/timing after charitable status getting approval - registration of organization.
- Chris will have a more in depth discussion with volunteer about best practices / managing risk. Nancy will follow up on Occupational Health and Safety Advisor.
- Geoff will look into putting Simply Accounting back-up files into Google Drive for staff access.
Bookkeeper Update (5 min) Geoff
- Ad-hoc committee interviewed 4 candidates.
- Engagement Letter: https://drive.google.com/a/edmontonbikes.ca/file/d/0B11PfbtGMFFuekpjS3RGaThDQjRweWpvaUVZTlQ3c0NscXVR/view?usp=sharing
- Discussion notes:
- Found that 3 candidates were suitable, all reviewers agreed on the best candidate
- Intro meeting would take place Monday or Tuesday next week
- Chris: Can we add AGLC report to the engagement letter
- Firm is in Redwater, accountant who will be doing bookkeeping lives in Edmonton
- Last meeting, committee was given authority to select/engage bookkeeper
- Two executive members will sign the engagement letter
- Action Items: Two signing authorities will sign the engagement letter by Nov 16, 2016.
CRA Application Update (10 min) Jon
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- Discussion notes:
- Jon called the adjucator and a few things became evident
- Erred in restricting responses to space in application - could have said 'see attached' and attached as much as desired
- Key issue is BikeWorks program - clearly not charitable - would need to find a way to make this a charitable program
- Possibly split into separate organizations, but that would require a separate
- YCR2 - 'we were all over that' - would be no problem
- Should we respond to this? Only if we can address all concerns.
- Would have to figure out how to fit BikeWorks into one of the areas: eliminating poverty, advancing education, improving health, protecting the environment ...
- Being not for profit is not enough to be charitable
- Jonathon withdrew application - we are at complete liberty to reapply. There is no bias in having sent in a previous application.
- Q: Do we need to change our objects prior to submitting application? A: No, but you should have them drafted - but don't change anything until you hear back
- Where we go from here - Should be a top item to discuss for Friday night / retreat
- Action Items: Board will discuss at our retreat Nov 16-18.
New Business
Karl Tracksdorf's Resignation
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- Karl very sadly had to tender his resignation from the board
- Karl has to move to Ontario for employment / residency issues
- Very much enjoyed being on the board, is sad to go, and hopes to be back some day
MOTION
To accept Karl Tracksdorf's resignation.
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Moved:
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Anna
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Seconded:
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Seraphim
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Aye
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No
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Abstain
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All
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Passed
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Board Orientation (90 min)
- EBC Vision, Mission, Objects - Seraphim
- Structure of organization - Anna
- include communication structure (who directs who)
- include EBC board responsibilities as an employer
- Bylaws - Michael
- Director Job Descriptions - Jasmine
- Code of Conduct, Conflict of Interest - Adrian
- include signing conflict of interest form
- Governance (board) vs. Management/Operations (Exec Director/staff/volunteers) - Jeremy
- Financials 101 - Geoff
- Committees - Nancy
- include general overview of why & how committees are great for non-profit boards (also who can be on board committee)
- could include names of operational (staff & volunteer) committees to distinguish between governance vs operations
- do not include name, purpose, membership of EBC committees at this time - will do at retreat
- Respecting each others’ time - Karl
- include culture of board, how to have efficient board/committee meetings, "air time", diversity of opinions/views/experiences, etc.
- include Rusty's Rules of Order
- Communications - Anna
- include internal comms (eg common files in Google Drive)
- include external comms (eg website, social media, wiki, Official Spokespersons policy)
- Retreat prep/homework - Jon
In Camera Session
MOTION
To go in camera.
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Moved:
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Nancy
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Seconded:
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Anna
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Aye
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No
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Abstain
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All
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Passed
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- Please list how long you believe your topic will take to discuss:
Adjournment
MOTION
To adjourn the meeting at 10:00 pm.
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Moved:
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Geoff
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Seconded:
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Anna
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Aye
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No
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Abstain
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All
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0
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0
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Passed
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