Board Minutes October 2013

These minutes are not yet approved. They are scheduled for review and approval at the upcoming board meeting.

EBC Board Meeting Minutes for October 2013

Board meetings are open to the EBC members and the public.

• Location: BikeWorks North, 9305 111 avenue
• 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: Sarah
• Minute-taker: Justin
• Food by: Neil
• Board attendance:
• Staff attendance:
• Regrets:
• Absent:
• Guests:

Call to Order

• Meeting called to order by at pm.

Welcome to New Board Members! (15 min)

• Welcome and intros
• Review of how board meetings are run: formal roles (Chair, secretary, etc), agenda topics, how to participate in discussion (speakers list, hand signals, etc), how to participate in decision-making (motion and voting procedure, etc), how to take on action items between meetings (tasks, committees, etc)

Approval of Agenda

• Motion: To approve agenda. Motioned by . Seconded by . Motion Failed/Carried.

Approval of Last Month's Minutes

• Motion: To approve (month)(year) minutes. Motioned by . Seconded by . Motion Failed/Carried.

Logistics for Next Meeting

• Date: Wednesday Nov 20, 2013
• Location: U of A (room TBA by Justin)
• Chair:
• Minute-taker:
• Food by:

Reports

President's Report (5 min)

President's October 2013 Report

• Discussion notes:
• Action Items: Name will... by (deadline)

Motion: To return/approve the (month)(year) President's report as presented. Motioned by . Seconded by . Motion Failed/Carried.

Treasurer's Report (10 min)

• Treasurer's Report
• Discussion notes:
• Action Items: Name will... by (deadline)

Motion: To return/approve the (month)(year) Treasurer's report as presented. Motioned by . Seconded by . Motion Failed/Carried.

Executive Director's Report (10 min)

Executive Director's Oct 2013 Report

• Discussion notes:
• Action Items: Name will... by (deadline)

Motion: To return/approve the (month)(year) ED report as presented. Motioned by . Seconded by . Motion Failed/Carried.

BikeWorks Report (10 min)

BikeWorks Manager Oct 2013 Report

• Discussion notes:
• Action Items: Name will... by (deadline)

Motion: To return/approve the (month)(year) BikeWorks report as presented. Motioned by . Seconded by . Motion Failed/Carried.

BWS Location Committee Report (10 min)

[Committee Report]

• Chris Chan, Coreen, Caylie, Sarah, Anna to report on locations that have been explored this past month.
• Discussion notes:
• Action Items: Name will... by (deadline)

Motion: To return/approve the (month)(year) _____ Committee report as presented. Motioned by . Seconded by . Motion Failed/Carried.

Staff Review Committee Report (5 min)

[Committee Report October 2013]

• Leila, Sarah to report on Staff Review updates
• Discussion notes:
  • Recruiting new members for the standing HR Committee
• Action Items: Name will... by (deadline)

Motion: To have all reports submitted, at minimum, 48 hours before a board meeting. Motioned by Sarah. Seconded by . Motion Failed/Carried.

Motion: To return/approve the (month)(year) _____ Committee report as presented. Motioned by . Seconded by . Motion Failed/Carried.

ABBCC Report (5 min)

[ABBCC Report October 2013]

• Discussion notes:
• Action Items: Name will... by (deadline)

Motion: To return/approve the (month)(year) BikeWorks report as presented. Motioned by . Seconded by . Motion Failed/Carried.

Current & Completed Business

Updates on Action Items From Previous Meeting (5 min)

• Everyone log your board volunteer hours for the past month.
• Justin will book Nov - Feb rooms at U of A for board meetings.
• Anna will send Meghan an email to offer board position (appointment). COMPLETED.
• Leila, Sarah, Caylie to follow up with Chris on Staff Review for next steps
• Sarah schedule meeting with Anna, Chris Corrigan, Caylie after AGM to review Charitable Status draft submission.
• Unassigned will draft a bylaw revision for the board election membership issue for 2014 AGM.
• Chris Chan and Coreen will draft a detailed plan for hiring bike builders and present to the board for approval.

Bookkeepper Job Posting (5 min)

• Bookkeeper posting was finalized.
• Need to determine the committee and process for reviewing applications and hiring. What is our timeline?
• Discussion notes:
• Action Items: Name will... by (deadline)

BikeWorks South Location (15 min)

• Review of the schedule for closing current location?
• Review of plan for Oct 25 party
• Review of next steps for South location...
• Discussion notes:
• Action Items: Name will... by (deadline)

AGM Evaluation (10 min)

• What went well? What could improve?
• Recommendations for 2014 AGM?
• Review Annual Report 2013 (TBC by Chris Chan)
• Discussion notes:
• Action Items: Name will... by (deadline)

Board Retreat Committee and Agenda (10 min)

• Rooms have been booked at the U of A. Determine exact time and food plan:
  • Saturday Nov 2: Kiva Room booked 9am to 6pm. Time for retreat = ?
  • Sunday Nov 3: Education South 262 booked 9am to 6pm. Time for retreat = ?
  • Food: potluck one day, catered next day? ($200 budget for entire retreat)
• Anna: Who would like to organize the Board Retreat/Orientation?
• Anna: The January 2013 Retreat/Orientation had various sessions presented by a group of 2-3 board members. Similar process? Similar topics? Anything else to add to agenda?
• Discussion notes:
• Action Items: Name will... by (deadline)

Board Development Workshop (5 min)

• The Alberta Government's Board Development Program is a unique service that provides assistance to not-for-profit boards in the area of governance through workshops, consultations, and resource materials. culture.alberta.ca/bdp/
• Anna: To book the workshop, they require: "Guarantee that 75% of your board members are available and have committed to the above date" (i.e. 9 members of EBC). Workshops are ten hours and are scheduled for Friday evening (7 – 10 pm) and all day Saturday (9 am – 4 pm). Are we able to commit to Fri Jan 10 and Sat Jan 11? Or Fri Jan 17 and Sat Jan 18?
• Discussion notes:
• Action Items: Name will... by (deadline)

New Business

EBC-board-elect email group (5 min)

• Anna (via email): I personally feel that the new board members should just be added to the "ebc-board" group now and also be able to join our in camera discussions at the meetings. The separate, temporary "ebc-board-elect" group is often forgotten in replies when we send around emails and I think there is a need for transparency in all board matters from the very beginning, not just starting in December when the new board members officially take their positions. I currently have all new board members (Caylie, Jason, Kristen, Meghan, Steve, Douglas) on the "ebc-board" group so if we decide that this is not desired, please let me know asap so I can change the group settings.
• Check in with new board members if they are receiving group emails and can access Google Drive docs.
• Chris: I agree, as long as the board and board-elect are aware of the potential (fairly minor) legal implications. Board-elect aren't legally on the board, and therefore don't have quite the same expectations/requirements re: confidentiality, liability, or, accordingly, D&O coverage until they become actual board members. This doesn't mean that they have carte blanche without personal legal ramifications, either, though, so it's not a huge concern or risk to the organization. The benefits (actually making the board transition period meaningful and useful) likely outweigh any risks (especially since once they become full board members, they have access to in camera minutes anyway).
  • We should record in camera minutes.
• Discussion notes:
• Motion: . Motioned by . Seconded by . Motion Failed/Carried.
• Action Items: Name will... by (deadline)

BikeWorks Manager contract (10 min)

• Current contract expired Sept 2013. Need to offer a contract for 2013-2014 a.s.a.p.
• Include sick pay similar to ED's contract?
• Chris: Oops. I missed this. Let's discuss in camera.
• Discussion notes:
• Motion: . Motioned by . Seconded by . Motion Failed/Carried.
• Action Items: Name will... by (deadline)

Member/Community Survey (5 min)

• Anna (via email): I'd like to put together a survey for community input on EBC's 2014 direction to help inform our discussions at our Board Retreat in Nov. This could be sent in the Oct newsletter. I've drafted a few questions... please edit/comment as you see fit. Unless anyone has objections, I'll send a final survey to Chris for the next Member Newsletter.
• Chris: Before we send this out, I think we should probably have a clear written idea stating what we actually want to find out and why, and what we plan to do with the information we receive. Without that, we're just making up interesting questions, when what we really want should be information that will help us make specific decisions. We may not necessarily know yet what those specific choices are going to be, but if we start off with a sample set of decisions that we currently have or suspect we will likely face, I think we can focus our survey questions a bit better. Especially wasteful is getting a bunch of feedback and not knowing what to do with it, or simply ignoring it.
  • e.g. If all respondents unanimously say they want a downtown location, will we forego a southside location even if the search committee thinks it's the best choice?
  • How many respondents do we need to consider the results meaningful?
  • etc.
  • We can't necessarily answer these questions absolutely and completely now, but they should be considerations in determining what questions the survey includes. If we know that a particular question will never give us useful (or even interesting) answers, then we should change it or drop it.
• Discussion notes:
• Action Items: Name will... by (deadline)

Annual Report (__ min)

• Tabled for the Board's perusal and approval (via e-mail)
• Media:Annual Report 2013 DRAFT.pdf
• Discussion notes:
  • No discussion today
• Motion: . Motioned by . Seconded by . Motion Failed/Carried.
• Action Items: Name will... by (deadline)

Orphan Policies (__ min)

• We have several "draft" policies that have yet to be approved:
  • Cycling Event Promotion Policy
  • Financial Management Policy
• Discussion notes:
• Motion: . Motioned by . Seconded by . Motion Failed/Carried.
• Action Items: Name will... by (deadline)

New Business Item 2 (__ min)

• Discussion notes:
• Motion: . Motioned by . Seconded by . Motion Failed/Carried.
• Action Items: Name will... by (deadline)

In Camera Session (15 min)

• Motion: To go in camera. Motioned by . Seconded by . Motion Failed/Carried.
• Please list how long you believe your topic will take to discuss:
  • Sarah will present one topic (10 min)

Adjournment

• Motion: To adjourn the meeting. Motioned by . Seconded by . Motion Failed/Carried.