What:         Toronto Free-Net, board of directors meeting.
When:         Wednesday, 19/Nov/2014, 21:05 - 21:50.
Where:        TFN office, 600 Bay St Suite 406.
Minute taker: Boyd with assist from Iain.
Status:       approved on Dec. 17, 2014.

Attendance:

   6 board members:
     cq585 Lee MacNeill
     cx555 Boyd Ramsay
     dl927 Mike Kaulbach
     dn097 Iain Calder
     dn922 Mike Dohme
     do645 Adam Holland

  No other TFN members.

Minutes:

   * Motion to approve minutes of board, Oct. 15, 2014.
     M/S:  Lee/MikeK
     Aye: 5  Nay: 0  Motion carried.


   * President's report given and discussed.


   * Motion to postpone the 2014 AGM.

     Resolved, That Toronto Free-Net postpone, to Wed 18/Feb/2015,
       the AGM previously scheduled for 19/Nov/2014; and
     Resolved, That Toronto Free-Net seek meeting space for this AGM,
       at the same location as the 2013 AGM.
     M/S:  Iain/Lee
     Aye: 6  Nay: 0  Motion carried.


   * Motion to transfer signing authority.

     Whereas, Claude Latrémouille, who was a signing officer of
       Toronto Free-net, died on September 25th, 2014; and
     Whereas, that left the corporation with only two signing
       officers, namely Boyd Ramsay and Iain Calder;
     Resolved, That Adam Holland be appointed a signing officer of
       Toronto Free-Net, effective immediately.
     M/S:  Iain/Boyd
     Aye: 6  Nay: 0  Motion carried.


   * Motion to create the ARF and ER committees.

     Whereas, TFN operations lack the human resources to fully
       pursue the work described in the appended charters; and
     Whereas, a committee is a more appropriate environment to pursue
       this work and to control its direction; and
     Whereas, this work is perpetual;
     Resolved, That the "ARF" and "ER" standing committees be created
       and given the charters appended herewith; and
     Resolved, That each committee commence meeting formally upon
       reaching a count of 5 participants excluding the initial
       acting chair; and
     Resolved, That TFN's president be acting chair of the ARF
       committee until a competent chairperson is found to replace
       the president; and
     Resolved, That Lee MacNeill, be appointed to direct the ER
       committee; and
     Resolved, That Lee MacNeill, while he remains a director of TFN,
       be acting chair of the ER committee until a competent
       chairperson is found to replace him; and
     Resolved, That the initial chair of the ER committee may recruit
       the committee's initial members by fiat; and
     Resolved, That each of these two committees immediately receive
       ownership and assume maintenance of the TFN resources that
       fall under its charter; and
     Resolved, That each committee immediately take over the ongoing
       work, continuing it informally, to the best of its initial
       members' abilities.

     Charter for ARF (Access to Regulated Facilities) committee:

       Work on issues concerning TFN's access, especially where
       government regulations apply, to existing public and private
       physical infrastructure, which TFN doesn't own but on which
       TFN currently depends or which TFN will need in the future.
       Eg: last-mile telephone cabling, which is owned by Bell Canada
       and regulated by the CRTC.

       This committee reports to and receives its assignments from
       TFN's president.  Meetings are held at the TFN office.
       Members of this committee must be TFN members.  To join this
       committee, one applies to the committee's chair who, advised
       by TFN operations, selects candidates.

       Meetings follow Robert's Rules of Order.  Quorum is 5
       registered committee members.  Meeting notice is 11 days.  The
       committee may determine, from time to time, a fixed schedule
       for recurring meetings.  In that case, a single notice
       suffices for all subsequent meetings that follow it.
       Membership in this committee is automatically forfeited at the
       adjournment of the fourth consecutive meeting from which the
       member has been absent without being excused by a motion of
       the committee.

     Charter for ER (Electronic Risks) committee:

       Work on matters concerning citizen rights, legal obligations,
       and risks that are affected by or that arise in computers,
       telecommunication networks, and broadcast media.  Study
       effects and trends at the intersection of society and
       technology.  Study relevant legislation.  Monitor activity by
       government, corporations, criminals, and other actors.
       Develop TFN's analysis concerning these matters, for the
       betterment of the community.  Develop resources to further
       TFN's mission of preparing the community to function
       effectively in an information society.

       This committee reports to and receives its assignments from
       TFN's board of directors.  When possible, the board delegates
       this authority to an individual director.  To join this
       committee, an applicant must be accepted via a motion passed,
       by a meeting of the committee, by simple majority.

       Meetings follow Robert's Rules of Order.  Quorum is 5
       registered committee members.  Meeting notice is 11 days.
       The committee may determine, from time to time, a fixed
       schedule for recurring meetings.  In that case, a single
       notice suffices for all subsequent meetings that follow it.
       Membership in this committee is automatically forfeited at the
       adjournment of the fourth consecutive meeting from which the
       member has been absent without being excused by a motion of
       the committee.
     M/S:  Iain/MikeK
     Aye: 5  Nay: 0  Motion carried.


   * Motion to adjourn.
     M/S:  Lee/MikeK
     Aye: 6  Nay: 0  Motion carried.


                                 Boyd Ramsay
                                 Secretary