Annual General Meeting

[Transition Strategist (Greg)]

So we had it. Mark, Devon Girard and I were acclaimed to the board.
We're in reasonably good shape.
Stephen from VCN showed up with some renewed energy for mesh-
networking.

If you want to see the minutes drop me a line and I'll send out a
copy.

thanks
g.

[Transition Strategist (Greg)]

Posting the AGM minutes from our wireless-mesh table at the Denman St.
Car Free Festival.

Annual General Meeting Minutes
of the Vancouver Open Network Initiatives Co-operative

June 10th, 2009 - 7:00pm Pacific Time
Attendees

Jeff Davis, Mark Heath, Sandra, Bradley Will, Gregory Dean, Jaime
Murdoch, Elsie Dean, Stephen, Devon Girard
Quorum, Chair, Convened

Chair: Jeff Davis

Meeting convened at 7:09pm

Minute Taker: Jaime Murdoch
Agenda

* Old Business
o budget
o new board elected last July (2008)
* New Business
o New Research!
o Ad Campaign and Projections
o Feedback
o New strategies
* Special Business
o Resolution to amend Memorandum and Rules of Association
o Mailing notifications
o Old time executives (ie.Campbell River)
o Items to amend
o Electing directors of the Board

Old Business

* budget - Presented by Jeff Davis: with debts paid off we have
about $200 balance in the bank.
* new board elected last July - Joe Bowser leaving, Scott Nelson
VCN - Pilot project - now have feet on the ground, want to go forward
- firmware issues, interest, capacity, future relationships

New Business

* New Research - New business model by Greg. Mark and Greg have
been doing a lot of technical research.
* Ad Campaign and Projections - Car Free Festival(s) - focus on
Vancouver's West End (Denman Street) - Sunday, June 14th
o paypal, sustainable model, hard numbers, cash flow -->
looks good
o ACANAC - an ADSL ISP with no router & membership,
distribution of routers
o 3rd and/or 4th month - require overdraft and/or loan to
meet cash flow needs through these months.
o 6th Month - all models have us in the clear, and we can
look to developing our own tools.
o Festival details
# banner featuring the "Free the Net" logo will
be displayed (constructed by Greg, Bradley, Meredith and Jaime)
# main goal: get a list of contacts for
networking (structural) purposes - have a sense of who is there
* Feedback
o Public: "When can I start saving $35 a month?" - Market
share estimates (%17-%23) would seem reasonable
o Cafes and other businesses don't want loitering
(Commercial Drive, Montreal, Ontario) - although this would be good
advertising for the businesses
* New Strategies
o in the past, co-op distributed routers wherever - be more
strategic with node placement and advertisement; think about strata
issues (financial, hassle, other people's views)
o more decentralized; lower risk *use customer as model, try
a temporary solution and have that attract attention all by itself -
then go back and install the permanent solution
o all done under VONIC with possibility of other
partnerships
1. Go into a dense area and focus on getting people to
subscribe around just a few emplaced routers.
2. find someone in a high rise (wider line of sight)
3. 20 people in the block (line of sight, interference) -
2,000 feet with a good line of sight
4. Currently - 2 people volunteering their shaw connections
(describe sight line) - support strategic sights
* Questions, Comments
o How does one become a node operator?
+ WIFI GATOR portal (portal page) - authenticate or
register
+ A - 5 mth subscription pkg - $58 (includes router) =
$5/month - *sweet deal with great coverage
+ B - 3 mth subscription pkg - $30 - buy membership
($15)
+ C - Temporary user - $10/mth (think Coop gas)
+ deals and discounts - have a few via e-mail
o How about legalities?
+ CRTC Legal sharing - legal gray area with regard to
Shaw/Telus terms of service (civil court)
+ legal subsidies
o Management?
+ volunteer coordinator to coordinate volunteers
+ members: routed to managed dash board
o Firmware?
+ ROBIN
+ Openness of open mesh - release of code
+ 7th or 8th month - depending on revenue - may set up
own dashboard
+ VCC - manufacturing flaw, firmware flaw (power re-
set fcn - reported on forums)
# disconnect transaction - it hangs (re-
authentication) - software flaw
# VCC has boxes of routers - from the 1st
manufacturing run
# volunteer with technical expertise for these
flaws - looking to re-establish connection with him
+ Number of procedures to have in place to avoid going
to or into the members' home (ie.D-link password)
+ Best practices - Network Quality- active network
monitoring --> Dashboard (open mesh) - release code? open source
+ FAQ
o Membership Data
+ Basic database only accessed by Directors
+ keep list
+ updates? - not sure about open mesh moves, at least
with GATOR the $ details are given to you

Special Business

* Resolution to amend Memorandum and Rules of Association (see
attached)
* Mailing notifications - question posed by Bradley - With a
23,000 member projection, e-mailing 10 days in advance to notify the
directors is a temporary solution (rather than send paper mail)
* Old time executives (ie.Campbell River) - more on this at the
January 2010 meeting - safety net proposed
* Rule Changes and amendments
+ Jeff Davis moves to amend proposed memorandum change
('A.2.)

to: The purpose of the association is to provide
open, affordable, accessible and high quality technology and services
to its members and the community.
Bradley Will seconds. Vote: All vote in favour of the amendment.
Passes unanimously.

+ Jeff moves to correct item 2.2(b) of the proposed
changes to include 'and' after 'people who'. Gregory Dean seconds.
Vote: All in favour. Amendment passes unanimously.

+ Jeff moves to change definitions of 'ordinary
resolution' and 'special resolution' to both be 'at least %66' of the
vote. Gregory Dean seconds, vote: unanimously passed.
+ Gregory Dean moves to accept all proposed changes as
per the notification and with amendments. Jeff Davis seconds the
motion. All vote in favour. The motion carries unanimously.
* Electing directors of the Board - All past directors (Jeff
Davis, Sabina Iseli-Otto, Shane Korytko) are all stepping down.
* Jeff Davis nominates Mark Heath. Jaime Murdoch nominates Devon
Girard. Bradley Will nominates Gregory Dean. All nominees accept the
nomination to stand as directors of the board of VONIC. No others
stand to be nominated. Devon Girard, Mark Heath and Gregory Dean are
acclaimed (2009-2010).

Next Meeting

A General Meeting to be convened at the End of January?
Next Meeting Agenda Items

* Budget
* Board of Directors
* Proposed Safetynet (changing the rules again to institute take-
over prevention measures).
* Seek out an external Auditor

Adjournment

9:03 pm

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On Jun 13, 9:36 am, "Transition Strategist (Greg)"