MINUTES OF A MEETING OF THE BOARD OF DIRECTORS OF TRENT RADIO, held at Sadlier House, Senior Common Room, Peter Robinson College, Peterboro, Ontario, on 18 February 1994 at 12:30pm. P R E S E N T : David Creighton, Mia Biasucci, Andrew Cousins, Harrison John Windeler, and John K Muir. Also Present; Robert Phillips - Manager. The Meeting was called to order, Andrew Cousins acted as Chair and Harrison John Windeler acted as Secretary of the Meeting. All of the directors of the Corporation having been given notice and a quorum being present, the meeting was declared to be regularly constituted. An agenda was agreed upon and discussion followed. Previous Minutes Minutes from the last Board meeting held 17 December 1993 are not available at this time due to Jennifer Long's absence. It was noted that Board members should communicate their regrets in not being able to attend a scheduled Board meeting to either the Chair or the Secretary. Manager's Financial Report Robert Phillips, the Manager, presented the financial statements of the organisation at 31 January 1995. In the discussion following it was noted there appears to be a shortfall of $10,000. The Manager was requested to redraft a more realistic budget for consideration of the Board. Discussion followed regarding the part time contract positions which are scheduled to finish and the end of February. Although there had been some consideration of extending these contracts it was decided with regret not to, given concern over the organisation's financial position. Upon a MOTION duly made, seconded and carried, be resolved that; the financial statements be accepted as presented. Mr. Phillips was thanked for his report. Computer System Upgrade Search Andrew Cousins presented this report. It was noted that costs for various "add-on" peripheries make the overall price for a system very quickly jump from about $2,500 to over $10,000. Andrew Cousins will prepare a itemised breakdown for our next discussion, a letter to suppliers inviting donation/barter. Mr. Cousins will prepare a list specifications which can be tendered. Jennifer Long - Resignation: The Board received a letter of resignation from Jennifer Long citing changes in her personal circumstances an the reason. It was noted at this time that Jennifer is also the Treasurer of Trent Radio. Upon a MOTION duly made, seconded and carried, be resolved that; the resignation of Jennifer Long from the Board and a Treasurer be accepted with regret. It was noted at this time that if the Board wishes to fill this vacancy on the Board, it must be someone who is enrolled as a student at Trent University, according to the bylaws of the corporation. Discussion followed changing signing authority at Trent Radio's bank, given that there is no longer a Treasurer. Upon a MOTION duly made, seconded and carried, be resolved that; any two of the President, Vice Chair and the Manager shall be the signing authority for cheques and other instruments at the corporation's bank. It was note at this time that the Vice Chair is Mia Biasucci and Trent Radio's bank continues to be the CIBC. Frequency Change & Power Increase There is no news to report. Nothing has been heard from John Matthews, who has been engaged to assist in the technical aspects of the application and commissioning of the equipment. It was note that it has been about one year since Mr. Matthews commenced work on this project - he has been paid $500 in advance with another $1,500 to be paid once the applications a completed and before the proper authorities. It was note that Trent Radio has already benefitted from Mr. Matthews input at a public information meeting and a meeting at CHEX with their Manager and Chief Engineer regarding continued use of their tower after modifications to the transmission equipment. It was noted that a cost of $20,000 to $25,000 is contemplated for a frequency change, a power increase, and the ability to broadcast in stereo. We might consider adding $20,000 to our mortgage which comes due in September 1994 to finance this project, once some obvious concerns have been addressed. Fundraising The lack of any present activities were noted. After some discussion David Creighton volunteered to chair a Fundraising Committee. Upon a MOTION duly made, seconded and carried, be resolved that; there shall be a Fundraising Committee to raise monies towards financing Trent Radio' capital projects; And that, David Creighton shall chair this committee and recruit people for this committee as he sees fit. Advertising revenue Along with a desire to see the financial base of the organisation broadened, it was noted that advertising revenue was a possible way of doing this. The Board was reminded that according to the provisions of the tower lease agreement with CHEX we are limited to "live copy" announcements only, although Trent Radio has on occasion aired preproduced spots. It was noted that when Trent Radio negotiated this agreement with CHEX, Trent Radio believed that a devotion to generating advertising and advertising revenues could compromise programming and thus the essential things that made Trent Radio different from commercial broadcasters. Thus the "limit" was not seen as such by those negotiating on behalf of Trent Radio. It was noted that Trent Radio does not have a written advertising policy available, and the President shall review the tower agreement. "Indie Rock" Event Trent Radio promoted a two evening series of "Indie Rock" - rock music groups not signed to major labels and thus independent. Trent Radio advanced $300 to Cathy Murray (Music Director) to cover up front costs for hall rental and production. The event took place at "Artspace" on 16 & 17 February 1994. It was hoped that this outlay would have been recouped through a door admission charge and that any surplus was to have been distributed among the musicians. Production of the event went well with eight groups from Peterboro, Ottawa, Kingston, Toronto and Guelph participating, and a good group of volunteers organising home cooked chili and billeting for the bands. However, attendance was dismal and this contributed to a total shortfall of $380.00. While the shortfall was a disappointment, Trent Radio did broadcast the event and it was noted that the musicians were very grateful for an opportunity to play, even though they received no remuneration beyond a small amount of "gas money". Upon a MOTION duly made, seconded and carried, be resolved that; Trent Radio forgive the $300.00 advance made to Cathy Murray for this event and offer to cover up to and including an additional $100.00 in expenses, for a total expense of $400.00. It was noted at this time that John K Muir declared a potential conflict of interest and declined to vote. Programming Committee Harrison John Windeler briefed the Board as to the progress of the committee. It was noted that about sixty percent of the promo's and fill in programmes have been produced to date. The Board wishes to confirm the mandate of the committee to support its work and completion of its work. Other Business Discussion followed regarding the future of Artspace in the Market Hall, and their stated wish to leave. Another group Showplace Peterborough - who wish to establish a downtown performance centre have been looking at the Market Hall and Trent Radio has been approached by both Artspace and Cadillac Fairview (the landlord) as to our interest in leasing the space. Due to the complexity of the issues it was decided not make any official motion on this matter, however, Andrew Cousins and John Muir will work out some figures to see if such a move is even in the realm of possibility for Trent Radio. It was noted that a great deal of organisational maturity would be required to run such a space. There being no further business the meeting was adjourned. _________________________ _______________________ Andrew Cousins, President H J Windeler, Secretary