Board Meeting Minutes: July 7, 2012

ORGANIZATION FOR TRANSFORMATIVE WORKS
BOARD OF DIRECTORS

MINUTES OF THE REGULAR MEETING
July 7th, 2012, 14:00 UTC

PRESENT: Nikisha Sanders, Ira Gladkova, Julia Beck, Jenny Scott-Thompson, Kristen Murphy.

GUESTS: Aja, Alison Watson, FishieMishie.

ABSENT: Naomi Novik, Francesca Coppa.

DECISIONS TAKEN SINCE THE LAST MEETING

  1. Approved a new staffer for Systems.
  2. Approved $72 for Strategic Planning workgroup to have a separate Survey Monkey account to avoid confidentiality overlap concern with Survey workgroup.
  3. Approved a new staffer for Support.
  4. Approved linode increase from $59.95 to $79.95 for Stage server
  5. Approved UK colo at £315 per month for two new dev servers
  6. We invited Mark from Dreamwidth to talk to our senior tech people about performance and scalability.

OPEN SESSION

  1. Comms can’t commit to doing more than one Survey post per fortnight, due to the volume of other posts and work, so DevMem will have a little bit more time for their next update.
  2. DevMem are moving ahead with con outreach plans, working together with Open Doors.
  3. Comms have nearly finished the Annual Report.
  4. DevMem have now mailed out the tote bags to everyone who was waiting for them, after the reprint.
  5. Volcom got the technical recruiting form completed and it is now live. The waiting list has been closed, recruiting is closed for all other roles, and they are working on revising their intake procedures.
  6. We agreed to move this month’s org-wide meeting to 28th July, to give more time for the newsletter. Sanders has volunteered to host, as Naomi is busy.
  7. The meeting time is less convenient for Ira now she’s moved, so the remaining board members were reminded to fill out the poll for a new meeting time.

CLOSED SESSION

  1. We discussed a confidential staffing issue.
  2. We noted that it’s important to keep perspective about the difference between people who leave because of the OTW work itself and people who leave because of life circumstances. One is something we can work to try to prevent; the other is something we can’t prevent, although we can work to be better prepared for it via succession planning. In a way, it’s a sign that we’ve grown and our people have, too – responsibilities that are large and need to be taken seriously, and people who acknowledge that.
  3. We discussed elections planning, continuing from last meeting. Legal have added a fourth option to our list, so we can change the bylaws to add two seats. We agreed to follow this option 4, and change the bylaws’ as follows:

    Election and Term of Office. At least two (2) Directors shall be elected yearly, and if the Board has nine (9) or more Directors, at least one-third of the Directors shall be elected yearly. The election may be held at an annual meeting of Members, or the Directors may be elected by written consent; provided, however, that, if such consent is less than unanimous, all of the directorships to which directors could be elected at an annual meeting held at the effective time of such action are vacant and are filled by such action. If, at the time set for an election, the number of declared candidates is equal to the number of open directorships, and notice is given to Members, then consent to the candidates’ election may be deemed given unless any Member objects. All Directors shall hold office until their respective successors are elected. Vacancies. Vacancies in the Board of Directors may be filled by a majority of the remaining Directors, though less than a quorum, or by a sole remaining Director. Directors so elected shall hold office until their successors are elected at an annual election. In cases in which a Director is appointed or elected to fill a vacancy due to death, resignation or removal, the new Director will hold office for the remainder of the former Director’s term, and the Board may specify procedures for identifying such slots in subsequent elections.

    This increases the importance of succession planning and staff development throughout the org, since it will be pulling more people up to the board and therefore reducing the pool of potential chairs (or causing board members to be double-booked with chairing, which we should try to avoid whenever possible). So, just something to keep in mind — we will stress succession planning with the committees we liaise.

  4. We discussed sponsorship of OSS conferences. In principle we like the idea, but would need to plan carefully which to sponsor and what guidelines we want to use, in order to be fair. We will revisit the issue when we are able to create a budget line item for conferences.
  5. We have a limit of 35 Basecamp projects on our current account level, and are using 27. We will consider slowing down the rate of creation, or cleaning up ones we no longer use, once their contents are documented on the wiki for the long term.
  6. We discussed our workload as board members, with a view to continuing management and sharing out of duties.
  7. We discussed a confidential staffing issue.

The meeting was adjourned at 17:00 UTC.

Minutes approved by the board on 19th July.