Interim Board meeting Minutes/27 June 2005

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Prior:
13 June 2005
Interim Board meeting Minutes Next:
12 July 2005



Minutes approved: 12 July 2005

Present
Geoff Halprin (chair, minutes taker), Trey Harris, David Parter, Lorette cheswick (20:48)
Opened
20:00 US/East
Closed
21:05

Consent Agenda

Approval of Minutes

The meeting approved the following minutes:

Minutes were approved, but will be withheld until the AMC contract is finalised (rather than suffer extensive redactions).

  • We will re-visit the publication of redacted minutes, should execution of the AMC contract suffer extended delay.

Action Items

  • Lorette submitted bylaws to the attorney.
    • Asked about cost of review. Has not had a response yet.


AMC Status

  • Geoff to provide formal feedback (marked-up contract) to Bill. This will happen today.
    • AH would like to proceed with contract on July 1st.
    • AH would like to proceed with Sam as a transition ED.
      • New board would then decide on final ED.
      • We want a selection from 3.

MOTION: We are happy to proceed with Sam as transition ED, with no commitment beyond transition. Passed unanimously.

  • D&O: Extra info (past budgets and bylaws) to be submitted to AH.
    • Lorette has provided AH with the requested info. We believe they now have all required information.
  • Action Point: Geoff to get external review of AMC contract. New board member? Brent Chapman?

Election

3.1 Confirmation of results

MOTION: To certify the results of the 2005 Election for Board of Directors, and thank the Leadership Committee and Candidates.

  • Unanimous
  • Follow-up activities:
    • The new directors shall be granted full member status of the Association, and will be Directors of the Association, commencing at the first meeting of the new term in July (per the Rules).
    • See next agenda item.
  • The remaining candidates (who were yet to sign) have agreed to execute NDA.

Punch List and Follow-up Actions

  • All candidates are now under NDA (subject to confirmation).
    • Give them access to the Board Wiki.
    • Should give them a round-up of present status, a con-call to discuss arrangements, a tentative meeting date/place.
      • Action Point: Trey to draft email to incoming board members.


Other Business

Engangement and Transition Arrangements

  • Term Sheet: (1) terms, (2) schedules, (3) synchronisation points.
    • Geoff to update wiki with his current draft.
    • David and Trey to work on this.
    • Get AH input.
  • Geoff: Talk to Bill:
    • Phone call with Sam later this week to plan transition?
    • Lock in first in-person board meeting. Commence planning.
    • Lock in first phone conference with transition board.
    • Plan transition term sheet work.


Salary Survey

  • Mail sent by Kolstad to sage-members today.
  • We need to support this no matter how its done.

END 21:05.