Interim Board meeting Minutes/8 November 2004

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Prior:
1 November 2004
Interim Board meeting Minutes Next:
6 December 2004


Minutes approved: 6 December 2004

This document is a board working paper, and commercial in confidence.

Present
Geoff Halprin, Lorette Cheswick, David Parter, Trey Harris
Meeting
2004-11-08 1900 US/East
Opened
19:00
Closed
20:36

Consent Agenda

  • Meeting minutes (2004-11-01) approved by consent.

Action Items

  • See action item list.

Election Policy Decisions Discussion

  • To be decided:
  • Election terms and term limits.
  • Bylaw amendments.
  • Size of membership quorum: 1/10 or 1/20.
  • Size of board quorum.
  • Election Terms and Term Limits
  • Geoff: 2 or 3 years ok. Limit at 8 years.
  • Too long and you lose touch; industry moved too much.
  • Trey: 2 or 3 years. No term limits.
  • Term limits are undemocratic. Solve the wrong problem.
  • (Would need to be large. e.g. 12 yrs.)
  • We want to encourage "up through the ranks" progression where someone is general, then officer, then pres.
  • David: 2 year term.
  • Need term limit. Known name can hang on too long.
  • Members are unaware of board problems.
  • 3 terms (6 yrs) is about right.
  • Past President handles continuity issue.
  • Lorette:
  • Term limits good and bad.
  • Needed to remove someone.
  • Good person denied.
  • Don't care; it's really for the nomcomm and training.
  • Terms for X years, but:
  • Need to rotate positions.
  • 8-12 year limits.
  • Vote: 2 year terms. Unanimous.
  • Vote: No term limits. Failed.
  • 8 years: Failed.
  • More discussion ensued.
  • 10 years: Trey, -David, Lorette, Geoff.
  • No limits: Trey, David, Lorette, Geoff.
  • Address downsides through nomcomm, board training.
  • Past President
  • Trey:
  • Problem: Unpopular past president. (who couldn't be reelected)
  • David:
  • If membership does not elect position, then no.
  • Lorette:
  • Non-voting role. solved.
  • Geoff:
  • One-year handover capacity. Non-voting.
  • Issue deferred.
  • Size of board and quorum, officers, executive committee.
  • NJ Officers: Pres, Treas/Sec
  • Trey:
  • Board size: 7 or 9.
  • Quorum: 51% of filled seats.
  • Vote: Majority of those voting (excl. abstensions).
  • Officers:
  • Pres, VP/Sec, Treas (but treas/sec ok).
  • Lorette:
  • Size: 7
  • Quorum: majority of filled seats.
  • Vote: Simple majority of those voting.
  • (IPP would take away a spot on a small board.)
  • Officers:
  • Pres, sec, treas, vp.
  • EC: willing to try 3.
  • David:
  • Size: 7 or 9. Leaning towards 9. 8 ok.
  • Quorum: Majority of filled seats.
  • Vote: Majority of those voting (excl. abstensions).
  • Officers: VP as leadership development role.
  • Pres/treas co-sign money.
  • EC: Leave composition of exec comm. to board.
  • What is role of EC?
  • Geoff:
  • Size: 7-9. Leaning towards 9.
  • Quorum: ditto
  • Vote: ditto
  • Officers: Pres, Sec/Treas (compliance), other.
  • Sec/Treas is compliance. (Staff do this.)
  • VP is pres in training.
  • Personality issue. (Treas often doesn't make good Pres.)
  • Paradox: sec/treas most trained.
  • 3-person exec committee: Pres, Sec/Treas, VP.
  • Trey:
  • Youth member. 8+1?
  • Lorette:
  • Proportional voting and nomcomm can fix this.
  • Use the advisory board.
  • Geoff:
  • And election materials.
  • Officers: Pres, VP, Sec/Treas. Unanimous.
  • Size: 9. Unanimous.
  • Quorum: 51% of filled seats. Unanimous.
  • Vote: Majority of those voting (excl. abstensions). Unanimous.
  • EC: deferred.
  • To be decided:
  • Size of membership quorum: 1/10 or 1/20.
  • Bylaw amendments


Meeting closed
20:36