Board meeting Minutes/22 August 2005

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Comment

This website is not affiliated with SAGE or the USENIX Association. The use of the term "SAGE" below is historical, and refers either to the SAGE subgroup of USENIX, or to a precursor of the organization now called LOPSA.


Prior:
15 August 2005 		Board meeting Minutes Next:
29 August 2005



Minutes approved: 29 August 2005

Present
Tom Perrine (chair), Pat Wilson, Andrew Hume, Geoff Halprin, Trey Harris, Steve Potter, David Parter, Doug Hughes, Chris Palmer (at 8:30 PM), Stacey Schmidt (note taker)
Apologies
Sam Albrecht
Opened
8:03 PM EDT
Closed
9:30 PM EDT

Consent Agenda

  • Approve minutes of 15 August 2005
  • Motion by Halprin to approve the consent agenda, none opposed, motion passes.

Status of Action Items

From 15 August:

  • Whole Board:
    • Review and comment on AH contract. (See private wiki.)
  • Albrecht:
    • Review strategic planning session notes, specifically "you are a sysadmin if..." and post on the wiki soon.- Done
  • Halprin:
    • Take board and legal comments on AH contract to Pawlucy (MacMillan) for discussion/negotiation.-not yet completed
    • ACTION- Halprin to review comments/edits on contract and bring to MacMillan within 24-48 hours
  • Harris:
    • Write minutes from General Membership meeting on 7/18/05.-not yet completed
    • ACTION- Harris to write minutes from General Membership Meeting on 7/18/05 by next board meeting on 08/29/05.
  • Hume:
    • Forward "sense of board email" regarding Transition Committee charter to entire board.-completed
    • Work on budget and chart of accounts for discussions on the August 29th board call.-not yet completed
    • ACTION- Hume to work on budget and review chart of accounts for September 5th board call.
  • Hume & Albrecht:
    • Work on reimbursement policy for next board call.-not yet completed-moved to Harris's item
    • ACTION- Schmidt to send sample reimbursement policies to Harris.
    • ACTION- Harris to draft reimbursement policy based upon samples from Schmidt.
  • Parter:
    • Email Ellie next week after agreement completion.-agreement not yet complete
    • ACTION- Parter to email Ellie when agreement is complete
  • Perrine:
    • Contact Greg Rose to ask status of re-forming Leadership Committee-Done
    • Finish 3 remaining draft emails and post on wiki for board review. Upon review, Perrine to send thank you emails.-not yet done, waiting on board review
      • "Thank you" emails sent to people on the Thank You List.
    • ACTION- Perrine to send thank you emails later this week
  • LISA committee:
    • Decide on which ideas they want to implement and then bring those ideas back to the board for approval.-committee has not yet met
    • ACTION- LISA committee is to met to decide on which ideas they want to implement and bring those ideas to the board for approval for the 08/29/05 board call.

Update on IRS filing status

  • Update (Albrecht)- need to see if check cleared (fee for filing) to better determine "just received" status from IRS.
  • Determined that it is not a problem to accept donations/sponsorships.

Policies


Approved text: Minutes dissemination policy

Purpose and scope

To promote organizational transparency and Board-Member communications, the minutes of Board and certain other meetings shall be made available for public examination in a timely manner, while protecting sensitive and confidential information as necessary.

This Policy shall pertain to the meeting minutes of a) the Board of Directors; and b) other special meetings, hearings, committees, subcommittees, teams, working groups, and commissions as the Board directs. The term body shall be used below to refer to any such group.

Policy statement

Draft minutes shall be circulated to the members of a body as soon as possible after a meeting's adjournment. Members of a body shall have at least five days to review draft minutes before they are approved. Minutes approval shall be on the agenda of the earliest possible meeting at least five days after draft minutes have been circulated. Members of a body shall have the opportunity to amend draft minutes, subject to the body's approval, before the draft minutes are approved.

Redactions

The default is for minutes to be disseminated in unredacted form. Redactions shall not be considered until draft minutes are approved.

Redactions may be used:

  1. To protect information that has business sensitivity (e.g., negotiating positions).
  2. When a third party's name is used without the third party's knowledge (e.g., discussion of candidates for a volunteer position or award).
  3. To protect the subject of personnel discussions.

Redactions shall not be used to prevent embarassment on the part of the body or its members or to obscure error.

Once draft minutes are approved, any member of a body may place approved minutes on hold for redaction during the same meeting. The hold shall be minuted with the member's name. Once a hold has been placed on approved minutes, members of a body shall have at least five days to suggest redactions.

Redactions are not a matter of personal privilege; redactions must be approved by the entire body. Approval of redactions shall be on the agenda of the earliest possible meeting at least five days after the hold was placed.

In the case of minutes redacted by bodies other than the Board of Directors, the Board shall be provided with unredacted minutes. The Board reserves the right to modify redactions of other bodies.

Prior redactions should be restored by the Board at a later date if the subject of the redaction is no longer sensitive.

Dissemination

Minutes shall be considered public minutes immediately following the meeting at which the draft is approved, provided no hold for redactions was placed. Redacted minutes shall be considered public minutes immediately following the meeting at which redactions are approved.

Public minutes shall be placed on the World Wide Web in a publicly-accessible form on a server controlled by the Association within 30 days of approval.

The location of public minutes shall remain stable over time and shall be publicized to the Association's membership at least once a year and any time the location changes. Public minutes shall not be blocked from indexing by search engines.


  • Motion by Harris that the minutes of 4 August 2005, 8 August 2005, and 15 August 2005 be considered "public minutes" for the purpose of the Minutes dissemination policy, pending completion of the AH contract. Seconded by Hume, Potter opposed, motion passes.
    • This is a one-time motion; in the future, the policy will cause minutes to automatically be made public after they (or their redactions) are approved.

c3 vs c6 discussion

  • Should SAGE be educational or professional?
    • Impact on separation
    • Impact on Mission
    • Round Table Discussion
      • Harris- brought up issues with reimbursement and lobbying
      • Wilson- no comment
      • Hume- no comment
      • Potter- all SAGE has been doing is pointing towards a c6 status
      • Palmer- similar view as Potter, SAGE's services fall under a c6
      • Parter- leaning towards a c3, believes money is spent on education
      • Hughes- believes SAGE is modeling after a c6, mission and everything is focused around "profession of sysadmin"
      • Halprin- believes SAGE is a c6 with a heavy c3 component, brought up that being a c3 would eliminate issues with USENIX
      • Perrine- suggested to post a wiki page where each piece of the mission can be broken out and decided if that piece represents a c3 or c6.

What to do about sponsorships (aka - people/organizations dying to give SAGE money)

discussion of how/when we start accepting money

  • If we tell them to give to LISA, we only get 20% of net
  • If we tell them to hold on to it, for how long?
    • SAGE needs money now
  • Possibly consider "founding" sponsors.
  • ACTION- Schmidt to pull together sample sponsorship levels from other AH clients.
  • ACTION- Perrine to talk to two prospective sponsors/donors and determine what they are looking to give. Start with asking for cash.
  • ACTION- Development committee to work on sponsorships.

Membership Value Proposition

Discussion and approval of text

  • ACTION- Schmidt to work with communications support department to pull text from wiki, edit that text, and create a draft membership brochure
  • Motion by Palmer to release text to AH for production of a brochure. Seconded by Potter, none opposed, motion passes.

SAGEcom document review

Discussion of any new developments; review and approval of document

  • Hume is to have a SAGEcom call later in the week to decide if everyone is in agreement of the document. After that call, Hume will bring the document to the board and then to legal review.
  • ACTION- Hume to review wording for measuring viability. Starting point should be what is in USENIX/SAGE database and ending point should be what's in the SAGE database.

Memo to Members

  • ACTION- Hume and Palmer to write memo to members regarding SAGE's current status for next board call.

New Business

Adjournment

  • Motion by Palmer to adjourn at 9:30 PM EDT. Seconded by Hughes, none opposed, motion passes.
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