Board meeting Minutes/11 December 2006

Prior: 27 November 2006

Board meeting Minutes

Next: 18 December 2006

Minutes approved: 18 December 2006

Present

Tom Perrine (chair), Matthew Barr, Trey Harris, Doug Hughes, Chris Palmer, David Parter (note taker), Stephen Potter

Apologies

Andrew Hume, Pat Wilson

Absent

Sam Albrecht

Opened

20:03 Eastern Time

(Perrine left at 20:30, Palmer chairs remainder of meeting)

Closed

21:19 Eastern Time

Consent Agenda

• Approve minutes of 27 November 2006

approved

Action Items

Board Committees

(NOT REVIEWED)

• Development Committee (Wilson/Potter)
  • Wilson - Coordinate sponsor renewal letters
  • Potter, Wilson - Clean up proposed sponsorship revisions document, email Board for discussion, and call a vote on the revisions [due 12/1]

• Partnership and Liason Committee (Perrine)
  • Palmer - Contact local office of possible partner [due 10/16]

• Leadership Committee (Greg Rose)
  • Perrine - Contact Rose and convey Board's thoughts on the election Done 2 weeks ago

• Policy Committee (Harris)

• Communications Committee
  • Perrine - Follow up with SysAdmin Magazine regarding volunteers for online answer folks
  • Perrine - [from 11/8] Talk to Rich regarding posting LOPSA logo on Sysadmin Magazine irc
  • Albrecht - [from 11/8] Contact listbroker regarding lateness in sending out email blast

• Membership Committee
  • Solanki - [from 11/8] Follow up on pending membership payments
  • Hughes - Automate the renewal letter process
  • Harris - Send Founding Member offer letters to those recognized -- DONE

Program Committees

• Conference Planning Committee (Wilson/Perrine)
  • Harris - Contact alternate event model company and request a presenation to the Board
  • Wilson - Make a sign listing current LOPSA sponsors (for LISA)

• Technical (Online) Services (Hughes/Parter)
  • Barr - [from 11/8] Set up board-only mail alias

• Content Services Committee (Palmer/Potter)

• Locals Committee (Parter)

Non-Committee

(NOT REVIEWED)

• Financial
  • Albrecht - [from 11/8] Draft wording for posting 990 on website

• Albrecht:
  • Touch base with IRS [due 10/16]
  • Query insurance company regarding possible member insurance options [due 12/21]
  • Bring JobTarget proposal/agreement to the Board for a vote [due 12/11]

• Barr:

• Harris:
  • Set up wiki for Resume Standards project
  • Present draft financial policies for Board approval (low priority)
  • Gather material for Halprin request

• Hughes:
  • Work with Frisch, Chalup, Halprin, Barr on resume resources skeleton/framework (should have status by mid February)

• Hume:
  • Chat with the SNIA Chief Scientist regarding possible partnering [due 10/30]

• Palmer:

• Parter:

• Perrine:

• Potter:
  • Reconvene Code of Ethics review committee not done
  • Rework charter for a (Board level) Finance committee (with Hume, Harris) [due 12/11] done, see below
  • Draft a new charter for the combined Development/Partnership committee not done

• Wilson:

• All:

Standing Reports

• Treasurer's report (first meeting of the month only)

• Membership report
  • See the online report for this week's status

• Online report

• Training event report
  • see web site
• Development report

LISA wrap-up

Hughes will send notes from community meeting to the Board.

Parter to followup with command and control sysadmin conference organizer.

Financial Policies

See Finance Committee policy Motion to amend (added 3.6) by Hughes, second by Potter. Approved Motion by Harris, second by Barr. Approved

Purpose The Finance Committee is responsible for ensuring sound and proper financial management of the organization. General duties of the Finance Committee will include: Develop an appropriate financial strategy for the organization Prepare the annual financial budget Ensure that organizational initiatives are consistent with the financial strategy and budget Regularly review financial activity and ensure Board access to timely and accurate financial information Monitor the integrity of the organizations financial statements Membership The Finance Committee will be chaired by the Treasurer of the organization and will consist of the Chair, and at least two other Board Members (at least one of which must not be an Officer of the Board). The Committee Members should have sufficient financial background to understand common financial and accounting terms, standards, and statements. Guidelines To fulfill the Committee's purpose, it shall: Develop an appropriate financial strategy for the organization. The Committee, in conjunction with the Executive Director, shall evaluate various capital structures, plot the organization's long term financial objectives, and develop appropriate metrics and benchmarks. On a regular basis, the Committee will review the current strategy, metrics, and benchmarks, assess their impact, and make necessary adjustments to ensure the financial vitality of the organization. Prepare the annual financial budget. Annually, the Committee will meet with the Executive Director to evaluate the organization's annual objectives and prepare a comprehensive financial budget for review and approval by the Board. # Ensure that organization initiatives are consistent with the financial strategy and budget. The Committee will periodically review all organization initiatives and validate the assumptions and analyses to ensure the financial plans are reasonable and consistent with the financial strategy and budget. The Committee will make recommendations to the Board based on these reviews. Regularly review financial activity and ensure Board access to timely and accurate financial information. The Committee will receive and review on a monthly basis appropriate financial information. The Committee will advise the organization's management as to the form, frequency, and detail of the information. The Committee will report significant information to the Board to facilitate the Board's ability to make sound decisions. Monitor the integrity of the organization's financial statements. On a quarterly basis, the Committee will receive from the organization's management standard financial statements such as the Balance Sheet, Income Statement, and Statement of Cash Flows as well as other performance indicators and benchmarks as it may request. The Committee will review and report on the overall condition to the Board, highlighting financially significant information, and recommending appropriate actions. Other duties as may be assigned by the Board.

See Financial policy Motion by Barr, second by Harris. Approved

Financial Policies Annual Fiscal Period The annual fiscal period of the organization shall be the annual calendar year from January 1st to December 31st. System of Accounting The finances accounting system of the organization shall conform to Generally Accepted Accounting Principles (GAAP) and shall be accrual-based. Annual Budget The Finance Committee, along with the Executive Director, shall be responsible for developing an annual budget. The annual budget must be approved by the Board. The approved budget will serve as spending authority to the organization Executive Director and staff for all line item budgeted items. Budget Amendments The Finance Committee will be responsible for recommending to the Board amendments to the annual budget as may be appropriate based on changing situations. Line item adjustments of 10% or less of the initial line item's amount shall not require amendment. Non-budgeted Initiatives Any non-budgeted organizational activity with a projected cash-flow of $10,000 or greater must be reviewed and recommended by the Finance Committee before being presented to the Board for approval. Non-budgeted initiatives of less than $10,000 may be presented to the board for approval without review by the Finance Committee. A Board member may motion for a non-budgeted initiative to be brought before the entire board, over the objection of the Finance Committee.

Sponsorship Policy Updates

See Renewal_and_Lapsed_Sponsorship policy

motion to adopt section 2 as policy Motion by Potter, second by Hughes. Approved.

Renewal and Lapsed Sponsorship Policy Renewal of Sponsorship As Section 1.8 of the Sponsorship Policy: At its discretion, LOPSA may contact each sponsor every 30 days commencing 60 days prior to the expiration of the sponsorship period to solicit renewal. The effective date of a renewal will be the expiration date of the prior sponsorship period. Grace Period As Section 1.9 of the Sponsorship Policy: At the recommendation of the Development Committee, a sponsorship may be granted a 30 day grace period before the sponsorship benefits and recognition are terminated.

Adjournment

Harris moved, second by Hughes. Adjourned at 9:18 eastern.