Interim Board meeting Minutes/13 June 2005

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Prior: 6 June 2005

Interim Board meeting Minutes

Next: 27 June 2005

Minutes approved: 27 June 2005

Present

Geoff Halprin (chair, minute taker), Lorette Cheswick, Trey Harris, David Parter.

Opened

20:00

Closed

20:45

Election

Eligibility Date

• The process of exporting data from USENIX has been tested, and is reasonably expiditious.
  • We need to ascertain the lead time we must give the USENIX office. It was asserted that USENIX only need an hour, and Matt only needs a few minutes to do the import.

• Many people didn't know about the election. There was a question regarding whether they had received renewal notices from the USENIX office at all.
  • Lorette said that she didn't receive a renewal notice.
  • Trey said that he didn't.
  • This is disturbing information.
• The upshot of this is that we can conclude a number of poeple didn't know that they were ineligible to vote.

• A round table of opinions:
  • David: Many people did not have advanced notice of the election due to the above problem.
  • Lorette: This is an extraordinary circumstance. We should show flexibility. It also should contribute to building enthusiasm for the new organisation.
  • Geoff: Thinks our original philosophical stance was correct: eligibility should, in general, be coincident with the announcement of the resolution under ballot. That avoids people rushing to join to affect a resolution. However these are not normal circumstances, especially in light of the above renewal notice problem.
  • Trey: Geoff's philosophical point is moot under the circumstances.

Action Point: Trey will investigate these occurences with USENIX office.

MOTION: That the eligibility cutoff for participation in this election be Monday 2005-06-20 @ 1200 PST.

• Passed unanimously.

• We will need to send an enotify to all expired members (since 2004-06-01), informing them of the election, deadline to renew, and reminder to ensure their passwords are correct.
  • Action Point: Trey will send email to sage-members/e-notify.

Voting Instructions

• Action Point: Trey will ask Greg Rose to ensure a reminder email with voting instructions is issued to all members at the start of the voting period.

Membership of New SAGE and Election Participation

• We have an issue regarding how we handle the existing members with respect to transferring them into the new association.
  • We would prefer to have them "opt-in" to the new association during the voting process, but this raises questions regarding D&O insurance.
• The consensus of the meeting was that if we could have D&O finalised in time for the opening of the election, then we would proceed with opt-in. If D&O was not in place, then we would grant members of the SAGE class of USENIX a right to vote in this election, and make the directors so elected members and directors of the Association.
• Action Point: Geoff to submit motion by email.
• Action Point: Geoff to follow up with AH regarding timing of D&O insurance.

AMC Update

D&O Insurance

• They are waiting on paperwork. Geoff will fax everything through after the meeting. Lorette will provide follow through to expedite the process.

Contract

• Geoff put a copy of the contract up on the wiki, and sent an email out with feedback.
  • Geoff will continue to work with AH to finalise the contract.

Executive Director Search

• AH has provided a resume, and asked if we would be happy to proceed with this candidate (without proceeding to seek other candidates).
  • The consensus of the meeting was that we are happy to consider the candidate submitted, but that this should not short-circuit the process we have already agreed upon.

Other Business

Non-Disclosure Agreements

• 6 candidates submitted NDAs.
• The Interim Board should all also sign and submit NDAs for the file.