Trey at 07:12, 22 January 2006

2006-01-22T07:12:15Z

TreyBot: flagging page with 'SAGE'

2006-01-16T08:36:39Z

flagging page with 'SAGE'

Trey at 01:28, 23 May 2005

2005-05-23T01:28:50Z

New page

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| width="30%" |Prior:<br />[[Interim Board meeting Minutes/2 August 2004|2 August 2004]]
| width="40%" style="text-align: center;" | [[Interim Board meeting Minutes]]
| width="30%" |Next:<br />[[Interim Board meeting Minutes/17 September 2004|17 September 2004]]
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''Minutes approved: [[Interim Board meeting Minutes/17 September 2004|17 September 2004]]''

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

;Present: Geoff Halprin, Lorette Cheswick, David Parter, Trey Harris

;Meeting: 2004-08-20 1900 US/East
;Opened: 19:00
;Closed: 20:16

== Legal Infrastructure ==

* Talked to CPA and Attorney who specialise in NP law.
:* Only one firm seems to do NP as functioning business.

* Only one willing to take on work.
:* Seems to be sufficiently skilled/experienced.
:* Retainer of $1000. HeroldHaines. Joseph Lemond.

* $1000 would get us a number of things:
:* Filing NP incorporation papers in NJ. Both federal (IRS) and state (Tax) filing.
:* State filing for non-profit status (tax). (This is separate from the previous two, but I missed the specifics.)
::Lorette: could you clarify the wording here?

:* Registration of NP with IRS (form 1023).
::* Lawyer wants $1500 to fill this form in.
::* CPA says we could do this ourselves.
::* Long form. Not complex though.
::* Lawyer ammenable to us doing it. (He would check.)
::* $400 to lodge incorporation papers.

:* Lawyer to review separation of assets agreement.
:* There exists an NJ org to provide support for filing forms.
::* Lorette is in contact with them.

:* Geoff:
::* Agree with us filling out forms (to save money).
::* But we need to get them checked by lawyer before filing.

:* Money in chequing account:
::* Get $3000 for expenses (within 2 weeks).
::* Geoff will liaise with Mike Jones. ([[Interim Board Action Points#20040820.01|Action Point #20040820.01]])

* Need permission for letter of commitment.
:* '''Motion: Authorise Lorette to send letter of commitment to lawyers. (once we have written confirmation of funds from USENIX.)'''
::* David: Need minute/money from USENIX.
:* M: DP. S: LC. Vote: DP, LC, GH, TH.

* Articles of Incorporation
:* Lorette: Read the 3 docs provided by Geoff (USENIX, SAGE, SAGE-AU)
:* Two areas: revision of bylaws, election and removal of officers

:* Topic: Revision of bylaws
::* Lorette suggests: Bylaws amendable by majority of board present at board meeting (where meeting has due notice).
::* Geoff:
:::* Question: allow members to revoke/bind the board?
:::* Discussion on this point.
::* AOI will not provide for members to directly affect bylaws.
::* Bylaws set by majority of board (with due meeting notice).

:* Topic: Removal of director (for cause):
::* Process must be defined in bylaws.
::* Methods: 2/3 of board; Membership special motion.
::* Lorette: Follow Roberts Rules for removal of directors.

:* Draft of AoI/Bylaws issued by Monday. ([[Interim Board Action Points#20040820.02|Action Point #20040820.02]])
:* Feedback within 3 days. ([[Interim Board Action Points#20040820.03|Action Point #20040820.03]])

== Operations Infrastructure ==

* RFC issued. Questions from SB.
* SB want to meet someone.

* Geoff to chase IAAMC for status. ([[Interim Board Action Points#20040820.04|Action Point #20040820.04]])

== Computing Infrastructure ==

* Little response to David's post.
* David will start to recruit now.

* Geoff: two different projects:
:* Day 0: Migrate existing services (and membership).
:* Service wishlist.

== Not on Agenda ==

* Business Plan
:* Geoff to draw up skeleton and plan for completion, issue by next week. ([[Interim Board Action Points#20040820.05|Action Point #20040820.05]])
:* David: As short as practical.

* Project Plan
:* Geoff to draw up master plan and circulate by end of weekend. ([[Interim Board Action Points#20040820.06|Action Point #20040820.06]])

:* Lorette:
::* LISA: place to develop interest and forward thinking.
::* Need plan for LISA activities (orthogonal to project plan.)
::* LISA is deadline for introducing activities (to m/ship).

* Salary Survey
:* Just issued by Rob. No SAGE Exec/Committee consulted. Month late.
:* We need to review and suggest sound bites for press releases.
:* All: Review survey. (advisory council) -- soundbites. ([[Interim Board Action Points#20040820.07|Action Point #20040820.07]])

:* David: Need web site first.
:* Geoff: Need to not keep using lack of website as excuse; that has burned us for the past 2 years.

* Trey to issue reference to alternate parliamentary rules (to Roberts Rules). ([[Interim Board Action Points#20040820.08|Action Point #20040820.08]])

Meeting closed.

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Interim Board meeting Minutes/20 August 2004 - Revision history

Trey at 07:12, 22 January 2006

TreyBot: flagging page with 'SAGE'

Trey at 01:28, 23 May 2005