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[board-discuss] BoD minutes from 2013-09-24


Hello,

attached are the board meeting minutes from the formal BoD in-person meeting on September 24th.

This message is to be archived by the BoD and its deputies.

Florian


Minutes 2013-09-24 from the Milan in-person meeting

The Document Foundation
Board of Directors Meeting
Meeting Minutes

Date: Tuesday, September 24th, 2013
Location: Conference room Alfa at the Milan State University CS departement, Milano, Italy

Keeper of the minutes: Thorsten Behrens (Deputy Chairman of the Board)
Session chair: Florian Effenberger (Chairman of the Board)

The meeting commences at 13:30 UTC

1. Welcome and introduction

Chairman welcomes everyone to Milano, and the LibreOffice conference.

2. Formal invitation, representation and quorum

Attending: Florian Effenberger (Chairman of the Board), Olivier Hallot (Board of Directors), Italo Vignoli (Board of Directors), Andreas Mantke (Board of Directors Deputy), Charles Schulz (Board of Directors), Thorsten Behrens (Deputy Chairman of the Board), Michael Meeks (Board of Directors), Björn Michaelsen (Board of Directors Deputy), Caolan McNamara (Board of Directors), Jesus Corrius (Board of Directors Deputy)

Representation: None.

Chairman of the Board and Deputy Chairman are in the meeting. One of them is required to be present or represented for having a quorate meeting.

The Board of Directors at time of the meeting consists of 7 seat holders without deputies. In order to be quorate, the meeting needs to have 1/2 of the Board of Directors members, which gives 4. A total of 7 Board of Directors members are attending the meeting.

The board waives all formal statutory requirements, or requirements in the foundations articles, or other requirements regarding form and time limits for the topics discussed in this meeting.

The invitation to the formal in-person meeting, and the agenda have been posted in time, fulfilling all formal requirements.

The meeting is quorate.

From now on, a quorum can be reached with a simple majority of 4 votes.

Further present are representatives from the Membership Committee (Sophie Gautier, Cor Nouws, Leif Lodahl), and Mike Schinagl as legal counsel.

3. Overview of past activities, finances and budget for 2013

Florian and Thorsten give a summary update about the financial history and the outlook for the upcoming year. The board looks into the payment provider fee structures, and accepts them as a necessary evil. Florian is researching Bitcoin options.

4. Planning and strategy for 2014

4.1. Upcoming board elections and changes in roles

The new boards term starts on 18 February 2014, and the election announcement needs to happen 45 days before the actual election. The Membership Committee is in charge of overseeing the board elections.

The MC representatives propose to have a board elected by the end of the year for a smooth handover and transitioning phase. The new board will be still legally in charge only from 18 February 2014 on. The MC representatives will prepare and announce the elections during October.

4.2. Strategy, finances and budget

The board discusses the budget-driven spending mode, and acknowledges it being a good effort and success, and plans to continue this model for the future. Given the amount of donations coming in, another round of budget extensions, as done previously already in August, is likely. Details to follow soon.

4.3. Entities and partnerships

TDF has grown massively during 2013, allowing it to do more activities worldwide. Based on discussions from the previous two conferences in Paris and Berlin, some more detailed plan on how to interact and cooperate with local NGOs should be worked on.

4.4. Events (participating and hosting)

TDF has participated in lots of events during this year, and also organized several own meetings. This has greatly contributed to community growth, as well as spreading the word on LibreOffice and TDF itself. Consensus is to continue our activities with events for 2014.

5. Community building and focal points

The board happily acknowledges the growth of the community, leading to more activity, marketing, the availability of LibreOffice in more languages, and an overall better product with a higher quality, resulting in a higher adoption rate of the software. For 2014 and beyond, one of the key tasks of TDF is to foster community growth outside Europe as well, like in North and South America, and the Asian region.

6. Various

Sophie Gautier leaves the room and the meeting.

6.1. Vote on contracting Sophie Gautier for release assistance and l10n and QA documentation

With recent changes, TDF needs to handle proper release planning, coordination and management on its own, including localization and quality assurance, to ensure we keep the important time-based release schedule and the high quality and availability of the software. With Christian Lohmaier as fulltime employee, we now have the the technical parts completely done by TDF. What is still lacking is coordination and organization of the releases, plus documentation of localization and QA, which the board deems to be extremely necessary, but hard to catch up with on a pure volunteer basis.

Having received a proposal from Sophie Gautier on covering these tasks, the board votes on it.

Proposal: Accept Sophie Gautier's proposal to work on l10n and release process documentation, QA support, and communication process bootstrapping for 3 months, until the end of 2013, with a total value of 10.200 € EUR, including all taxes and other fees, on a freelance basis.

Result of vote: 7 approvals, 0 abstaining, 0 disapprovals. Approved.

The meeting adjournes by unanimous consent at 15:15 UTC.

Meeting minutes approved:

Thorsten Behrens, Keeper of the minutes
Florian Effenberger, Session chair

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Florian Effenberger, Chairman of the Board (Vorstandsvorsitzender)
Tel: +49 8341 99660880 | Mobile: +49 151 14424108
The Document Foundation, Kurfürstendamm 188, 10707 Berlin
Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts
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