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[board-discuss] BoD minutes from 2014-03-05


find below the board meeting minutes from the BoD meeting on 2014-03-05.

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Minutes 2014-03-05
The Document Foundation
Board of Directors Meeting
Call Minutes

Date: Wednesday, March 5, 2014
Location: Phone Conference Room

Session chair: Thorsten Behrens (Chairman of the Board)
Keeper of the minutes: Sophie Gautier

In the call: Thorsten Behrens (Chairman of the Board), Michael Meeks (Board of Directors), Bjoern Michaelsen (Board of Directors), Fridrich Strba (Board of Directors), Joel Madero (Board of Directors), Adam Fyne (Board of Directors), Andreas Mantke (Deputy Board of Directors), Norbert Thiebaud (Deputy Board of Directors), Eike Rathke (Deputy Board of Directors), Florian Effenberger (Executive Director), Sophie Gautier

Representation: Andreas Mantke representing Eliane Domingos de Sousa

Chairman of the Board is in the call. One of the Chairman or Deputy is required to be present or represented for having a quorate call.

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

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

The call is quorate.

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

The meeting commences at 16:00 UTC.

Florian session chairing for next time, will be discussed separately

1. Business cards for Robinson+US presence

For the business cards: send the data to Florian and he will see if our actual provider ships to US

For the US presence, Joel and Robinson will locate the next events where Robinson will represent TDF and how much funds are needed.

2. Conference kit

Go on with it and send the receipts to Florian, for one that will stay in Europe and one that will stay in US.

3. LibreOffice conf update

The only concern is hotel pricing, local team will provide a list of low cost accommodations, otherwise very happy with the local team. Various tasks have been attributed, CFP sent today to end mid May. No web conf system this year.

4. Announce the opening of candidacy for LO-conf 2015

Will be done in April

5. Rules of procedure

Proposal: Amend the rules of procedure with the following updated areas of responsibility:

        * employees: Andreas Mantke, Thorsten Behrens
        * infrastructure: Andreas Mantke, Norbert Thiebaud
        * QA: Joel Madero, Eliane Domingos de Sousa
        * documentation: Eliane Domingos de Sousa
* native language projects, translation, marketing, non-English QA activities etc: Fridrich Štrba, Adam Fyne * certifications and other business development activities: Eliane Domingos de Sousa, Joel Madero
        * development: Björn Michaelsen, Eike Rathke
        * license: Michael Meeks, Fridrich Štrba
        * releases including schedules: Michael Meeks, Björn Michaelsen
        * events: Björn Michaelsen, Fridrich Štrba
* affiliations, e.g. advisory board, peer foundations, politics: Michael Meeks, Andreas Mantke, Björn Michaelsen
        * marketing, communication & design: Eliane Domingos de Sousa, Adam Fyne
        * assets, finance: Thorsten Behrens, Norbert Thiebaud
* contracts, taxes, legal compliance, trademarks and brands: Thorsten Behrens, Andreas Mantke

Result of the vote: consensus approval (7 out of 7)

Decision: The proposal to amend the rules of procedure has been approved.

6. Infra contract

Proposal: Contract Alexander Werner on a freelancing basis, time-limited until end of February 2015, with 20 hours per week, to maintain TDF's infrastructure.

Result of the vote: consensus approval (7 out of 7)

Decision: The proposal has been approved. Florian will sign the contract on behalf of TDF.

Remark of Michael: For future job or freelancing opportunities, also look into different geographical areas.

7. Capital investment

Still in research, Florian will call a third bank.

8. Charles as marketing representative

Text has to be reworked, text and vote will be handled by e-mail.

Attending at the end of the public meeting: Thorsten Behrens, Michael Meeks, Bjoern Michaelsen, Fridrich Strba, Joel Madero, Adam Fyne, Andreas Mantke, Norbert Thiebaud, Eike Rathke, Florian Effenberger, Sophie Gautier

Thorsten Behrens (Session chair)
Sophie Gautier (Keeper of the minutes)

Florian Effenberger, Executive Director (Geschäftsführer)
Tel: +49 8341 99660880 | Mobile: +49 151 14424108
The Document Foundation, Kurfürstendamm 188, 10707 Berlin, DE
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