[board-discuss] BoD meeting minutes from 2016-03-14
The Document Foundation
Board of Directors Meeting 2016-03-14
Date: Monday, March 14, 2016
Location: Phone Conference Room
Session chair: Marina Latini
Keeper of the minutes: Michael Meeks
In the call: Michael Meeks (Deputy Chairman of the Board), Marina Latini
(Chairwoman of the Board), Osvaldo Gervasi (Member of the Board), Jan
Holesovsky (Member of the Board), Simon Phipps (Member of the Board),
Norbert Thiebaud (Deputy Member of the Board), Björn Michaelsen (Deputy
Member of the Board, from 17:08 on), Eike Rathke (Member of the Board,
from 17:26 on) Florian Effenberger
Representation: Norbert Thiebaud represents Thorsten Behrens
Chairwoman 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 the 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 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, motions can be passed with the agreement of a simple
majority of those remaining present. The majority threshold is currently 4.
The meeting commences at 17:00 Berlin time.
1. Discussion: 2015 activity and 2013-2015 fiscal report (Florian
Answering questions on the process. Parts of that might be shifted to
the private call for confidentiality reasons.
+ will mail more concrete numbers during the week
+ any questions ?
+ prefer use numbers at end of year as a base-line rather than
+ last year - beginning Jan 1st;
(Bjoern joining the call at 17:08 Berlin time)
+ filed Eur 713k - bound reserve
+ spend Eur 518k - spent last year
+ income Eur 750k
+ recommend 75k -> free reserves.
+ tentative planning with recurring costs
+ uses a chunk of cash; this year 560k recurring costs.
=> we have two years to spend what's left (Norbert)
+ unlikely to be against the "must spend" wall in future.
+ each year we need to file a provisional budget (Norbert)
+ how large is the free reserve ? (Simon)
+ including 2015: Eur 200k (Norbert)
+ most of the English text written for annual activity report (Florian)
+ should have time for review
+ in parallel preparing the German translation for filing.
+ filing by last day of April.
2. Proposal: Adjust travel policy (Uwe Altmann)
Proposal to adjust our travel policy to pay 0,30 € per driven car
kilometer instead 0,15 €.
+ move it to an E-mail vote (Florian)
+ same re-imbursement for volutneers as employees
+ is there some limitation on km driven ? (Kendy)
+ can do this - drive by car, if this is cheaper
than reasonable public transport (Bjoern)
+ UK Tax authority cf. std. European rate (Simon)
+ limits total claim in a year
+ rate drops by 50% if >10k miles by car per year
+ no limit expected in Germany (Florian)
+ want a 'reasonableness' test (Michael)
+ "if in doubt ask"
+ multiple people issue (Kendy)
+ hauling T-shirts too (Norbert)
+ don't create too many rules (Simon)
+ leave as a mileage allowance; assume re-imbursal is
in best-interests of TDF.
+ lets not over-legislate (Norbert)
+ agree (Bjoern)
+ worth contacting to ask beforehand ?
+ suggest don't put verbiage around it either (Norbert)
+ no general hard objections to proposal in the call
+ Eike joined the call 17:26 Berlin.
+ prefer to derogate to maximum amount under German tax-law,
currently ... (Simon)
=> AI Florian: distill into proposal to vote via E-mail for the board
The public call ends at 17:27 Berlin time
Marina Latini (Session chair)
Michael Meeks (Keeper of the minutes)
Florian Effenberger, Executive Director (Geschäftsführer)
Tel: +49 30 5557992-50 | IRC: floeff on Freenode
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- [board-discuss] BoD meeting minutes from 2016-03-14 · Florian Effenberger
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