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The Document Foundation
Board of Directors Meeting 2019-06-07
Call Minutes

Date: 2019-06-07
Location: Jitsi

Session chair: Marina Latini
Keeper of the minutes: Michael Meeks

In the call: Simon, Marina, Cor, Florian, Thorsten, Kendy, Michael, Bjoern, Franklin
Representation: none, Kendy cannot

Chairwoman of the Board is in the call. One of the Chairwoman or Deputy Chairman 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 6 Board of Directors members 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 and invitation happened in time. 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 14:05 Berlin time.

Public part:

0. Representation
    + Cor coming part-time to Collabora to fill Marketing gap on Tuesday.
    + expect Kendy can't represent for voting for now
AI: + check on situation with Mike (Marina)
    + can't vote anyway since agenda was not sent early enough
    + Simon semi-present
    + very clear Kendy can't represent someone missing (Thorsten)
        + agreed (Michael, Kendy)

1. Info: Board meetings and agenda (Marina, 5 minutes)

    + please send items on-time for the BoD call
    + and clarify discussion / vote bits for the agenda
    + agreement was to use the invitation for sending the items.
    + can't check all the ML's that we have.
    + how best to do that ? (Michael)
+ ok to reply to the invitation message adding Marina & Bjoern to CC (Marina)

2. Discuss: new Certification Category discussion (Michael, 10 minutes)

    + heated dicussion in private
    + should be kept on the agenda to discuss on a call at some stage
         + lots of other things on the agenda today.
    + no problem discussing the topic (Marina)
         + agree wrt. postponing - but ask for more details next time.
    + agree wrt. timeliness - can postpone (Thorsten)

3. Discuss: marketing strategy (Florian, 10 minutes)

    + highlight - still the discussion wrt. Marketing paper from Michael
    + talked about this at FOSDEM
    + outcome was that Simon could draft guidelines
    + feeling it's becoming more of a problem for the staff
    + like to ask the board to come to a conclusion as to what to do
    + Florian sits between the chairs here.
    + should come to a conclusion one way or another
    + some un-controversial items have been done
    + some others are completely open.
    + like a clear directive from the BoD
    + Florian feels his performance / review is affected by this too.
    + seems several problems (Thorsten)
        + individual BoD members interacting with the staff
        + is it better to have that directed through Florian
        + no issue directors talking to staff (Florian)
            + with this topic, I get conflicting messages.
            + if in doubt, poke Florian to channel the direction
            + but I don't know the direction.
    + challenge - there is no single opinion (Thorsten)
    + correct that Simon was going to write-up here (Cor)
        + Florian's request sounds fair.
        + mentioned some especially hard topics
        + would help if some that are hard & need clarification.
    + challenge we face as a board (Thorsten)
        + not likely to get that in finite time.
        + getting the hottest potatoes solved may be best way ahead
    + would be good to know where we're heading (Florian)
        + catch-22 feeling around the team
[ Simon joined the call ]
    + have a marketing paper from Michael (Marina)
        + agreement was to have something more concrete to vote on
        + was to have guidelines from Simon
           + who is not so directly involved in the ecosystem
        + hopefuly that will solve the problem from the team.
    + sounded like need positioning guidelines (Simon)
        + want to write a draft & straw-man policy
        + perhaps best fixed by sitting in a room together
          & writing it together.
        + like the approach (Marina)
            + next face-to-face is in Almeria / September.
            + will have no policy at all.
    + what do staff find difficult ? (Simon)
        + what you do for 1 ecosytem member, the other not happy (Florian)
            + if all are your bosses somehow - not easier
            + need to be clear it doesn't affect their performance rating
                + think read parts of this message between the lines.
            + not helpful to have one or the other, constant discussions
              stepping on people's toes.
        + some of the conflicts are quite contextual (Simon)
            + hard to write a policy.
            + would it be good to have an indep. member of Board (eg. me)
              to join with Mike to team together with messaging to
              understand the conflicts.
            + proposal is to take responsibility away from Mike so it's
              all Simon's fault.
+ advantage of oversight can give confidence in overall balance (Cor)
            + not easy to do vs. written words.
        + like the idea if it covers Mike and Italo (Florian)
+ ask to make case-by-case decisions in this area on marketing for next 45 days (Simon)
        + not a blank cheque (Michael)
        + willing to give lots of time on this, to get to understand it
+ want to see what the concerns are, and then argue with Michael / Thorsten
        + seems a reasonable timeline (Cor)
            + both report & proposal would be appreciated.
+ like the proposal - if only, 1 reference opinion - Simon's (Bjoern)
            + that we can diff ours against.
            + might be a good way to unlock that
        + sounds good to me (Marina)
        + minor concerns about pages we've discussed at length (Michael)
            + expect Simon will take that into account (Cor)
        + wholeheartedly +1 (Thorsten)
    => consensus on empowering Simon here.

Public call ends 14:34 Berlin time.

Marina Latini (Session chair)
Michael Meeks (Keeper of the minutes)

Florian Effenberger, Executive Director (Geschäftsführer)
Tel: +49 30 5557992-50 | Mail:
The Document Foundation, Kurfürstendamm 188, 10707 Berlin, DE
Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts
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