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2016 04 28: Minutes of the Meeting of the Provisional Board of Directors meeting

Herman van Rink edited this page Jul 21, 2016 · 1 revision

Meeting of the Provisional Board of Directors

Date and Location

April 28, 2016, at 19:00 UTC online via hangout.

Opening

The special meeting of the Aegir Cooperative Provisional Board was called to order at 21:00 (UTC) on 2016-04-28 by TBD.

Present

  • Christopher
  • Herman

Quorum Validation:

N/A

Determination of Chairperson(s)

It was agreed that TBD preside over the meeting.

REMINDER: Process change

We will have an increasing amount of material to cover in each meeting. In order to make the most effective use of our time, I'd like to propose the following:

  • Items to be discussed ought to be added to the agenda no less than 24 hours before the next meeting. This will give participants a chance to:
  • properly prepare for the meeting (reading back-ground material, etc.)
  • determine how critical their participation in the meeting is, base on their interest in the issue planned for discussion.
  • New items ought to have an estimated time for discussion (e.g., [5m], [10m])
  • The agenda should be emailed to participants, or otherwise posted 24 hours before the next meeting
  • Amendments to the proposed agenda can be accepted by the participants during the opening of the meeting, to accomodate emergencies, or recent events. However, unless the items require immediate attention, they should be added to the bottom of the agenda, to allow as many of the planned topics to be discussed as possible.
  • To maintain focus, I propose that any member can call out "weeds!" to indicate that we're delving too deep into the details on a particular topic, or wandering off-topic altogether.
    • Ref.: http://english.stackexchange.com/questions/225595/whats-the-origin-of-the-phrase-into-the-weeds.
    • This should not be interpreted as rude or dismissive of the issues under discussion. Rather, that those issues were either:
      • not planned for discussion during that meeting, perhaps require their own topic in the next meeting
      • only a subset of the members need to be involved in the discussion, it can be taken to a different venue, following the meeting in progress
      • require more more background preparation, research, discovery, etc. to allow discussion in a larger group to be more succinct.
    • The next steps would be to:
      • add a task to follow up on the discussion
      • assign the task to the participants most interested in pursuing it
      • return to the topic in the agenda

Old Business [5m]

Tasks from last meeting

  • [Christopher] Send coop training schedule email [not done]
  • [Christopher] Send follow-up email discussing the meeting w/ coop consultants [not done]

Tasks from previous meeting

  • [Christopher] Investigate paypal acct suspension [not done]
  • [Christopher] Start setting up Aegir server on Linode to host co-op and project sites [in progress]

Stalled tasks

New Business

Tasks for next meeting:

  • TBD

1. Meeting w/ Coop consultants [10m]

  • New signatures required
  • Next meeting w/ consultants April 21 (Christopher will report back at co-op mtg)
    • Signed contract invoice forthcoming 2-3 wks
    • Review the changes to the application form (final version forthcoming by EOB tomorrow
    • Next reviewing our draft by-laws, as well as the templates they provide.
    • Schedule coop training

2. Event participation [5m]

The following events are targeted by the co-op team for participation. They are listed in chronological order.

2.1. DrupalCon NewOrleans - May 9, 2016

2.2. DrupalJam - May 12, 2016

  • ~ 350 people
  • Herman is going

2.3. CiviCon North-West Europe - May 26, 2016

  • Herman is going

2.4. DrupalNorth -- June 16-19, 2016

  • Waiting for session proposals to open. Possibility to give a half- or full-day training.
  • We should plan a sprint/camp, in particular on SaaS (colan, gboudrias, bgm and ergonlogic interested)
  • Submitted a full-day training proposal.

2.5. AegirSummit (at NYCCamp) -- Sun. Jul. 10/16

  • No (recent) word back from Forest Mars re. AegirCamp
  • Jon has volunteered to be local contact.
  • General Assemblies require in-person participation for votes to count. So we're planning to hold first GA at AegirSummit
  • We should schedule a sprint too
  • Waiting for session proposals to open.
  • Suggested a full-day training to Forest
  • Interested parties:
    • NDI

2.6. Drupal GovCon -- July 20-22

  • Positive response from DrupalGovCon re. training. Rec'd follow-up from their training coordinators. Sent more detailed proposal.
  • Waiting for session proposals to open.

2.7. DrupalCon Dublin -- Sept. 26-30, 2016

  • helmo to keep an eye on it.

3. Marketing materials [10m]

3.1. T-shirts

3.2. Sites

coop:

  • aegir.coop (add domain alias aegir.support? replace coop.aegirproject.org?):
    • Install civi/drupal for signups, etc. on new server (once it's ready)
  • aegirhostingsystem.com:
    • deploy from backup (?) on new server (once it's ready)
  • ask.aegir.support:
    • investigate current state of site
  • help.aegir.support/rt:
    • Schedule RT review
    • Write up procedures for new clients, etc.
  • coop.aegirproject.org (move/alias to docs.aegir.coop?)

project:

  • aegirproject.org:
    • redirect to aegirhostingsystem.com? vice-versa?
  • docs.aegirproject.org:
    • Add Aegir branding (copy from coop docs)
    • Add links to api site, aegirproject.org, etc.
  • api.aegirproject.org:
    • migrate to new server (once it's ready)
    • add menu/links back to docs, aegirproject.org, etc.

4. External Board members [10m]

We should consider inviting "Outside Directors" to sit on our Board of Directors.

From Investopedia:

Outside directors are advantageous to the company because they have very little conflict of interest and may see the big picture differently than insiders. The downside is that since they are less involved with the companies they represent, they may have less information upon which to base their decisions and reduced incentives to perform. [...]

Criteria (proposed)

Outside directors should fulfill the following criteria to be seriously considered:

  • Not directly professionally affiliated (partner, employee) with a coop producer member.
  • Has experience and/or contacts that may be helpful to moving the Coop's mission forward.
  • Provide more diversity to the team.

Candidates (proposed)

The following candidates meet two (?) or more of the above criteria:

  • [Christopher] Christine Schoellhorn (Senior Technology and Innovation Officer at the National Democratic Institute for International Affairs)

Next steps

We should:

  • decide whether and how many outside director to invite
  • develop objective criteria for inviting an outside director.
  • determine whether additional insurance is req'd to indemnify them against personal liability for coop's ops.
  • discuss whether and/or which canditate to invite

5. Association memberships [5m]

The Aegir co-op, as both a cooperative and developers and maintainers of Free Software, should join relevant associations.

  • Some relevant co-op assocs.
  • Drupal Association
  • FSF (?)
  • ...

6. Review draft of Git/GPG/GnuMake decision process [10m]

http://coop.aegirproject.org/procedures/signing/

7. Continue reviewing draft by-laws [30m]

  • TBD

Special Projects

1. Founding of the Aegir Cooperative

Work remains to establish the coop. This includes:

  • Submit forms to register our cooperative status with the Québec Government
    • Requires:
      • Agreement on the form particulars [done]
      • Signatures from founding members [done]
  • Finalize Coop by-laws, req'd following acceptance of coop forms
    • Requires:
      • Further linking into Law on Cooperatives, for easy reference.
      • Further cleanup, editing and re-writing
      • Individual review by Provisional Board members
      • Review by Coop consultant
  • Agree on business model:
    • Requires:
      • Review of financial model with coop members [done]
  • Write business plan:
    • Requires:
      • Agreement on business model [done]
      • Write-up of explanatory text
  • Finish building marketing site
    • Requires:
      • Some design work [WIP - theme conversion]
      • Fleshing out text for [done]
  • Register 'aegir.coop' domain
    • Blocked by:
      • Need to provide Gov't coop approval for registration to proceed; may be able to reserve.
  • Finish and approve public policies
    • Requires:
      • Review and adoption by board
    • These include:
      • Privacy Policy
      • Scope/terms of Service
      • Acceptable Use Policy
  • Organize and hold initial General Assembly to formally adopt by-laws, elect officers, etc.
    • Blocked by:
      • Need Gov't coop approval
      • Draft by-laws should be pre-approved by members
    • Requires:
      • Time, place and agenda to be established and communicated to members in writing. (Aegir Summit, July 11, 2016)
  • Start a bank account
  • Join the Drupal Association
  • ...

Closing

Next Meeting Date and Time

It was agreed to have the board meetings on Thursdays at 20:00 (UTC). Currently the location is online at [https://plus.google.com/hangouts/_/ergonlogic.com/aegir-co-op] (https://plus.google.com/hangouts/_/ergonlogic.com/aegir-co-op).

Thus, the next board meeting is scheduled for Thursdays, [date], at 20:00 (UTC).

Adjournment

At 21:00, [name] made a motion to adjourn the meeting, [name] seconded it.

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