[Noisebridge-board] Board Meeting notes 7 October 2008

David Molnar dmolnar at eecs.berkeley.edu
Thu Oct 9 10:12:46 UTC 2008

Hi all,

Thanks to everyone for a productive meeting. Was a pleasure as always to
see and work with you. Here are my notes. Please let me know if you have
any additions, questions, or amendments. I'll wiki-fy them after a day
or two. - David Molnar

1) Finalizing Incorporation

* Carol has filed Articles of Incorporation, drafted initial resolutions
 for the Board of Directors
* Initial resolutions need to fix typos in names, Andy --> Andrew
* Initial resolutions need modifications in 3 points
1) Accrual method of accounting
     - as opposed to "cash"
     - Accural means booking cash when promised instead of when settled
2) Principal executive office at 83C Wiese Street
3) President independent action for contract
     - Some discussion about what this means: one-time Costco purchase
vs. ongoing cable/DSL contract
     - Consensus: initial amount of $1K, Andy thinks this is too low but
will not block. We can revisit later.

* Question for Carol: once we have 501c3 status, are tax exemptions
available for donations made now?

* Carol will re-draft, send back to Mitch. Mitch and Andy will then
obtan signatures from all board members to activate corporation. David
M. will then obtain tax ID number. Then we get a bank account.

2) Membership Plan

* Purpose of this agenda item: come up with ideas to present to general
meeting about membership, how to join, what it means, etc.

* Initial legal Members = Board, but we have lots of "spiritual" members
who should become legal Members. How to do this?
* Should we do it by just seeing who's on the mailing list? on IRC?
** Does not cover everyone who has contributed
** Not all people on the mailing list care
** IRC has people who don't even know what Noisebridge is

* Members need to have an understanding of what it means to be a Member
** Includes reasons for being kicked out
** Includes grievance process if kicked out unfairly
** Have a Membership Agreement?

* We don't have a Membership Agreement tonight
** Problem of retroactive agreements?
** Members should take hand in drafting
** What if people can't make it to meetings?

* Initial Members should be people who have contributed
** Membership agreement should be simple: dues, don't destroy space
** Living process, updated with Members involvement

* Application process?
** Fill out 1-page application
** Current Members vote on proposed new Member - initially just Board
but grow to all Members ?
** Approved member on receipt of first months' dues
* Want to include everyone contributing over last 3 months
* Goal for member agreement: 1-page form
* For now have people join, help draft agreement
** Therefore agreement will be OK since helped write it
* Initial dues of $60 for 55 members?
** Too low - want to collect 2x rent each month
** Too inflexible - want a "starving hacker" rate
** Proposal: $75 baseline, $50 starving hacker
** Proposal: $80 baseline, $40 starving hacker
* Prepay entire year encouraged
** No benefit besides warm fuzzy feelings

3) Keys

* Transitive trust
** Give keys to people we trust; they give to people they trust
* Current lack of keys is a logistical problem
** Contributors can't get to space, e.g. Shannon
** Board members pulling overtime duty to be present at space

* Who should/should not have keys?
** Members should have keys
** Beyond that need to figure out

* Going back on giving out keys last week is a problem
** Lost trust / confidence of members
** Proposal: give keys to people who have contributed and want to be
Members and contributors in the future, Jake to run this part of the
General meeting
** Consensus: accept this proposal, give out keys tonight

* Do we ask people to sign receipt for key? Sign list for key?
** Discussion followed by feeling that no, we don't ask for receipts or
sign up lists. We do ask people to voluntarily join e-mail list for key

* New lock in process
** AnonAccess - Thomas obtaining bill of materials
** SALTO DESFire system - we will get quote
** Note copying, lending, losing still possible with keycards, key card
is not a panacea for access issues
** will be easier to revoke

4/5) Thoughts on Consensus Process, Meetings

* Purpose of this agenda item is to come up with suggestions on
consensus process and meeting procedure to present to General meeting.

* Limit ad hoc agenda items?
* No decisions on same night ?
** Don't want to be hard rule for everything - "go buy from Costco"
** No decisions on same night for significant major things
* 90 minute meeting time ?
* Leader and recorder ?
* Robert's Rules of Order?
** Big Scary Book ?
** Andy says not that scary - willing to lead workshop on it sometime
** Maybe not mention Robert's Rules tonight to avoid long discussion of
everyone's favorite replacement for Robert's Rules
** Keep rough process for now, but always open to revision
* Secretary reads back consensus

6) Interpersonal Issues

* Lots of discussion, main points are that
1) Noah feels rotten
2) Jake feels rotten
3) Both Noah and Jake want to help Noisebridge move forward
4) Noah and Jake are open to trying to mend fences but it will take time

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