= Foundation Board Minutes for Monday 12th August 2019, 15:30 UTC =
== Attending ==
* BrittYazel
* AllanDay
* NeilMcGovern
* PhilipChimento
* RosannaYuen
* FedericoMenaQuintero
* RobMcQueen
* TristanVanBerkom
* CarlosSoriano
== Regrets ==
* NuritziSanchez
* KatGerasimova
== Agenda ==
* Approve minutes of 22 July
* Officer elections
* Compensation committee membership
* GUADEC preparation
* GUADEC in-person board meeting
* Notices
== Minutes ==
* Approve minutes of 22 July
* Allan submitted two clarifications; there are no objections to these.
* Minutes are approved.
* Officer elections
* The slate being presented for the board to decide on is:
* President: Robert !McQueen
* Vice President & Chair: Allan Day
* Treasurer: Carlos Soriano
* Secretary: Philip Chimento
* Vice Secretary: Federico Mena Quintero
* '''VOTE''': appoint board officer positions, as listed above.
* +1 unanimous
* Compensation committee membership
* The compensation committee must include the president and treasurer, as well as one other individual.
* Carlos: The compensation committee already fulfilled its function of recommending the compensation of the executive director based on comparable organizations, so the only task remaining is to set a compensation policy that ties the compensation to the ED's performance evaluation.
* Philip: Isn't there a requirement to re-evaluate the compensation annually?
* Neil: I will check, but I believe so.
* Rob: Annual re-evaluation would be a best practice, anyway.
* '''VOTE''': Appoint Allan Day to the compensation committee, alongside the president and treasurer.
* +1 unanimous
* GUADEC preparation
* Background is
https://gitlab.gnome.org/Teams/Board/issues/109 * Key things to clarify:
* What's the overall plan for the advisory board meeting?
* Who is going to be responsible for reaching out to teams and committees?
* Who is going to be responible for the slide decks?
* Who is going to ask the community for pants nominations?
* Are the president and treasurer able to prepare their presentations?
* Allan: GUADEC preparation is traditionally an area where the board has done a lot of work, and I'd like us to do less in the future.
* Neil: The advisory board meeting has two purposes: 1) give an update to the advisory board on what the Foundation has been up to in the past year, and 2) feedback from the advisory board members. We've found this valuable in past years.
* Allan: Do you need anything from us for the advisory board meeting?
* Neil: Not at the moment, I will probably need specific things from people but I will let them know.
* Rob: There's a president's report part of the advisory board meeting.
* Allan: I think it's fairly typical to have a treasurer's report as well.
* Neil: Anyone who hasn't filled out the Framadate for the advisory board meeting, please do so.
* Allan: At the GUADEC AGM (annual general meeting), there is typically a slide deck that the board presents, which needs to be put together. Team leads need to be emailed, and other tasks must happen.
* Rob: I would appreciate help with this. Things are busy the following couple of weeks.
* Carlos: There is typically a president's report and treasurer's report here as well.
* Allan: It always involves a lot of chasing people down to get them to submit their slides.
* '''ACTION''': Allan, Federico, and Philip will chase people down.
* Allan: We have to ask the community for pants nominations.
* '''ACTION''': Federico will do this.
* GUADEC in-person board meeting
* Allan: We have a provisional agenda, including the standard topics:
* 2018-2019 retrospective
* Task handover
* Pants award
* AGM planning
* Advisory board meeting planning
* Rob: I would really like to close the loop on the "Definition of GNOME Software" topic, and finish the goals/priorities discussion that we started last year.
* Neil: I'm happy to lead a session on the strategic goals.
* Allan: Depending on how long this takes, if it takes the whole day we may want to do it at the Foundation hackfest instead, in the fall.
* Neil: I expect it will take a few hours or half the day.
* Philip: I think we should make use of the opportunity of being in the same place to cover this topic.
* Allan: Last Foundation hackfest we didn't finish it.
* Philip: I think with Neil facilitating the session we will be able to use the time more efficiently.
* Neil: We need to add an item to review our conflict of interest policy.
* Allan: There are a few GitLab issues that need to be turned over to new board members.
* Allan: It's been a while since we did a financial review. Should we include this?
* Neil: I think it would be a good idea.
* Federico: We should add an item to vote on the new code of conduct. It will be ready for the board to review before then.
* '''ACTION''': Allan and Neil will go through the list of topics and decide how long to allocate to each one.
* Notices
* Allan: Tristan has outstanding tasks in
https://gitlab.gnome.org/Teams/Board/issues/103 * Allan: Planning for committee liaison positions is underway; please comment at
https://gitlab.gnome.org/Teams/Board/issues/111 * Allan: This issue just needs someone to help proof read and sanity check - please help to move it forward;
https://gitlab.gnome.org/Teams/Board/issues/81 (Allan)
* Rob has checked this and replied.
* Allan: Next meeting will be the in-person, all day meeting at GUADEC, on 21st August
== Actions ==
* '''Allan, Federico, Philip''': Contact teams and ask them to submit material for the AGM slide deck.
* '''Federico''': Ask the community for pants nominations.
* '''Allan, Neil''': Go through the list of in-person board meeting topics and decide how long to allocate to each one.
