Minutes/November 3, 2008


 * Meeting: Board of Trustees
 * Location: Freenode IRC
 * Participating: Jimmy Wales, Michael Snow, Jan-Bart de Vreede, Kat Walsh, Domas Mituzas, Ting Chen, Stu West
 * Also participating: Sue Gardner, Executive Director
 * Start: 21:00 UTC
 * End: 22:30 UTC

Audit committee report
Audit reviewed by committee, comfortable with audit results. There were clarifications needed on functional allocation of expenses - some admin allocation items had to be listed as program spending. Foundation's audit team did prepare well for strong audit - big improvement over previous year. It was noted, that multi-year grants have to be booked as revenue at the beginning of contract - it is necessary practice in US, unlike in Europe.

A discussion about functional allocations was held: Volunteer contributions were not quantified yet, but may be introduced in next year financials and audits, if possible within GAAP. The scope of volunteer work has to be detailed - that would explain and allow to communicate smaller than usual non-profit program spending.

Veronique is working on I990 and present it to auditors. Deadline has been extended by two weeks - though that is standard timeline.

Brokerage account authorization
Resolution passed on-wiki - needs to be published for Citibank to accept it, as well as documents have to be signed by Secretary.

Conflicts of interest

 * Ting Chen has to submit conflict of interest form.
 * Stu West has to update CoI information because of updated employment information
 * Domas Mituzas has to update CoI information, as his employer is WMF donor and hardware supplier
 * Jimmy Wales has to update CoI information, after leaving Socialtext board

Fundraising
Fundraising is being handled as proper project - contrary to chaotic previous fundraiser. New landing page, donation page are live, and being debugged and tested by tech team. New fundraiser will allow to test and track various iterations.

There are multiple chapter fundraiser agreements - Germany, Sweden, France, Switzerland, the Netherlands, Austria and Israel. Only Sweden has signed the contract. New design firm for fundraiser agreed to release all work as CC-BY-SA.

Domain transfers and trademarks
Some 'wikimedia' and 'wikipedia' domains are owned by individuals - and it would be better to transfer such domains to Foundation or local chapters. It was noted, that chapter members are getting WMF-trademarked email addresses - and that was once of incentives of joining a chapter. Transferring such email domains to Foundation would not conflict with such chapter policies, and email forwarding can still be retained. Foundation should not be managing such email forwarding setups - though that could be considered in future.

Committees
Some of previously created committees are either nonfunctional, or without sufficiently defined authority. A resolution has to be prepared on reforming existing committees - ones led by board, ones led by staff and ones formed by community.

Nomination Committee
It will not be possible to nominate new members to start at January. New board members would be able to join WMF Board at April - but their terms would still be until January, to facilitate proper nomination cycle. Next year nomination committee would be more efficient, with more experience and time.

Minutes
Alexandria minutes are published on WMF October meeting minutes are almost ready for approval