JULY 24 2011 BOARD OF DIRECTORS MEETING OF COMMUNITY FREE SOFTWARE GROUP, INC.
The meeting of the Board of Directors was held at 225 West 71st Street, New York, NY 10023 on 24 July 2011 at 11:00 AM. Forest Mars, President of the Board of Directors, called the meeting to order.
The following were present:
being a quorum of the Directors of the Corporation.
The Secretary presented the minutes of the previous Board meeting. The minutes were read, and on a motion duly made, seconded and carried the Directors approved the minutes.
The Treasurer reported on the organization's current finances and status of the accounts. After visiting with Signature Bank representatives modifications were initiated to remove Joe Maffia as an authorized signatory, access statements using online banking, and receive correspondence at the group's Post Office Box. The Treasurer recommended that the President be added to the list of authorized contacts, but explained that this will require resubmitting the account application documents.
The Secretary announced the results of the annual election of officers of the Board of Directors. All officers for the year beginning July 2011 were approved unanimously, with Forest Mars elected President, Darline Lalanne elected Vice President, Jeremy D. Seideman elected Treasurer, and David J. Williams elected Secretary. A motion was made to certify the results of the elections and upon unanimous approval it was
RESOLVED that the results of the 2011 Election of Officers of the Board of Directors of the Community Free Software Group be accepted and all officers begin their terms effective July 24, 2011.
Dave Williams updated the group on the status of the organizational infrastructure. The majority of outstanding issues were resolved, but one of the remaining items is appointing a new Registered Agent. This will require a formal vote of the Board, as it involves amending the Articles of Incorporation. Forest Mars recommended scheduling the vote for an upcoming meeting after a suitable candidate has been identified. Dave Williams next addressed the need to replace the previous bookkeeping system, and offered to research available options.
Jeremy Seideman said that he had not yet completed his review of the organization's Bylaws, but anticipated submitting recommendations before the next meeting. Forest Mars asked that language describing the nature and composition of an Advisory Board be considered for inclusion in the eventual revision. He described this addition as a potential means for involving people from different but related communities and organizations.
As an example of such a relationship, Forest introduced Devin Balkind to the Board. Devin spoke about the intersection between different groups with related and mutually beneficial interests. His fellow participants in the “hardware hacking” community rely upon Free and Open Source Software in projects like the Arduino controller platform or the G-Node wireless network sensor. These tools in turn become part of other initiatives, such as the Global Village Construction Set (GVCS), dedicated to creating open plans for tools required to build and sustain a social economy. The GVCS permaculture project was recently awarded a Technology, Entertainment, Design (TED) Fellowship. Devin stated that he would be happy to participate in an advisory capacity, to help bridge the gap between CFSG and other technology-oriented communities.
Forest Mars next introduced Sunny Dubey, a long-standing participant in the New York Linux Users Group (NYLUG) organization. Sunny expressed his interest in the group's experiences with obtaining not-for-profit status. He related previous efforts toward organizing NYLUG along corporate lines, but its diverse and informal nature resulted in resistance to the attempts. Due to a loss of sponsorship, NYLUG now faces the possibility of operating without a host organization for providing meeting space and related resources. Sunny observed that before providing facilities many venues require proof of incorporated status for insurance purposes. NYLUG's lack of such status makes its future as a source of free public presentations uncertain. Dave Williams suggested that providing credentials on NYLUG's behalf was completely within CFSG's mission, and the group would be happy to sponsor such events.
Forest reiterated his interest in sponsoring New York City's 2011 Software Freedom Day, scheduled for September 17. Dave Williams assented, pointing out that it is not only an appropriate activity for the group but one previously undertaken two years ago. Forest said that he was considering potential venues including the Eyebeam Art+Technology Center, but would expand his search to cover locations in Brooklyn. Dave recommended putting together a committee to coordinate plans and gather resources, and volunteered to assist the effort. Dave further recommended that the organization consider updating and enhancing its image through a new visual identity. He solicited suggestions and ideas for a new servicemark, which could assist with representing the group professionally when engaged in such public activities as Software Freedom Day.
Forest Mars introduced Brain Gupta to the Board of Directors and formally nominated him for membership. Brian is a veteran IT Manager and business owner knowledgeable in a broad range of technologies, and an active participant in regional Free and Open Source Software groups. After discussing the nomination a motion to elect Brain Gupta to the Board of Directors was made, seconded and carried, and upon unanimous vote it was
RESOLVED that Brian Gupta is a Member of the Board of Directors of the Community Free Software Group.
Forest Mars then introduced Mike Nichols to the Board of Directors and formally nominated him for membership. Mike is a network administrator and technology consultant who assisted CFSG in an unofficial capacity throughout the previous year. After discussing the nomination a motion to elect Mike Nichols to the Board of Directors was made, seconded and carried, and upon unanimous vote it was
RESOLVED that Mike Nichols is a Member of the Board of Directors of the Community Free Software Group.
Forest Mars moved that Darline Lalanne be removed from the Board of Directors for failing to participate and not responding to subsequent inquiries regarding her status or continued affiliation with the organization during the course of the previous year. Upon motion duly made, seconded and carried unanimously, it was
RESOLVED that Darline Lalanne is removed from the Board of Directors of the Community Free Software Group, Inc. effective immediately.
There being no further business before the meeting, the President moved to adjourn. The motion was seconded, carried, and the meeting was adjourned.