Attachment 'BoardMeeting_2019-12-23.txt'


   1 [20:14] --> sat ( hat #board-meeting betreten
   2 [20:54] --> FredericDumas (f.dumas@ hat #board-meeting betreten
   3 [20:55] --> Etienne (2efdbfd9@localhost) hat #board-meeting betreten
   4 [20:55] <FredericDumas> Bonsoir Etienne.
   5 [20:55] <Etienne> Bonsoir FredericDumas
   6 [20:55] <FredericDumas> nous avons atterris au même moment, à quelques secondes d'intervalles.
   7 [20:56] <FredericDumas> Ah, j'ai encore mon nick comme pour l'AGM.
   8 [20:56] <Etienne> Let's welcome our new member: sat!
   9 [20:56] <FredericDumas> Salut Sascha !
  10 [20:57] <-- FredericDumas (f.dumas@ hat #board-meeting verlassen (Textual IRC Client:
  11 [20:58] <sat> Bonsoir et Salut!
  12 [20:58] --> FD (f.dumas@ hat #board-meeting betreten
  13 [20:59] <sat> Salut Frederic!
  14 [21:00] <FD> Eight o'clock UTC. We have a quorum. Should we start?
  15 [21:02] <Etienne> Ross can not join us so early in the morning. Peter N is not with us today, but again in 2020 and he would accept to continue with his role as VP. Brian should be here, maybe some minutes later.
  16 [21:02] <FD> Very good.
  17 [21:02] <Etienne>
  18 [21:02] <FD> Thanks for the link
  19 [21:03] <FD> May we start with 2.2 in the absence of Brian?
  20 [21:04] <Etienne> I just see, that the last minutes from the former committee are not written. So we can skip that point.
  21 [21:05] <Etienne> FD, what do you mean with 2.2.?
  22 [21:05] <FD> Defining the next meetings dates. This is an easy to do task.
  23 [21:05] <FD> What's about once every three weeks ?
  24 [21:06] <Etienne> First, let's declare the meeting open.
  25 [21:06] <FD> Sure.
  26 [21:06] <sat> I can do the minutes.
  27 [21:07] <Etienne> Thank you! To finish the preliminaries: There is a demand from critical. It is not urgent, so we can put it on the agenda of the next meeting.
  28 [21:08] <FD> I saw no messages on the committee mailing-list. Do they wrote to you?
  29 [21:08] <FD> Did they write to you?
  30 [21:10] <Etienne> Just a moment, I will check.
  31 [21:11] <FD> My question was no more that a matter of curiosity.
  32 [21:13] <Etienne> No, even not to my cacert-account. was worse. It came to my private e-mail-address in german.
  33 [21:13] <Etienne> I will forard it after the meeting with an english translation.
  34 [21:14] <Etienne> FD, you suggest we meet every three weeks. Personally, I'm a little torn. Actually, I'd rather we only have one meeting a month. However, this requires that *each of us* do our jobs in the three weeks in between. If we only work during the meeting and five minutes before, we would need a lot more. Maybe evry 3 weeks is a good compromise.
  35 [21:14] <FD> Good.
  36 [21:15] <FD> As you know, I am an advocate of intermediate on-line video-meetings, opened to other than committee members.
  37 [21:16] <Etienne> Every evening with meeting I can do nothing for CAcert :-( The question of organization, you wanted to address FD. That might have an influence on the meeting cadence?
  38 [21:16] <FD> In case we can keep the rythme thanks to the non formal video-meeting, we may have one single formal committee meeting a month.
  39 [21:17] <FD> My concern here it to keep motivated, in line with the work of the whole team.
  40 [21:17] <FD> Non formal video-meeting may be more helpful than formal keyboard meetings, in this respect.
  41 [21:18] <FD> This is the slight enhancement that I would propose to adopt for the year 2020.
  42 [21:18] <sat> Why did you choose Thursday/Friday for board meetings? Wouldn't Sat/Sun be a better choice for all?
  43 [21:19] --> Treasurer ( hat #board-meeting betreten
  44 [21:19] <Etienne> sat, that change every year, depending on the participants and their availability.
  45 [21:19] <FD> Salut Frédéric.
  46 [21:19] <Treasurer> Bonsoir everyone
  47 [21:19] <Etienne> Bonsoir.
  48 [21:20] <sat> Bonsoir!
  49 [21:20] <Etienne> We are just talking more or less irc-meetings and in between informal contat and hard work...
  50 [21:20] <Etienne> contact
  51 [21:22] <Etienne> I could well imagine: Fewer meetings, where everyone says briefly where they stand and perhaps makes a motion to continue working. In between we (board, teams) are hard-working. And we do have bilateral contacts, also by telephone or video conference.
  52 [21:22] <FD> OK.
  53 [21:22] <FD> So, meeting next time around the 17th of January, right?
  54 [21:23] <Etienne> There might be one condition: If someone cannot attend the formal meeting, he should send a two to three sentence status message beforehand.
  55 [21:24] <Etienne> Is 17th not a bit late? As it would be the first complete meeting, it could be earlyer?
  56 [21:25] <FD> Good. Then the 10th of January?
  57 [21:26] <Etienne> The question sat asked is: why thursday/friday? is this good or are other days better?
  58 [21:26] <FD> As you like, I see no difference.
  59 [21:27] <FD> Sascha, should you prefer a date in the calendar, would you propose it?
  60 [21:28] <sat> Etienne said in the beginning Ross cannot join a meeting so early in the morning, so I asked if another day than Thu would fit better.
  61 [21:28] <sat> I personally can handle Thu/Fri, better than Mon-Wed
  62 [21:28] <sat> Sat/Sun was my first choice, though
  63 [21:29] <Etienne> The point is, if we have people from Europe, Eastern Australia and Western America, we can only meet at 20 UTC = 21/22 in Berlin and 6/7 in Sydney and 15/16 in NY.
  64 [21:29] <sat> yes, I know
  65 [21:29] <FD> I am happy with Thuersdays.
  66 [21:29] <Etienne> So for Ross it's not a question of the day, but of the time.
  67 [21:29] <sat> maybe 22 UTC would be the best fit for all
  68 [21:29] <FD> No thanks !
  69 [21:30] <FD> It means 23:00 local time, over around 1:30 AM.
  70 [21:30] <Etienne> Thursday is OK for me, but 22 UTC = 23 winter, 24 summer is to late for me. I get up at 5:30.
  71 [21:31] <sat> thats why I asked for Sat/Sun
  72 [21:31] <Treasurer> same for me in Paris (not get up at 5:30 though)
  73 [21:31] <sat> anyway, I just wanted to share some thoughts
  74 [21:31] <sat> I am fine with Thursday/Friday
  75 [21:31] <FD> Thanks for that, of course.
  76 [21:32] <Etienne> Treasurer, now when metro is on strike, don't you get up earlier?
  77 [21:32] <Etienne> OK, so, we do not change Thursday 20 UTC.
  78 [21:33] <Treasurer> a nightmare... :-)
  79 [21:34] <FD> May we decide that our next meeting will take place on Thursday the 9th of January 2020?
  80 [21:34] <Treasurer> agreed
  81 [21:34] <sat> Yes
  82 [21:35] <Etienne> OK.
  83 [21:35] <Etienne> What about 6. Feb, 5. March, 2. April?
  84 [21:36] <Etienne> (long term planing, can be changed, if needed)
  85 [21:36] <Treasurer> good idea
  86 [21:36] <sat> what about the three-week interval?
  87 [21:37] <FD> Etienne seems to prefer more actions and informal talks by video calls than formal written meetings and votes.
  88 [21:37] <Etienne> That is the question, we talked on the beginning - with no decision taken.
  89 [21:39] <Etienne> If we have 12 meetings instead of 17 in one year and use the 5x2 hours we win to invest into CAcert... !
  90 [21:39] <FD> Fine.
  91 [21:40] <Etienne> But it works only, if we are motivated to do it.
  92 [21:42] <FD> OK, let's go for the dates which you propose, and we will adjust with additional formal meetings if needed, could we?
  93 [21:42] <Etienne> sat, if we see on 9. Jan or at 6. Feb that it doesn't work, we can quickly change to another interval.
  94 [21:43] <sat> OK, we could say there is a board meeting every first thursday in a month
  95 [21:43] <sat> as a rule of thumb
  96 [21:43] <FD> Good.
  97 [21:43] <Etienne> The PR officer will like that!
  98 [21:44] <sat> ?
  99 [21:45] <Etienne> (public relation officer, he should do/does the official communication - easy rules are easy to tell)
 100 [21:45] <sat> i see ;-)
 101 [21:46] <Etienne> FD, what do you mean: next offices or  strategy?
 102 [21:47] <FD> Sorry, I do not get the point. Did I write about next offices and / or strategy ?
 103 [21:48] <Etienne> No, but while waiting for Brian, we can allocate the offices (formal) or talk about the strategy.
 104 [21:48] <FD> Sure,
 105 [21:49] <Etienne> Maybe the offices first? Because I would like know Brians ideas for the strategy.
 106 [21:49] <FD> Let's go for offices then. You mean dispatching us between teams and roles/positions, right?
 107 [21:50] <Etienne> Yes. Short introduction: We have seven seats in the committee (aka "board"). There are the following 'official'posts: president, vice president, secretary, treasurer. Having an official post and doing some work/tasks is not allways the same thing. I remember 2013/14: I was 'secretary', but the president handled agenda and invitation, while the trea
 108 [21:50] <Etienne> surer wrote the minutes. And in 2015, I did for two month the tasks of treasurer, president, public officer and secretary... In my opinion, it is best for CAcert, when everyone does some task he has to do to run the association, but still have some "free" time to get the good ideas we need to go further.
 109 [21:50] --> bdmc ( hat #board-meeting betreten
 110 [21:50] <bdmc> Good morning, All!
 111 [21:50] <sat> And we have the formal three-members-from-australia thing
 112 [21:50] <Etienne> Hello bdmc, I will just repeat, what I said 10 seconds before: Short introduction: We have seven seats in the committee (aka "board"). There are the following 'official'posts: president, vice president, secretary, treasurer. Having an official post and doing some work/tasks is not allways the same thing. I remember 2013/14: I was 'secretary', but t
 113 [21:50] <Etienne> he president handled agenda and invitation, while the treasurer wrote the minutes. And in 2015, I did for two month the tasks of treasurer, president, public officer and secretary... In my opinion, it is best for CAcert, when everyone does some task he has to do to run the association, but still have some "free" time to get the good ideas we need t
 114 [21:50] <Etienne> o go further.
 115 [21:51] <bdmc> Very True!
 116 [21:51] <bdmc> Unfortunately, or otherwise ( for me ), I have depended on you too much.
 117 [21:52] <FD> Well, it would be better to see the formal position matching the actual activity.
 118 [21:53] <bdmc> Or define the tasks expected for each role.
 119 [21:54] <Etienne> I can answer sat's question like this: If we formally consider the public officer an appointed (non-elected) member of the board, we have three Australians and one from New South Wales. That is my legal opinion and I am the one who confirms to the authorities that we are in compliance with the law.
 120 [21:54] <bdmc> That doesn't need to be "cast in stone," but something that each Board can determine among themselves.
 121 [21:55] <bdmc> Etienne: I agree.  The Public Officer is the representative of the Board, not necessarily a member of the Board.
 122 [21:56] <Etienne> you wanted to write active member or elected member, would'nt you?
 123 [21:56] <Etienne> Well, let's move to the offices...
 124 [21:56] <bdmc> Not necessarily.  We could, as you said, appoint an "outside" member to that postion.
 125 [21:57] <bdmc> The Board could direct their activities without them being a member of the Board.
 126 [21:59] <Etienne> There are the following 'official'posts: president, vice president, secretary, treasurer.
 127 [22:01] <Etienne> Are there some ideas to change some things? Someone who wants to take another seat?
 128 [22:02] <bdmc> I don't mind either way.  I might nominate Frederic ( the D ) as President.
 129 [22:04] <bdmc> If we want to keep the status quo, I would certainly like to have a conversation, later, about roles and responsibilities.
 130 [22:05] <FD> Frederic, did you find a candidate for being treasurer among the volunteer we had in September?
 131 [22:08] <Treasurer> I am currently talking with 2 and will take advantage of the Christmas bank holliday to focus on and close with them or at least one.
 132 [22:08] <FD> Good.
 133 [22:08] <Treasurer> I was surprised to receive around 15 candidates and finally have not so much
 134 [22:08] <bdmc> Other than that, did you find more than one who could do the accounting for the Treasurer?
 135 [22:09] <bdmc> Treasurer: I saw one message, I think, to each of them.  Were there more?
 136 [22:11] <Treasurer> Looking now at my list file, there were #board-meeting 11 candidates and only 3 replied when I called them in action
 137 [22:12] <FD> Is there a chance for us to be in position of nominating one of them as treasurer on the 9th of January meeting?
 138 [22:12] <Treasurer> yes
 139 [22:12] <FD> Good.
 140 [22:12] <Treasurer> I will carry on according to this target
 141 [22:12] <bdmc> FD: so you don't want the Finance Committee + Treasurer?
 142 [22:13] <FD> I would like to have as treasurer someone who can get involved in it because he/she likes it and has time for it, and is skilled at it.
 143 [22:14] <bdmc> If you remember, we talked about a "working" group to be qualified a and do the actual work over the year, and a Board Member who wasn't necessarily an accountant.
 144 [22:15] <bdmc> That is only a possibility, though.
 145 [22:16] <Treasurer> In theory, yes. But I don't understand that we have people to fill in the group, don't we?
 146 [22:16] <bdmc> I was thinking of the people, you say that there are only two, who volunteered for accounting work.
 147 [22:16] <FD> For instance, Kalle K was a good candidate as treasurer
 148 [22:17] <FD> Christophe M, too.
 149 [22:17] <bdmc> But wasn't nominated for the AGM.
 150 [22:17] <Treasurer> In theory, yes. But she answered no more to my messages calling to the next steps
 151 [22:18] <FD> Michael J said to be a qualified accountant.
 152 [22:18] <Etienne> My be two candidates for FD and his telephone campaign?
 153 [22:18] <Etienne> So I see a financial team of 3?
 154 [22:18] <bdmc> Etienne: I agree.
 155 [22:18] <Treasurer> Michael didn't reply either
 156 [22:19] <Treasurer> Christophe M, Emmanuel C and Bret W
 157 [22:19] <Treasurer> seem still interested
 158 [22:19] <FD> Michael Henry Z holds a Masters Degree in Professional Accounting
 159 [22:20] <Treasurer> not in my records
 160 [22:21] <FD>  Christophe M has a certificate from the IAB as board member
 161 [22:22] <Treasurer> let's write together after the meeting for me to put him in the loop
 162 [22:22] <FD> My point here is that we would better to welcome on the committee one of these guys, to nominate him as our treasurer, in order for the actual work to match to official position.
 163 [22:23] <bdmc> As you like.   My issue is that we have had more turnover in the position of Treasurer than almost anybody else. 
 164 [22:24] <bdmc> If we could form a working group to take care of our books, another "Team" within CAcert, with the Team Lead being the Board Member, that might be a way to help solve this issue.
 165 [22:25] <Treasurer> very frequent in this type of technical association, according to what I see elsewhere. But now, it seems we have fresh professional accountant candidates
 166 [22:25] <Treasurer> I agree to the principle
 167 [22:26] <Etienne> I agree with bdmc that a team promises more continuity. However, the idea of FD to contact people directly, to call them is probably more successful than to mail them again.
 168 [22:26] <FD> Answering to Etienne, I would propose us to welcome in the next days the three in the short list to a video conference talk, in order to explain how we want to form a financial team and that we would like one of them to apply as active treasurer in our committee.
 169 [22:27] <Treasurer> sounds like a plan
 170 [22:28] <bdmc> FD: I completely agree with this plan, except perhaps "apply as treasurer."  I don't think that the ByLaws would allow that without a General Meeting.
 171 [22:29] <FD> Regarding the meeting, basically, we have a windows for video calls which works well around 13:00 UTC. Frederic, would it be convenient for you to join at that timeslot?
 172 [22:30] <Etienne> If a position is free, the board may choose a replacement. I.e. if we have a valid candidate and someone resigns from us, this possibility exists without AGM.
 173 [22:30] <bdmc> Etienne: Thank you for the clarification.
 174 [22:30] <Etienne> Your welcome, bdmc.
 175 [22:32] <Treasurer> Yes, as far each of them are in Europe, I will join them, explain the process and propose several days for a video meeting at 13:00 UTC.
 176 [22:32] <FD> Very good.
 177 [22:33] <FD> Let's say 13:30, it gives extra time to Brian to take a morning coffee.
 178 [22:33] <bdmc> B-)
 179 [22:34] <bdmc> Never drink coffee.  If you are offering hot chocolate, however....!
 180 [22:34] <FD> Our video conference room is located on wherebycom/cacert.
 181 [22:34] <FD> Please add the dot which I omitted.
 182 [22:35] <Treasurer> yes, better, thank you. Just tried and it works
 183 [22:40] <FD> Are we moving on?
 184 [22:42] <Etienne> If I understand well, the treasurer office will be allocated in the next meeting.
 185 [22:42] <FD> Fine.
 186 [22:43] <Etienne> What about the president? I heard two names.
 187 [22:44] <FD> Brian made a joke. I won't kill the father.
 188 [22:45] <Etienne> The current vice-president would continue in office, but would also continue to work without an office on the board.
 189 [22:46] <bdmc> I need to run away for a couple of minutes.  Back soon.
 190 [22:48] <FD> As a note related to the treasurer matter, again, we should think about Michael J. too, who is a qualified accountant, based in London, and is presently advising businesses on business planning. I quote.
 191 [22:49] <Treasurer> Can you try to catch him?
 192 [22:49] <FD> Yes I will.
 193 [22:50] <Etienne> Then with the other three posts we formally leave everything as it was? The President-designate then wants to discuss the tasks and distribution of responsibilities?
 194 [22:51] <FD> I understand you first question, but not the second one. Who is a president-designate?
 195 [22:53] <Etienne> That one who will become the new president in a few minutes.
 196 [22:56] <Etienne> Should I do a formal motion (Brian Pres, Peter N Vice, Etienne Secr)?
 197 [22:56] <bdmc> I'm back.
 198 [22:56] <Etienne> Should I do a formal motion (Brian Pres, Peter N Vice, Etienne Secr)?
 199 [22:56] <FD> Perfect timing for a formal motion, then.
 200 [22:57] <bdmc> For the records, I would think so.  Just to keep things "official."
 201 [22:57] <Etienne> I move that the offices be distributed as follows:
 202 [22:57] <Etienne> President: Brian McCoullough
 203 [22:57] <Etienne> Vice president: Peter Nunn
 204 [22:57] <Etienne> Secretary: Etienne Ruedin
 205 [22:57] <Etienne> The office of treasurer will be filled definitively in the coming weeks.
 206 [22:57] <Treasurer> I second
 207 [22:57] <Etienne> aye
 208 [22:57] <FD> yes
 209 [22:58] <sat> aye
 210 [22:58] <Treasurer> aye
 211 [22:59] <bdmc> Aye
 212 [23:00] <Etienne> Thank you. Your votes are also recorded at - nothing to do there anymore.
 213 [23:00] <Treasurer>   Congratulations, Brian, Peter and Etienne and my warm thanks to your wonderful job this past year!
 214 [23:01] <FD> True, this is a pleasure to work with you.
 215 [23:02] <FD> I would suggest Etienne being our temporary treasurer as well for a few weeks, if you don't mind, Frédéric.
 216 [23:02] <Treasurer> Good idea
 217 [23:03] <FD> I guess you could have an access to Paypal already, Etienne, may I be right?
 218 [23:03] <Etienne> There is one condition: Frédéric&Frédéric find the new treasurer as expected.
 219 [23:03] <Etienne> @FD: yes.
 220 [23:04] <bdmc> Treasurer: I thought that you were intending to continue for the present.
 221 [23:05] <bdmc> Until a replacement was found.
 222 [23:06] <Treasurer> Yes, but I will align myself with what is convenient for you. This is why I agreed by principle with FD proposal
 223 [23:07] <Etienne> bdmc, same difference. In January 2020, there is only one task: install and train successors. No bills and stuff. But on the other hand, it is probably better to fill the office only then, instead of changing it now and two weeks later. In the motion I would therefore also say: Until the office of Treasurer is filled, the Secretary shall perform th
 224 [23:07] <Etienne> ese duties.
 225 [23:08] <Etienne> and not nominate me as treasurer
 226 [23:08] <bdmc> I guess that what I was saying was that the office is not vacant.
 227 [23:08] <FD> That is exactly what I meant.
 228 [23:08] <Treasurer> Because I suspected it was easier. Otherwise, I stay until the next is properly elected. After the rush of donations and call for memberships, I am more available.
 229 [23:09] <bdmc> Frederic ( Treasurer ) is not going anywhere until a replacement can be found, and only then will he resign.
 230 [23:10] <bdmc> I would rather not have any motions about the Treasurer being replaced with the Secretary or anybody else until there is no Treasurer.
 231 [23:11] <Treasurer> That's what I believed we planned before and it makes more sense than making the association at risk if there are delay or whatever.
 232 [23:11] <Treasurer> for the new treasurer position
 233 [23:13] <FD> Well, this is all good.
 234 [23:14] <Treasurer> ok, then
 235 [23:14] <Etienne> So, if I understand well, Frédéric G coninues ad interim. If there is an urgent need or some delays, we can still allocate offically the title for some weeks?
 236 [23:14] <bdmc> Well, I need to get moving on with appointments, and I imagine that some of you are looking at bed.....
 237 [23:15] <Etienne> Just in a few seconds:
 238 [23:15] <bdmc> Etienne: Yes.  I don't see a need to act urgently.
 239 [23:15] <FD> Looking at diner first... :-)
 240 [23:15] <bdmc> B-)
 241 [23:15] <bdmc> FD: I didn't know that you were in Spain.
 242 [23:16] <Etienne> Status of applications for Critical/Infrastrcture team (added by Sascha T.): Dirk from Critical Team is not with us today (only his nick), So I will put it on the agenda from January.
 243 [23:16] <FD> I left to office half an hour before our meeting started. I am starved :-)
 244 [23:16] <sat> Etienne: May I shortly explain this point?
 245 [23:16] <Etienne> Yes, please.
 246 [23:17] <FD> "Status of applications" means "how to apply" and how-to get accepted to the Critical team?
 247 [23:17] <sat> I had a short IRC contact with Mark Scholten who had applied for infra or critical team
 248 [23:17] <sat> he's a sysadmin
 249 [23:18] <sat> I just wanted to ask if one of you has some more info
 250 [23:18] <bdmc> sat: I had an e-mail conversation with Mark, and I believe that Dirk talked to him.
 251 [23:18] <bdmc> He was one of the people who we put on the "short list" of Local people for Critical.
 252 [23:19] <sat> OK, I guess he's just an impatient guy
 253 [23:21] <bdmc> I really need to leave, so I will see you all in January.   Have a VERY Happy Christmas!
 254 [23:21] <Etienne> At the point "Strategy (who works on what even without a meeting)" we can also work bilaterally via e-mail or video conference in the coming days - at least those who do not ski or fight bush fires in NSW. So please check your mailbox from time to time.
 255 [23:22] <Etienne> Thank you for attending and merry Christmas!
 256 [23:22] <sat> Thank you guys
 257 [23:22] <Treasurer> Merry Christmas, as well!
 258 [23:22] <FD> Thank you Etienne, Frédéric, Sascha, Brian,
 259 [23:22] <FD> Joyeux Noël !
 260 [23:22] <-- Treasurer ( hat #board-meeting verlassen
 261 [23:23] <Etienne> (Corneille is singing tomorrow night at 5 at the church...)
 262 [23:24] <Etienne> Bon appétit, FD!
 263 [23:24] <FD> Ce ne seront que des tartines :-)
 264 [23:25] <FD> Bonne messe de Noël avec le petit dans la chorale, alors!
 265 [23:25] <Etienne> Ils peuvent aussi avoir bon goût. Surtout quand on a faim.
 266 [23:26] <Etienne> Elles (les tartines)...
 267 [23:28] <FD> Sascha, do you speak French too?
 268 [23:44] <FD> Well, time to leave. :-0
 269 [23:45] <-- FD (f.dumas@ hat #board-meeting verlassen (Textual IRC Client:
 270 [23:48] <-- Etienne (2efdbfd9@localhost) hat das Netzwerk verlassen (Quit: - A hand-crafted IRC client)
 271 [01:51] <-- bdmc ( hat das Netzwerk verlassen (Quit: leaving)

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