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Sakai Foundation Board of Directors Meeting
December 3, 2007

This document contains minutes from the meeting of the Sakai Foundation Board of Directors held on December 3, 2007, in Newport Beach, California. Corrections and/or suggestions should be sent to John Norman and Mary Miles.

These minutes capture both the discussion and formal resolutions of the board. Simply because something was discussed does not mean that it is the agreed-upon position of the board. When the board makes a formal resolution to approve an item, it will be noted as such in the minutes. If there is no such notation, readers should assume that the minutes are simply the notes of the board discussions.

Board members present: John Norman, Chris Coppola, Joseph Hardin, Brad Wheeler, Clay Fenlason, Ian Dolphin, Mara Hancock, Vivie Sinou, Lois Brooks, Jutta Treviranus, Lance Speelmon, Josh Baron, Michael Korcuska (ex-officio), Mary Miles (staff)

Board members absent: None

The meeting was called to order and welcomed new board members Josh Baron and Lance Speelmon, and returning board member Jutta Treviranus. The board also recorded their thanks to Brad Wheeler and Vivie Sinou for their service to the board. They have contributed to the project greatly and will be sorely missed.

Topic: Review of Previous Minutes:
The minutes of September 12 and October 22, 2007 were review and approved. It was noted that a link to the summer conference should be added as quickly as possible

Topic: ED update on initiatives
The licensing decisions approved by the board on September 12 are being implemented. A process has been started to get people who have not signed contributor agreements on to the 1.1 version of the CCLA. This responsibility currently lies with Peter Knoop, but it remains to be seen where that responsibility will ultimately land. The possibility of applying ECL 2 to Sakai was originally targeted at the 2.6 release, but with the changes, there is a chance it will be applied to the 2.5 release.

Code scanning is in the budget for 2008. It's just a matter of selecting a vendor and Sakai will possibly work with Kuali on that. Then it's just a matter of execution. Once the code scan is done, the Foundation will be in a better position to decide what to act on and what to ignore. Agreements are not being requested for items added to "contrib." In terms of prioritization, it makes sense to get close to 100% on "core' first, and then extend to 'contrib" but it will take a lot to get people to sign these agreements. Further discussion will be held at the next board meeting. The Foundation needs to think through the kinds of ip properties needed and the relationship between that and other distribution factors, how things move in between, and the perceptions of what is being distributed. From the code scan should come an opinion letter on our process.

The UX initiative is about a month behind. Approximately 25 resumes have been vetted, resulting in a list of about 8-9 that are promising, and 4-5 that are top notch. The goal this week is to identify an interview committee. Michael has asked Colin Clark to either sit on that committee or nominate someone from the Fluid Community. Michael has also asked candidates to begin preparing presentations for the committee. Michael is looking for other participation from the board for this committee or a suggestion for other participants. This is target for kick-off in late-December or early-January. There is one applicant who is only interested in a permanent position and this is something that should be considered.

Topic: Board Member Terms
A proposal for Board Member Terms was presented. This procedure applies for normal BOD elections, which take place in October/November every year. The proposal states that when new board members are elected:

1. Exiting board members will stay through the end of the year, with new board members assuming office on January 1.
2. New members are invited to subsequent board meetings that year and can comment, but not vote.
3. Officers will be elected at the board meeting in January to allow new board members to vote.

Elections for incoming officers, if done electronically, should be done through Mary who will count the votes and report the results. If done in person, voting will done by secret ballot, with Mary counting the votes and reporting the results. Further proposals for this procedure should be submitted in time for the January meeting. If this procedure proves unworkable, these terms should be amended and codified in the proper form. Election procedures can be minuted and approved or added to the by-laws.

Action: Further suggestions for voting procedures should be submitted to the board in time for the January meeting so that voting can take place for Board officers. It was suggested that section 7.4 of the by-laws be reviewed to specifically address the positions of secretary and treasurer.

Topic: 2008 Goals and Budget
The Sakai Foundation should focus on the basics: quality, reliability, usability, and a small set of tools that make up 80% of the campuses. The Foundation should also continue to pursue non-CMS uses of Sakai, including portfolios.

The Executive Director presented an overview of the budget including revenue and expenses. Because of the amount of information presented and the need for time to digest the information, board members were asked to review the documents and be prepared to approve a final budget at the January meeting.

It was suggested that a communication be sent to all of the institutional representative asked for their opinion on conferences - should we go to one conference per year, or continue with two; where should the conferences be held; what time of year is best; and any other information that would prove helpful in going forward.

Conference chair responsibilities should be the responsibility of the Executive Director. The date and location of the next conference should be published as quickly as possible. Currently Michael is awaiting confirmation for securing some free meeting space and should have that confirmation within the next 48 hours.

Topic: Set next meeting time
The January meeting will be by conference call and will include board elections, budget approvals, and any other business necessary.

Action: The January conference call will be held the second Thursday of each month unless otherwise stated. It will begin at 2:00 p.m. Eastern Time (GMT -5:00) and will last for 90 minutes or until all business has been completed. Mary will send information on the conference call to all board members.

Topic: End of Formal Business
With no other formal business before the board, the meeting ended at 3:13 p.m.

Respectfully submitted,

Mary Miles

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