AssociationBoardMinutes20101113

Agenda

1. Legal status - Changes to the articles
2. Financial report
3. General assembly - agenda, date
4. Status of trademark

Attendees

• Crawford Currie (minutes)
• Michael Daum
• Sven Dowideit
• Kenneth Lavrsen
• Next meeting

Minutes

1. Legal Status
   • Board recognises that it has not been doing it's duty w.r.t the articles, and is late issuing a GA call.
   • MD will push on the legal status association and esp.non-profit, bank account, and change of accountant
   • History - Latham & Watkins, involved in initial setup, Jens, Andre, Oliver. Missing features for non-proift: - training, working with universities
   • Possibility of university relationship with just advertising our desire for a relationship.
   • From MD's mail.
     1. primary purpose should be research and education; for instance cooperating with a university would help to make that verifiable
     2. to bring forth education, seminars and training are essential
     3. criteria must be in accordance with Abgabenordung (AO) "Steuerbegünstigte Zwecke", paragraph 59-61
     4. all criteria must be outlined sufficiently to be verifiable later on
     5. the mail proposes a couple of additions to the articles that should be added as is while removing / rephrasing any other wordings that partially overlap.
     6. they need a copy of the notice of exemption of the Free Software Foundation Europe
   • KL - article 11.8 - minor changes to the articles can be done by the board, mail the association within 4 weeks of the change
2. Financial Report
   • Oliver not present, MD will follow up
   • MD report on balance of funds this week
   • Koen Martens and Ingo Kappler are auditors - must be sent copy of accounts - MD
3. General Assembly
   • New members - only at GA? If so, need a list (need proposer and seconder), and need to make people aware of the need for becoming members. Also need a list of subscribers from last FY. MD to follow up with Oliver.
   • Invitation for the GA must go out post-haste.
   • MD: check that English translation of the articles is consistent with German.
   • SD - will organise a date for the GA around 8th Jan.
4. Status of trademark
   • SD - confirm with LB that he's happy to continue managing the trademark
   • CC - follow up with SD and LB to get letter of intents re: the TM and domains, basically saying they are doing it on behalf of Foswiki.
5. Next meeting in 1 week - possibly Friday 10.00 - on BigBlueButton

1. bank account of assoc:******** EUR - donations, membership fees
2. tax report: optional if revenue under 5000 EUR
3. membership fees: 2010 incomplete
   • ** of *** have payed
   • OK will send out email reminders: will add another ***** EUR to bank account; minus paypal fees
4. procedure modifying articles: (actions started by MD)
   1. talk to tax accountant and give him all material
   2. he will send new articles to contact person in Hannover tax office for review
   3. ratify new articles on GA, presumably 8. Jan, or during one of the board meetings preferably
   4. send ratified articles to Hannover tax office
5. there's a Foswiki specific paypal account although not activated (actions started by OK)
   • can be registered for non-profits
   • not sure what needs to be done for normal assocs (w.o non-profit status)
   • can this be upgraded to non-profit?
6. bank account:
   • setting it up takes two people (OK + MD)
   • OK has brought along documents to be signed, MD will sign PDFs; (depends on c-base having a printer; otherwise will send post-ident next week)
   • OK needs to get a new version of excerpt of the register of associations, takes approx 2 weeks estimated optimistically
   • costs of bank account: 60 EUR per year
   • we need to spend money soon. i.e. dont leave it hanging around, MD will organize a Foswiki sprint meeting Q1 2011 where we can spend some of this money
7. Caution: when referring to address of Foswiki Assoc, use: Foswiki e.V., Kanalstrasse 12, 30159 Hannover; that's where the postbox is with a label Foswiki on it
8. Pay back trademark registration fees to Lynnwood: transfer ca **** Dollars; transfer from US to GER might be; Lynnwood had about ... Dollars expenses for that
9. we need to follow up on procedure for cleaning up membership list (paragraph 6.2+3); basically, member gets notification to react on claim; then board can decide; doesn't need GA