1. Approval of 2013-02-18 minutes.

  2. CA Sec. of State filing?

  3. Other officer/election things?

  4. Conflict of Interest Policy

  5. Tax filing status


  1. Financial updates and reports

    1. Profit & loss, balance sheet

    2. 2010 News Challenge final grant report and budget (philip)

    3. Accounting / bookkeeping / treasurer status (philip)

  2. Ooops, our board is a bunch of white dudes again. (aa)

    1. Bylaws say board can be between 3 and 9 people.

    2. Timeline?

    3. Candidates? Marina? Stark?

  3. Corporation renaming / DBA

  4. Board insurance - (mike will investigate)

  5. Grant status(es) -- anything actionable here? (aa)

    1. Mobile

    2. / hosted platform

      1. Grant agreement (philip)

      2. Voting on grant agreement and grant agreement budget (philip)

  6. Community Foundation strategy

    1. How do we turn money into success?

    2. How should we package this?

  7. Fundraising

    1. Grant pipeline? How should we track/assign grant leads? (Matt)

  8. Organization-level budget


Future board meeting

- Bank accounts: details, access (signers / cosigners?)

- PR Strategy (Knight events we can talk in-person at?)


Present via Google Hangout:

  1. Philip Neustrom

  2. Arlen Abraham

  3. Matt Hampel

  4. Reid Serozi

  5. Mike Ivanov


Start time 2013-03-01 17:34 PST

Arlen calls meeting to order.

Approval of minutes from previous meeting. No comments.

Arlen moves to approve minutes. Philip seconds. Minutes are approved.

Arlen asks about CA Secretary of State filing. Philip says form is due in mid-March. Philip will file it.

Arlen asks if there is any other business. No comments.

Arlen asks whether all have read conflicts of interest policy. Everyone responds they received and read it.

Arlen mentions he doesn’t have phone numbers of some board members. Arlen will make a spreadsheet with everyone’s contact info for the time being.

Arlen asks if anything else needs to be done regarding conflict of interest policy. Philip summarizes basic policy. Mike will send out a statement for everyone to sign stating they read the policy.

Philip talks about accounting and filing taxes. Jason Herschel is helping with accounting. Tax forms should go out next week. There should not be any problems but there may be a penalty because they are late. Reid asks about Jason’s status in the org. Philip says Jason is being compensated as an independent contractor.

Matt asks if taxes need to be approved by board before they are filed. Philip says they do not, but it may make sense for board to look at them. Philip setting up a repository with all documents that can be seen and acted upon by others.

Arlen asks about financial reports. Philip responds they are not yet ready at the time of the meeting but will be sent out later.

Arlen brings up next item, the lack of diversity on the board. We can add more members. Philip says we have 2 vacancies that need to be filled and will send out his nominees. Matt asks about getting access to shared documents. Philip set up Google Apps for the org and will make sure documents are shared out to the board.

Arlen talks about timeline of future meetings.

Arlen asks about board insurance. Reid talks about insurance, including a quote of about $1000 for $1M of coverage. We may need general liability insurance since we rent office space. Reid asks if we may need insurance for content liability. Philip says according to conversations with Berkman Center we should be covered as a common carrier. We should register for DMCA takedown notices to protect against copyright claims. Reid will send out quotes for insurance coverage.

Arlen asks about grant status updates. Philip talks about LocalWiki mobile grant proposal submitted several months ago and smaller revised proposal more recently through the Knight prototype fund. Knight wanted to wait to see how our other grant proceeds before going further. Philip sent them an update but there is no news so far.

Philip talks about the LocalWiki hosted platform grant agreement he just received and gives background about the proposal. There are some vague language in the agreement. He has discussed it with a lawyer and it gives us a lot of freedom as to what we have to do. Philip talks about what our progress reports should focus on. Talks about open source requirements (GPL). Philip discusses why GPL is a requirement, partly for IRS purposes. Matt says the rest of agreement looks standard for Knight. Philip talks about the benefits of receiving funds directly this time and what we should do with the funds. Philip asks if there are any questions. There are none.

Matt moves to approve grant agreement. Reid seconds. There are no objections. Grant agreement is approved.

Philip will send the signed agreement tonight. We should receive a check for $100K within 60 days and the rest after a grant progress report. Philip will look into grant timeline. Philip talks about coordinating grant announcement. Matt asks if Knight may announce grant before we do. Philip says no, we will coordinate timing with them. Philip will email Knight communications to coordinate. Reid asks to have an additional conversation about PR. Philip says definitely and talks about timing and things that need to be done in the near term.

Matt asks who will be doing payroll and what we’ll be using for payroll. Maybe ZenPayroll? Mike will take the lead. We haven’t figured out what we’ll use yet.

Arlen asks if Philip wanted to say anything else about the grant. Philip says no.

Arlen asks about community foundation strategy. Philip following up with community foundations he met. Thinks we may be able to get $5K-$50K from foundations. Important to decide what we would do with these funds and come up with a strategy. Philip has set up Trello board to help track and follow up on grants. Matt mentions examples of things to discuss with respect to community foundation grant strategy. Philip talks about working with communities. Philip and Mike started a job description for outreach coordinator and Philip asks everyone to contribute to defining the new role. The sooner we have a description the sooner we can post it and find someone, but we may want to wait until we know the grant timeline, maybe until May.

Arlen asks if everyone wants to keep going since we are over time. Arlen lists two other things left on the agenda. Philip briefly talks about budget and we should discuss in the next meeting.

Arlen asks when the next meeting should be. Philip says given the amount of work to do, we should have another meeting in the next couple of weeks.

Arlen moves to adjourn. Matt seconds. No objections. Meeting is adjourned.