FHISO Board Meeting held 7 December 2016 at 1400 UTC

The meeting was held by private Google Hangout.

Present: Drew Smith — Chair; Tony Proctor — Vice Chair; Roger Moffat — Secretary, Acting Treasurer; Andrew Hatchett — Membership Standing Committee Coordinator; Luther Tychonievich — Technical Standing Committee Coordinator; Richard Smith — Technical Standing Committee Co-Coordinator.

Absent: Greg Lamberson — Treasurer; Brett McPhee — Membership Standing Committee Co-Coordinator.

  1. Technical work. Richard Smith gave an update, and will work with Tony Proctor and Luther Tychonievich on the Citation Element Vocabulary. More video conferences might help speed up development. Luther will follow up on a recent offer of help.
  2. Website changes. We agreed to re-write left column of the home page to include a 2-3 sentence introduction what FHISO is and a statement from Drew Smith. Drew to send update by middle of next week. Roger Moffat will publish it to the site.
  3. FHISO’s legal status. Charity Lawyers in Arizona do the type of work that would be needed to resolve the outstanding issues with our legal status. We used Foundation Group in Nashville originally. Drew Smith asked about moving to another state. The assets have to be distributed as part of a dissolution, possibly to another non-profit within the state. Resolved: Drew will contact Charity Lawyers.
  4. Banks. Roger Moffat reported that between our Bank of America account and our PayPal account, FHISO had $2021.83. He noted that although the bank account had been converted to a Business Fundamentals Account with a monthly fee of $15, since July another “Online Business Suite Acct Management Service” fee of $15 had been added. Resolved: Roger will attempt to get this fee removed and investigate a cheaper bank account with Ally Bank.
  5. Communication. Facebook remains our preferred way of staying in contact with the wider community, while Github and our mailing lists was still considered best for more detailed technical discussion. We need to start communicating the “big picture” we’re working towards. Resolved: Richard Smith will draft some notes, which Tony Proctor and Drew Smith will help work into a series of posts for Facebook.
  6. Industry involvement. Drew Smith expressed concern about the lack of significant involvement from major organisations, and will try to set up one-on-one meetings with some industry representatives.
  7. Amendments to the bylaws. Richard Smith proposed motions: (A) to allow Board members to take sabbaticals, and (B) to allow the Vice-chair to call meetings. Both passed nem. con. It was noted that as a result of motion A, Greg Lamberson and Brett McPhee are immediately on sabbatical under bylaw 9.14.
  8. RootsTech 2017. Drew, Tony, Luther and Roger will all be at RootsTech. Resolved: to order some FHISO ribbons bearing the logo and “One Community, One Standard” to distribute there.
  9. Email. Tony reported receiving a lot of spam to his FHISO email address. Roger will investigate.

Next meeting to be held 26 January at 1400 (UTC).

Motion A: to allow Board Members to take Sabbaticals

  1. In §9.11, replace “the voting members of the Board” with “those voting members of the Board who are not taking a sabbatical”.
  2. Replace the content of §9.13 with:

    Any action which may be taken by majority vote at a Board Meeting may be taken without a meeting provided that:

    1. a written proposal is made available to all Board members;
    2. written consent is received from sufficient Board members to constitute a quorum; and
    3. no request is made under Section 9.8 of these Bylaws to hold a Board Meeting to discuss the proposed action.
  3. In §9.14, after the words “three consecutive regular meetings of the Board shall” insert “be deemed to be on sabbatical unless the Board determines otherwise, and may”.
  4. Insert a new §9.15:

    9.15 Sabbaticals

    A Board Member may take a sabbatical from FHISO at any time by giving written notice to the Chair or as provided in §9.14, which shall last until written notice of the member’s return is given to the Chair. In the case of a sabbatical by the Chair, notice shall be given to the Vice-chair. A Board Member on sabbatical shall be deemed absent for purpose of Section 8.2 of these Bylaws, and any duties not otherwise reassigned by these Bylaws may be reassigned amongst the Board for the duration of the sabbatical as the Board sees fit. A Board Member on sabbatical may participate in all Board activities and retains full voting rights. A Board Member on sabbatical may participate in all Board activities and retains full voting rights. A Board Member on sabbatical may participate in all Board activities and retains full voting rights, but is not counted when determining the quorum for Board Meetings.

Motion B: to allow the Vice-chair to call Meetings

  1. In §9.8, add “Vice-chair” after “Chair”.