Minutes
Board Meeting
August 20, 2000

 

The meeting was called to order at 18:00 hours, universal time. Those attending: Nancy (chairing the meeting), Ron, Shirley, Roger, Gerard, Jurian, Shaul, Brent, Aron (later). Since there was no objection, the minutes of the last Board meeting were accepted.

1. Vote on Project Changes

- Changes to be approved: Add community gardens; brochure; rename “on-foot”; approve volunteers as noted; add methane gas, remove composting.

 

- Motion, made by Aron and seconded by Brent: Make project changes as outlined on the agenda, but table methane gas for discussion by TT-Inc.

 

- There was a little confusion because some Board members considered that when the Chairman entertained a motion it had already been made; this occurred during the rest of the log, and will not be mentioned again.

 

- The motion carried unanimously.

 

2. Vote on Board and Officer Changes

- Action Item: Accept resignation tendered by the president, and discuss a transition plan.

- Key issues to be approved:

• Accept Nancy’s resignation as of today.
• Appoint Nancy as VP to act as proxy to the Board, as needed.
• Appoint Nancy as internal auditor.
• Resolve to defer election or appointment of a new president until the annual elections, held in January.
• Have a president at large practise during meetings.

- To accommodate the current situation with regard to the bylaws in these circumstances, Ron proposed the following resolution:

 

Be it resolved that the Board of Troubled Times, Inc. suspend the requirement to elect a new President within 30 days of a vacancy in this position, and in its stead, the Board shall act as President until the January, 2001 elections, and furthermore the Board shall appoint individual Board Members to perform the duties of Agenda preparation and chairing of Board Meetings during this time. Secondly, be it resolved that the duties of the VP shall be limited during this time to acting as Proxy for the Board and shall not assume the Office or duties of the President.

 

- There were a couple of motions made to deal with some items separately; but in the end it was decided to deal with them all at once.

 

- Motion, made by Shaul and Seconded by Brent: to accept the list of action items outlined by Nancy, but also including the resolution worded by Ron. Carried unanimously.

3. Vote on Bylaw Changes

- Motion, made by Ron and seconded by Shaul: that the bylaws changes, as listed on the agenda, be accepted as worded. After some discussion the motion was carried unanimously.

 

- There was speculation afterwards about what might be said concerning Nancy’s appointment as internal auditor (one hand checking the other), but the motion stood.

 

4. Vote on New Project Management Policy and Binding Agreement

- Action Items:

• Approve (temporarily until further word changes might be made) the unwritten policy into a policy book.
• Approve the new—and much discussed—project management policy, with attendant binding agreement wording.

- Resolution by Ron:

The Board of Directors of Troubled Times, Inc. RESOLVES: that policy statements be included as an appendix to the Bylaws. Such policy statements shall be for the purpose of defining how particular Bylaws shall be implemented.

- Motion, made by Shaul and seconded by Roger: Ron’s resolution be accepted; that the new Project Management and Binding Agreement be accepted; that the unwritten policy be added to any policy book; that a policy link be placed along with the bylaw links on the home page. Carried unanimously.

 

- Motion, made by Brent and seconded by Shaul to approve Ron as Project Manager, and Nancy as PM on Ron’s PI projects. This was seconded by Shaul but not voted on as stated above. The motion, which was eventually made by Shaul and seconded by Brent, was eventually stated as follows: To appoint Ron at this time as General Project Manager on all active projects except the worm/hydro/aqua project, on which Nancy is PM. Carried unanimously.

 

- Motion, made by Roger and seconded by Shaul: To approve Ron’s request for authorization to purchase MS Project 2000. Carried unanimously.

 

5. Discussion on Trade Study Criteria

- It was agreed that Agenda Item 5 would be tabled for more discussion on TT-Inc

Motion, made by Shaul and seconded by Aron: That Brent should be made president at large for the next month, which means he will prepare the agenda and chair the next Board meeting. Carried unanimously.

Some discussion ensued, and it was agreed that the secretary would notify the membership of this change. The motion stood.

Motion, made by Shaul and seconded by Brent: that the meeting should adjourn. Carried unanimously. Meeting adjourned at approximately 19:30, UT.