[foundation-board] Board decisions by quorum?

Thu Nov 12 16:56:02 UTC 2015

Dear Karin,
For information of all,

Yesterday the Board members present (Jane, acting as Chair, Tim and Helen)
wished to agree some decisions; however, these are pending your approval,
as it was not clear what constitutes quorum - or if indeed quorum is valid
for decision-making in absence of the Chair. Please confirm the policy
here.

The decisions that the attending Board members wished to agree are as
follows:

   - Sign-off of the Audited Financial Accounts for year ending May 2015
   <https://drive.google.com/open?id=0ByxROelEYNk5d1YyU3dkYk1nU2NiVkdsMmxSaGZ0MElzX3ZF>
for
   submission to Companies House
   - Pavel to become Company Secretary in place of Rufus

The following agenda points were postponed:

   - Charitable Incorporation - as this requires full Board attendance
   - CEO's targets and performance assessment - as this is led by you

It was suggested a special Board meeting may address the Charitable
Incorporation issue, if this is needed ahead of January (Pavel will advise
here, as it is related to securing Hewlett funding).

I link here to the Charitable Incorporation documents, which need to be
read by all Board members in advance of a decision:
Special Resolution
<https://drive.google.com/open?id=0B6X9Qo8Zc8QhSWlVZ0htSTA3VDRSVW8tR1Q2dGdxZi1VZWFZ>
Draft Articles of Association
<https://drive.google.com/open?id=0B6X9Qo8Zc8QhYVduNGdJTGVQZmhhcjk1ZHlWZ09FYm1uMUYw>

I hope you are on the mend - very best wishes,
Naomi

-- 

Naomi Lillie

Acting Executive Assistant to CEO

skype: n.lillie  |  @naomilillie <https://twitter.com/NaomiLillie>

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