[foundation-board] Options for my potential change of role

Thu Jun 7 10:57:49 UTC 2018

Tim, Helen, Andrew

(*@Jane -*  I am aware you haven't been looped in on this but suspected as
you can't come to the June meeting and as the new board starts in the July
one, you might not want to get to involved.  Please let me know if you want
to talk this through but in short Mark and Paul have asked me to join in an
interim exec role.  The proposal is for 2 days a week.  There are a number
of other moving parts to this but that is the top line.)

Mark and I have been working through the proposal of Helen and Tim through
that I could be *"Executive Chair".*   The concern is that for me to become
an Executive Chair working in OKI, we would need to have a Board Resolution
and potentially this would also triggers a change in the articles of
association.

In essence I would have the single control of the company as executive
chair. I would carry to votes in regards to the board and also have final
decision and autonomy on the day to day governance of the org.  Which isn't
great...

*An alternative is, *I stand down from the Chair role (on a temporary basis
possibly) and and another member on an Interim basis to the Chair.  Then as
an ordinary board member you are free as long as agreed and minuted by the
board to take up a contracted role as interim role of OKI (title TBC if we
don't like the interim CEO signalling which I agree isn't great).
I can keep doing the board induction and CEO recruitment roles.  But
within the board you would have to declare a conflict of interest upon any
and all votes regarding the company and its corporate governance.

This approach doesn't need official board resolutions or changes to the
articles but it means probably Tim or Helen would need to do the Chairing
of the next meeting, and either one of you, or a new member of the board
chair going forward for a while.  I guess ideally it would be one of you as
we have so many new members joining and it seems bit early/unfair to ask
them.

NB there is a paper being prepped on this, so we can/will discuss at the
meeting but would be good to agree things then rather start the
conversation then.

Many thanks
Karin

*--------*

Karin Christiansen

karin at karinchristiansen.org

 07816839533

@_karin_c

Karin16b
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