14 Feb 2018

Minutes of a Regular Meeting of the Board of Directors of NumFOCUS. All votes are reported in the form “(Y/N/A)” (in favor-Y‚ opposed-N‚ abstentions-A; e.g. “4-1-2” means “4 in favor, 1 opposed, and 2 abstentions”).

Participating: Leah Silen, Andy Terrel, Didrik Pinte, Ralf Gommers,

Not Attending: Jennifer Klay, Lorena Barba

Approval of Minutes from last meeting: -

Items Voted on by Email: -

Treasurer’s Report: the 2018 Budget for NumFOCUS was discussed

Executive Director’s Report: discussed

Discussion Items

1.Board composition

Matthew Turk resigned. Will write a blog post to thank Matt for his work.

Checking the bylaws: are we okay as is with a board of 5, or do we need to update the bylaws again? Relevant sections of the Bylaws:

    1.  The corporation shall have a minimum of 3 and a maximum of 9
        directors and collectively they shall be known as the board of
        directors. The initial board shall begin with 5 directors. The
        number of directors may be changed by resolution adopted by a
        majority of the board of directors. At all times the board will
        consist of an odd number of directors.

    2.  Section 5. Election and Term of Office
        Each person named in the Certificate of Incorporation or elected
        by the incorporator(s) at the organization meeting, as the case may
        be, as a member of the initial Board of Directors shall hold office
        until his or her successor shall have been elected and qualified or
        until his or her earlier resignation, removal or death.  The Board
        of Directors shall elect directors. Nominations for individual
        board members shall be taken from current board members, NumFOCUS
        members, and the public. Positions will be filled by the
        affirmative vote of a strict majority. All board elections are
        carried out by the current board in office prior to the election.
        Each director shall hold office for a two-year term for which he or
        she is elected and until his or her successor shall have been
        elected and qualified or until his or her earlier resignation,
        removal or death.

So yes, board of 5 is okay as is.

Do we still want to do a new election? Should it be member driven?

  1. Make a plan to have election by June. Come up a plan to do a membership based vote.
  2. Have processes documented on work and roles
    • How budgets get created
    • How do elections happen
  3. Book of resolutions (action Ralf)

2. Budget 2018

Budget Discussion and Approval discussion (continued from last meeting):

Items Leah was looking into:

  1. John Hunter matplotlib summer fellowship - the proposed 40K has been carried over from the proposed amount in 2015, of that amount, $6,392 has been donated by individuals. $5K was donated last year. JH Fellowship, about $6000 of donations have come in for that. Matplotlib wanted to run a summer fellowship, that does not require $40k. Lower the amount to $20k for now, check with the Matplotlib team what they actually need (a student would be way less).
  2. NumFOCUS Event (to be named): Looks like a promising idea, let’s work it out in more detail. $70-80k seems too optimistic, putting in $35k as extra event income seems feasible. Updated the budget with that number.
  3. NF Summit: take down to $78k, that’s what’s in the Sustainability budget.
  4. $20k for conferences: Leah says that this cannot go down much more.
  5. After these changes, the budget is now balanced.

Approval: motion to approve by Andy. Unanimously approved (3/0/0)

3.SciPy Sponsorship for Diversity Scholarships

Are we donating $6,000 again?

Motion to approve $6,000 by Andy. Approved (3/0/0)

Do we want to submit a NumFOCUS talk? Yes, Andy can submit coordinate with Ralf’s keynote.

4. Small grants for conference organizers

Idea (Jennifer): providing small grants to conference organizers to implement initiatives from the DISCOVER Cookbook when planning their conferences.

Tabled until we have explanation for the budget for this.

5. Sustainability Program

Year 2 Plan document discussed. This is only an outline of the approach. A roadmap is being worked on by Christie, still needs to be shared with the board.

6. pydata.org

Continue clarification of who gets to use pydata.org domains and criteria for affiliated projects. (see meeting minutes 31 Jan 2018)

Statement that the board can make exceptions (for use of pydata.org and the pydata Github org) as needed:

These criteria seem clear now, Leah says this is enough information to go ahead and update the website.

7. NumFOCUS 2020