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Minutes of the Regular Meeting of the Board of Directors of The Bitcoin Foundation

Held: July 21, 2015


The following Board of Directors were present:
Elizabeth Ploshay
Brock Pierce
Jim Harper
Bobby Lee
Olivier Janssens
Absent:
Micky Malka
Staff Present:
Bruce Fenton
Amy Loughran-Dolan

Call to Order and Introductions


Brock Pierce, Chair called the meeting to order at 11 AM. We will proceed without Micky Malta who is absent.
Documents Distributed for the Meeting:
Agenda received this morning. It should be stated that no board member has any last minute additions. Jody Tief
emailed tax returns to the board, as well as the June financial update.
Approval of Minutes
On motion made by Brock, seconded by Elizabeth, and carried, the board approved the previously distributed
minutes of the meeting of the board held 6/16/2015.
Jim Harper: Proposes removing redactions. Jim states material redacted should be sensitive info, but there is nothing
sensitive.
Elizabeth: Asks if Jim is asking for no redactions at all. Elizabeth explains sensitive areas redacted are information
that can harm contractor relationships, mention of potential donors, and meeting venue information which has not yet
been made public.
Brock: Agrees that The San Francisco DevCore Venue and the Boston A
nnual Meeting need to be redacted because of
the potential for missed revenue in regards to not having an organized launch and marketing strategy. By pre
telegraphing, it makes the announcements less newsworthy, which would be detrimental to opportunities for the
foundation. The board agrees to leave all other information in the minutes, without redactions. We will leave
information in regards to the meetings, and just redact the city names.
Jim is fine with just those redactions.

Olivier: Believes members should be involved at every possible turn. Olivier would like for it to state on record, that
he objects to redacting venue information.
Votes:
AYE:
Elizabeth Ploshay
Brock Pierce
Jim Harper
Bobby Lee
Obstain:
Olivier Janssens (reason: Olivier says he was not present at the last board meeting and cannot confirm the accuracy of
the minutes)

June Financial Update-Bruce Fenton:


Everyone has a copy of the financials from Jody Tief.
The donations and membership section of the website are updated and redone. This should generate revenue as well as
a membership drive and renewal of corporate memberships. Weve cut costs, but we still had some leftover expenses.
June expenses amounted to roughly $14,000.00. The majority of that was for departed contractors and reimbursements
for former employees. These expenses were known and planned for, and dont reflect what we are spending going
forward. Overall weve cut expenses by about 90%. We can operate on less than we used to, but we do need corporate
sponsorships and donations. DevCore historically breaks even, but Bruce believes this time we can generate positive
cash flow. Currently our balance is $59,000.00. We have a slight increase because of the bitcoins we own. The good
news is that weve cut expenses so much we can survive on a lean budget. We are not in an emergency situation, as
much as we were, but we do need to start generating income. Bruce suggests we support and spend bitcoin but maybe
we shouldnt have a large bitcoin balance in the future, as its volatile for operating capital. Brock agrees, based upon
his experiences. In terms of corporate memberships, almost every major bitcoin company is already a member.
Perhaps the board can pitch in and help with corporate memberships, getting companies to upgrade their membership
classification, etc. It is important that we conduct positive activities and explain things we are doing to help bitcoin.
We can also explain our budget cuts, bitcoin-transparency our funding bitcoin.org, which is an objective site that is
very popular among our members. We can also focus on events and also ask board members for their suggestions for
the foundation.
Olivier: Will financials be released again?
Bruce: Yes, we have pledged to release them every time. Bruce is looking into a service for non profits who want to
release financials. We should release as much data as possible.
Vote on approval of the 990 form: The foundation is a 501c6 nonprofit and was officially approved by the IRS around
May. The board needs to approve to release the tax return filed. Bruce has to rely on Jody Tiefs direction that these
are accurate numbers because he did not serve as Executive Director during the time period and activity covered by this
return. Brock makes a motion to provisionally approve the 990 tax return. Seconded by Olivier. Carried with Jim
abstaining. Jim has not yet reviewed the 990, and will do so this week. The vote can be revisited by the board later of
Jim has issues or concerns.

Memberships:
Elizabeth: The foundation needs to improve communication as to what the foundation does. How can we market what
the foundation does? We need to improve public perception of foundation and emphasize that the foundation is not
dead.
Jim: Believes we need to generate more activity. Individual members dont recognize the things we recognize as
accomplishments, the same way a corporate membership might. Jim asked what value do we provide to the individual
membership. For example, the foundation has taken individual memberships for granted. We could offer services to
individuals and grow their contributions.
Elizabeth: Core development is huge. What are we going to do in the future. Strategic Planning. We wont be able to
raise funds unless thats spelled out.
Brock: Brock asks that Amy send membership data to the board.
Bruce: In regards to a membership report, there are many databases, there was an effort of streamlining them before I
came onboard, but we need to do more work. Corporate memberships are not all that organized, individuals are in
good shape. We should have that in better shape by the next call.
Committees will help with engaging members. Maybe a Kickstarter type of program that will allow people to donate to
things they care about most. This would allow an individual member to raise money for a pet project the community
likes.
Brock: Wants to note that leading into last fall to Jan and Feb he was working on the membership drive and they got
very successful on ramping up revenues. The board was responsible and he hopes the current board can get engaged
and help again. He hopes everyone is willing to help get it back on track. Board members can contribute and have a
significant role in membership drive. Brock suggests that Bruce schedule a 1x1 call with each board member to try and
leverage them for help with memberships. Bruce says individual board member donations are key depending on each
board members financial situation. It would also be great for Board members to reach out and encourage donations and
memberships from those that they know.

DevCore Update
Brock: Location found for DevCore (name and location to be kept confidential until the public announcement). If the
board would prefer to give an update until details are finalized we can do so, otherwise we will go ahead. Disclosing
the location at this time, could jeopardize the gift.
Elizabeth: The reason for the confidentiality is because an organization has donated space but the details have not been
finalized. We must respect the organization and the donation until the time that it is finalized and we are ready to make
the announcement.
Olivier doesnt agree with redacting the location but hes ok to go ahead with the conversation.
Olivier: Wants to keep membership in the loop. States that he and Elizabeth have a differing opinion on the matter.

Brock: DevCore was well received in the first few events and we have not had the resource to move the ball forward as
much as possible, if we dont move forward getting it going, were at risk of its fizzling out and losing the revenue.
Were in a critical position to get the date set and the names and specifics are kept out until its locked down. Draper
University is going to give us space for San Fran. Bruce and Amy will handle the logistics.
Bruce and Brock then discuss if board members willing to help organize regarding sponsors, venues, etc? We need all
the help we can get
Bobby Lee: What kind of space and for how long? Date?
Bruce: We have space but details are not finalized. The last one attracted some great high quality speakers including
Gavin Andresen, Andreas Antonopolous, and Michael Perklin with his certification program and Mike Hearn who did
a demonstration on how to program a smart contract. Roughly 200 people. 1 day event. This one is heavily focused
on development. The date for the annual meeting could be approximately November or December, the date for
DevCore September or October.
Annual Meeting Update
We are working on venues for the Annual Meeting.

Affiliate Update:
We dont have much of a detailed update on this because of delays related to Bruces car accident. We reached out to
many of the member chapters. Mexico has closed and some are struggling but some are doing very well , and there are
some new chapters as well.
Bruce: In regards to affiliates, we shouldnt force them to use our name, but maybe we could give some sort of bonus
to encourage them to use our name. If we can help affiliate organizations become stronger, it helps us all.
Brock: We should consider following through with the original proposal regarding the international affiliate board seat.
We need to look at the numbers and who get to vote and get clarity and proceed with that election, for the next board
meeting, if not sooner.
Bruce and Amy will have a clear concise plan for this to go forward, by the next board meeting.
Elizabeth: We need to address the upcoming election for the board seats that will open for for Micky and Elizabeth at
the end of December. The website should clearly map out what seats are becoming available, and when. The Affiliate
seat is available as soon as we finalize. The individual, and an industry seats are available in December. Having those
positions filled before they vacate would be a good idea, there should be no gap. Ideally we have new members
elected by mid December before the holidays. We will consider making an announcement in October, with an election
in November, and the elected board member starting in December. Bruce and Amy could plan with this timetable.
Best to keep things timely and organized.
There is question as to whether the seat is only for international affiliate chapters of the organization. Anyone can run
from those chapters, not just the heads. Bruce will research the by-laws to determine exactly who the affiliate board
seat is for, and who is eligible to run and report at the next board meeting.

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