Board Meeting Minutes – March, 2024

Ĉeestas

Ĉeestas sen Voĉdonrajtoj

Standing Reports

CO

Amanda reports on the status of the transfer as being 40% of the way to her being able to manage tasks without Bill’s help, although Bill is still managing most financial tasks.

President and VP

Quintyn reports that he will be present at the PER event and will be presenting on Esperanto-USA’s activities. The rest of what they have been working on will be addressed later in this meeting.

Treasurer

David has sent out the treasurer reports to the board, as prepared by the CO. The financial committee met this morning to discuss investment strategy and decided to seek further advice.

Landa Kongreso

On behalf of the LKK, David reports that much movement has happened, including negotiations regarding food for the event. Individual lectures and workshops, as well as a religious service, need to be determined, as well as a Sunday night event. As of the end of the early bird registrations, 75 participants had already signed up. 

Nomination Committee

Amanda has shared a report from the nominating committee with the board. Brandon thanks Amanda and the nominating committee for their work. 

Bylaws Committee

Quintyn reports that the bylaws committee has been looking through the bylaws to make proposals on how to simplify and clarify the bylaws according to organizational needs and best practices. The board will meet separately next week to discuss these proposed changes. Matt offers to find the contact information for a pro bono lawyer who could help the bylaws committee by looking over the proposals. The proposals would include changing the format to better align with the current standards for non-profits, as well as rewording several sections for clarity. 

Education Committee

Margo reports that the education committee is new and has not had a chance to begin meeting regularly. A new project is happening in which an individual is working to create an app for the Lernu course, which would include short films. We arranged to pay for students to take practice exams ahead of the KER exams. We have an educational article lined up for every issue of UE for this year. We can work with the London Esperanto Club to learn how to become teachers of Esperanto courses through apprenticing with them. 

Old Business

Website

Quintyn reports we’re still in the process of making changes and are looking into a service which would facilitate the changes. Currently, the committee is looking into the issue of broken links, as well as planning for the structure of the new website. Discussions are happening about how to best support the newsletter while we try to figure out the links and redirects. The current platform will be wordpress, which is due in part to sustainability concerns to ensure the sustainability of the website moving forward. Hoss has fully transitioned the bulteno to Alena and Logan, but we do not currently have a timeline of how long it may take to fix the issue with the links. David recommends prioritizing the links to the bylaws and the board information prior to sending out the ballots.

Funds Working Group

Margo reports that a document is available to board members in Google Drive which explains the current state of the funds, and the committee would need to review the information and make recommendations to the board. Amanda suggests that Bill be included in that conversation. 

Virtual Town Hall/Open House

Charlotte reports that the current plan is a scaled down, single-day event as a proof of concept. This would include get-to-know sessions for the Interim CO Director, the new editors, the new candidates, as well as presentations by the LKK and the board. This would take place via Zoom, with text channels available through Discord as well, and it would be scheduled during March or April. This should not conflict with the Canadian Virtual Congress April 6th. The Projects Committee is working to determine the best date for this event.

New Business

Membership Committee

Proposal: Re-establish Membership Committee from now until the 2025 Kongreso, composed of Peggy Dolter (chair), Murray Murner, Fred Meyer, Elle Beck, and Jefferson Pierce.

Membership Committee proposes. David seconds the proposal. The vote passes unanimously with seven votes in favor. 

Financial Resolutions

Proposal: To designate the CO Director as “Key Controller” ex officio to enable collaboration with Morgan Stanley on Esperanto-USA’s behalf.

Proposal: To designate the President and Treasurer as “Authorized Individuals” ex officio to enable collaboration with Morgan Stanley on Esperanto-USA’s behalf.

Proposal: To confirm Gary Grady as an Authorized Individual with Morgan Stanley and advisor to the Treasurer and Finance Committee through July 2025.

Brandon proposes. Ex Officio means that this would be held as a part of holding that office, not a specific person. The “Key Controller” would have the ability to overrule a specific “authorized individual. An authorized individual is someone who is authorized to talk to Morgan Stanley on the organization’s behalf. Anyone so authorized should be bonded.  As David’s term is ending, he states he will not take on the role of Authorized Individual. David seconds. The proposals pass unanimously.

Publishing

Proposal: To transfer responsibility for directly managing publishing fund(s) to the Board.

Charlotte explains the history of having two publishing funds, that this was a safeguard against board overreach. Quintyn states that the board is ultimately responsible for all funds, and David and Fred agree. Charlotte then asks what the purpose would be of this proposal. Brandon clarifies that this is to avoid leaving the restricted publishing fund unmanaged. Ruth volunteers to manage that fund if an individual manager is needed. Charlotte expresses a preference for having an individual in charge of the restricted publishing fund rather than the board. Quintyn proposes to transfer responsibility for directly managing the restricted publishing funds to Ruth in her capacity as educational commissioner. The board discusses how to handle restricted vs. unrestricted fund administration, but agrees to wait and discuss this further over Slack and return to this discussion at a later date. Charlotte seconds Quintyn’s proposal. The proposal passes unanimously.

Convention Travel Policy

Brandon has previously discussed with the board a policy on reimbursing the board for travel to and from conventions, in order to facilitate budgeting. This would cover convention fees, travel costs, lodging, and a food per diem. This would be an option for any board member but not a requirement for board members to accept the reimbursement. Quintyn adds that this is in alignment with non-profit best practices. The policy is amended to clarify that board members will be required to produce receipts in order to receive reimbursement. David proposes to accept the convention travel reimbursement policy. Quintyn seconds. The proposal passes unanimously. The full text of the policy will be posted on the website.

Summer Intern

Proposal: Authorize the CO to hire a summer intern.

Amanda explains the proposal to hire a summer intern, Madeleine Canavese, who founded her high school Esperanto Club and has been active in the Usona Bona Film-Festivalo. She has experience in creating a newsletter and will help with that. She will turn 18 a months after starting and would therefore need a work permit from her school. She would be paid minimum wage ($16.52/hr), would work mostly from home for 4-9 hours. She will be attending the Landa Kongreso, and she would not be reimbursed for her participation in the conference, which she said she would not need. Her responsibilities would include processing orders, member database management, conference support, editorial team support, and committee support. She would be supervised and trained by Amanda and has met with Amanda and Brandon. Her hours worked would be measured as Amanda’s are, through a Google Docs timesheet. Brandon clarifies that her parents run a non-profit publishing house. It is unclear whether she will want to continue in similar work after this internship, but she would like to continue being active in USEJ after this. Quintyn proposes that we accept this. David seconds. Proposal passes unanimously.

777 Fund

The matter of the 777 Fund will be discussed in more detail at a later date. So far, this fund has never gone into the negative, but there is a longstanding informal agreement that if this fund goes negative, we can request reimbursement from UEA. 

Closing

There will be a special bylaws meeting next week on 3/16/24, followed by the regular monthly board meeting on 4/13/24. The meeting is adjourned.