August 2006 Board Meeting Minutes

FSP Board of Directors Meeting Minutes 8/20/06

In attendance:

Steve Cobb Jon Maltz Sandy Pierre Morey Straus Brian Sullivan Varrin Swearingen Absent:

Jason Sorens

Meeting Agenda:

I. Decision re: adding $10,000 to the Liberty Forum budget to pay for John Stossel as keynote speaker

II. Discussion of PIC survey results

III. One year terms for Directors

IV. Elections for Directors

V. Status of Direct Mail

Meeting is called to order at 2:13PM FST. In Jason's absence, Sandy will chair.

I. Adding $10,000 to the Liberty Forum budget to pay for John Stossel as keynote speaker

Varrin needs to leave the meeting ASAP. A bit of discussion of this agenda item took place prior to the meeting officially being called to order. No one appears to object to approving the requested funds.

Sandy moves to approve an additional $10K for the NHLF budget; Varrin seconds. Morey moves to close discussion; Varrins seconds. Voting on closing discussion: 6 ayes, 0 nays, 0 abstentions.

Voting on original motion: 5 ayes, 0 nays, 1 abstention. Motion passes 5-0-1.

Varrin leaves the meeting at 2:18PM.

II. Discussion of PIC survey results

Morey emailed copies of PIC's final report on their survey to all Boardmembers shortly before the meeting. A synopsis of the report is as follows: Bascially, it expands on the summary with additional suggestions for crafting our message. The first half is dedicated to honing our message, the second half is in-depth analysis.

Jason joins the meeting at 2:21PM. After being informed that the Board already approved the Stossel funds, he reports that that's fine with him, he would have voted for them as well.

The Board discusses the PIC report and various strategies for recruiting new participants. Summary of discussion is "In a nutshell, we are still looking at the exact same strategies that we formed several years ago, but now we are a bit better informed about our customer market, so we can proceed with greater confidence."

Sandy moves to close discussion; Jon seconds. Since this is a non-action item, no vote is required.

III. One year terms for Directors

Sandy clarifies that the intention is to have terms based on dates of service, not calendar year. The intention is also not to impose terms retroactively.

Sandy moves to institute one year renewable terms for Directors; Morey seconds.

Discussion ensues. Sandy presents several advantages to terms. Jon requests a provision that a significant portion of the Board doesn't turn over at once. Jason mentions that the Board used to have terms. Several Directors indicate that their feelings on this item are linked to agenda item #4 (elections for Directors). Sandy (who is still chairing the meeting) offers to defer this item until after #4.

Morey moves to close discussion, then withdraws the motion. Jon moves to lay the motion on the table; Steve seconds. Sandy declares this item deferred.

IV. Elections for Directors

Sandy makes the following motion (which was emailed to all Directors shortly before the meeting); Morey seconds.

Directors of the Free State Project shall be elected.

CANDIDATES

Candidates must be participants of the Free State Project, Inc. and of the age of majority in the State of Nevada.

VOTING BODY

The Voting Body will be the board, officers, organizers and active volunteers of the Free State Project, Inc. Active volunteers will be defined as people on the organization chart as of the date a vacancy occurs. Department heads may, at their discretion, grant voting rights to volunteers who do not appear on the org chart.

PROCESS

Candidates must notify the board of their interest within a week of the announcement of the election.

The voting pool must be finalized before the final candidate list is announced by the Board. The Board may, at its discretion, vet candidates for suitability.

The board will issue a list of the approved candidates on Day 8.

Candidates may issue an initial statement about their suitability and goals for the position on the "General FSP Discussion" section of the forum on Day 8.

A period of Q&A between voters and candidates may continue on the "General FSP Discussion" section of the forum for approximately one week.

The vote will be held.

Votes will be forwarded to the Chair and Secretary of the FSP. Votes can be anonymous if the voter desires.

Voting will be Condorcet method if there are more than two candidates.

Voting ends on approximately Day 15.

The Board of Directors will confirm the election.

Discussion ensues. It is reiterated that the Board would retain the discretion to reject candidates. All Directors express dissatisfaction with either the wording of the motion or of elections in general.

Morey moves to close discussion. Jon moves to amend the motion to limit the voting population to the Organizers list. Jason recommends holding voting on an ad hoc basis, rather than adding it to the bylaws. He expresses a desire to have doers and/or organizers vote for the board, just 'informally,' whenever there's an opening. The bylaws already contain provisions for voting. Sandy indicates that she is amenable to Jason's idea. Jon withdraws his motion to amend.
Brian seconds Morey's motion to close discussion. Because not all Directors have expressed an opinion on Jason's recommendation to hold voting on an ad hoc basis whenever there's an opening, Sandy declines to withdraw her original motion.

It is pointed out that a vote on this agenda item will only be symbolic, as votes on amendments to the bylaws must be unanimous.

Vote to close discussion: 6 ayes, 0 nays, 0 abstentions. Motion passes.

Voting on original motion: 2 ayes, 4 nays, 0 abstentions. Motion fails, 2-4.

V. Status of Direct Mail

The Directors discuss the efficacy of direct mail.

Sandy closes discussion on #5. Brian, Steve and Morey all indicate that they need to leave. Since there would not be a quorum, Sandy doesn't bother to reopen #3.

Sandy moves to adjourn; Jason seconds. Voting on motion: 6 ayes, 0 nays, 0 abstentions.

Meeting is adjourned at 4:00PM.

Respectfully submitted,

Sandy Pierre, Secretary

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