1 May 2025 - Intersect Board Meeting
Overview
The Intersect Board Meeting, led by Chairman Steven Lupien, commenced with attendance verification and compliance confirmations from members, including observers. Key points of discussion involved Nick Cook’s updates on Lawrence Clark’s handover, critical budget submissions, and organizational changes. Jack proposed a revised budget request, adjusting from 20 million ADA to 15.75 million ADA, with an emphasis on quarterly fund releases and personnel cost reductions.
The board deliberated on strategic budget approvals, contingency planning, and essential technical audits, confirming necessary action items to enhance transparency and improve community support. Additionally, discussions on contract creation resourcing, consultant transitions, and election updates highlighted organizational needs and candidate engagement. The meeting concluded with action items assigned to board members, underlining a focus on budget finalization and the organization’s non-profit status.
Attendees:
1
IOG
Gerard Moroney
2
EMURGO
Nikhil Joshi
3
Education
Steven Lupien
4
Membership
Kavinda Kariyapperuma
5
Membership
Adam Rusch
Others
Name
Intersect Executive Team
Jack Briggs
Intersect Executive Team
Nick Cook
Intersect - Facilitator
Simo Simovic
Intersect Member
Kyle Solomon
Intersect Member
Hosky
Intersect Member
Thiago Nunes
Absentees:
Kavinda Kariyapperuma
Agenda:
Opening of the Meeting
Welcome remarks by Chair of the Board of Directors.
Roll call of Board Directors.
Presentation of Membership Issues
Presentation and discussion of issues currently facing the membership.
Adjournment
Proceedings
Steven Lupien as chair called the meeting to order.
Lloyd Duhon acted as secretary for the meeting - took roll call of attendance and assured quorum.
Absentees: None
All cameras were on, and all participants confirmed their adherence to the Directors' Conflict of Interest policy.
The Secretary noted the agenda and proceeded with the meeting:
Confirmation that the conflict of interest policy has been read and agreed. Attendees to update on any conflicts they are aware of
Board Issues & Actions to review
Handover and transition update
Budget submission & community engagement
Immediate resource requirements
IRS Tax submission
Intersect organisational update
PCU3ED team migration plan
Election update
Board response to ISC commitment
Meeting Actions
Handover Status and Organizational Updates
Considering Lawrence Clark’s departure from Intersect, Nick Cook provided an update on Lawrence Clark’s handover, including legal requirements and financial transfers.
As part of this update, it was raised that Wyoming State requires naming a secretary, president, and treasurer for the organization. In addition, ADA wallets have been zeroed back to the ledger device to be transferred, with a shift in primary bank account signatory.
The executive team presented back an update on resources, especially in relation to treasury management for contract creation phase. It is also noted that Nick Cook and Jack Briggs have taken over payroll sign-off processes.
Lastly, the Board offered support to the executive team for specific resource requirements on a short-term basis.
Budget Submission Review
Intersect’s Budget submission was raised for discussion.
Jack Briggs presented budget revisions reducing the initial request from 20 million ADA to 15.75 million ADA. It is clarified that in this instance ada is an allocation rather than a guaranteed expenditure, with funds to be released quarterly via smart contract framework based on live exchange rates. Also, it is emphasized that surplus ADA will be swept back to the treasury. Jack Briggs highlighted the cost reductions across the organization, with transition from consultants to community hires.
As part of this update, it is also discussed that the scope has been refined to request funding from June 2025 to June 2026 rather than retrospectively. Jack Briggs also raised the introduction of committee stipends, totalling $500,000, to compensate elected committee members - equating to approximately $500 per month per elected member. Although the design of the stipend is to be agreed formally with the ISC and the Board.
Budget Approval Discussion
The budget breakdown revealed personnel costs reduced from 5.4M to 4.5M, which entails a 17% reduction. The board provided feedback and sign-off to the revised budget proposal.
Budget Contingency Planning
The board and executive team highlighted the imperative need to approach this coming period with contingency planning and responsibility, preparing for any and all outcomes the budget process may present.
Technical Audit Requirements
It was raised that some proposers did not include the technical audit component, which while not imperative via the constitution, for the first budget info action, the executive team have taken the action to provide information to vendors where relevant
Financial & Tax Issues
Nick Cook reported the tax submission extension granted for April 15th deadline, for which the organization had to pay a $453,000 tax bill due to initial classification of revenue from the IRS in relation to seed funding.
It was noted that while Intersect operates as a non-profit, it does not currently hold 501(c)(3) status. The Board agreed that Steven Lupien will liaise with legal representatives in Wyoming to clarify Intersect’s tax status with the IRS, with the expectation that this process should result in a refund.
Lastly, Jack Briggs stressed the extremely tight runway, noting two months minimum before treasury withdrawal could reach accounts.
Organizational Structure Review
The leadership team is finalizing a reorganization and consultant transition plan in May. The plan introduces a phased shift beginning in July, aimed at reducing reliance on external consultants and transitioning toward a more sustainable, member-driven delivery model.
This change reflects the organization's revised direction and budget realities. Compared to the original 2025 proposal, the new structure represents nearly $1 million in projected cost savings. These savings are targeted, designed to increase operational efficiency and strengthen Intersect’s long-term viability.
The transition will be managed in stages to ensure continuity, with communication to consultants on timelines. The Board agreed that this reorg is positioned as a key step toward building a leaner, more accountable organization aligned with Cardano’s decentralized governance goals.
Contract Creation Resources
The team identified that there are currently 180+ proposals with Intersect listed as an Administrator. Given the time pressures, and the closer reality that this number will be far lower when approved by DReps, it was raised that additional resources would be needed for a 3-month period to manage such contract creation.
Other resource requirements were also identified, such as in: treasury management, legal resources, communications and contract population.
Election Updates
It was raised that the election process has exceeded the 10% threshold required by bylaws with 313 voters as of May 1, 2025, with various committee positions receiving healthy voting numbers with voting closing Monday. It is mentioned that there was a positive trend of candidates actively campaigning for committee positions, unlike previous election cycle.
Additionally, an audit is planned for after voting closes, conducted by DQuadrant with anonymized data available to community.
ISC Communication
A discussion was had about a member request to hold a member vote on the budget process. Jack Briggs noted the need to respond to such request through committee channels rather than individually.
In addition, Adam Rusch suggested creating a full retrospective report on budget process for community transparency, with Gerard Moroney emphasizing the importance of working through committee structure rather than one-on-one interactions.
Final Business
Nick Cook raised a question about moving forward with a new board secretary position. Adam Rusch agreed to take the action. Steven Lupien also emphasized that budget remains the primary focus for coming days.
Meeting concluded with thanks to all participants.
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