8 May 2025 - Intersect Board Meeting - Special Session

Overview

This special session focused on advancing the Executive Director (ED) recruitment process, improving the governance structure for CDH-managed funds, exploring board expansion, and addressing treasury and governance clarity. The board also discussed how staff can participate in upcoming elections and how best to involve the wider community in these ongoing efforts.

Attendees:

#	Board Seat	Designator
1	IOG	Gerard Moroney
2	EMURGO	Nikhil Joshi
3	Education	Steven Lupien
4	Membership	Kavinda Kariyapperuma
5	Membership	Adam Rusch
6	Intersect Executive Team	Jack Briggs
7	Intersect Executive Team	Nick Cook

Proceedings

1. Executive Director Hiring Process

The board discussed how to structure the recruitment of Intersect’s next Executive Director in a way that is open, inclusive, and community-informed.

• There was strong agreement that the community should be involved in shaping the job description, nominating candidates, and reviewing applicants.

• The board will retain final decision-making responsibilities but will rely on community input to help build a strong and representative shortlist.

• Concerns were raised about making sure candidates meet the necessary skill requirements while also aligning with community values.

• To support this, the board agreed to explore using a professional search firm to assist with the middle stages of the process.

A small working group was formed to produce a first draft of the job description, to be reviewed in the next board meeting.

2. CDH Governance Improvements

The board reviewed how to improve the governance of funds managed by the Cardano Development Holdings (CDH), particularly a significant crypto asset reserve currently under single control.

• A new structure was proposed using a multi-signature model, requiring approval from multiple signatories for any transactions.

• An oversight committee would be created to provide regular reporting and increase transparency.

• Suggested signatories could include a member from the Budget Committee, a board member, and a member of the executive team.

• There was general support for codifying these arrangements in a public charter to help build trust and clarity.

3. Board Expansion

The board revisited a proposal to increase its size from five to seven members.

• This would include expanding the number of community-elected seats from two to four.

• A suggestion was made to extend community board terms from one to two years to ensure greater continuity.

• Other adjustments were raised, including renaming seed/pioneer members to “sustaining members” and making those roles subject to annual contribution requirements.

• Some concerns were raised about timing, and the document will be refined for further discussion in a future session.

4. Treasury Management and Legal Support

Updates were shared on:

• Final stages of selecting a third-party custody provider for crypto assets.

• Ongoing legal support being provided by IOG’s legal team.

• A review of contracts and service agreements (e.g. WAVE Financial) is underway to ensure value for money and alignment with Intersect’s needs.

5. DRep Governance and Community Engagement

There was discussion around feedback from Delegated Representatives (DReps), including:

• Concerns around voting influence, lobbying, and concentration of power.

• Requests for clearer breakdowns in Intersect’s budget proposal and spending plans.

• Agreement to invite a group of active DReps to join informal sessions for clarification and feedback.

The goal is to improve understanding, reduce confusion, and keep governance open and collaborative.

6. Staff Participation in Constitutional Committee Elections

The board discussed whether Intersect staff can run for roles such as the Constitutional Committee.

• The consensus was that staff should be allowed to run, provided they are transparent about their affiliations and avoid conflicts of interest.

• Jack will draft a short communication to staff outlining guidance for participating in a way that’s fair and clearly separated from their work duties.

Next Steps

The board will meet again next Thursday to review the first draft of the Executive Director job description and continue work on CDH governance, board expansion, and budget clarity.

Actions Items

• Adam Rusch and Kavinda Kariyapperuma

  • Draft initial version of the Executive Director job description

• Gerard Moroney

  • Update ED hiring process document

• Jack Briggs

  • Identify potential executive search firms

  • Draft staff guidance on election participation

  • Follow up on budget detail requests from DReps

• Prof. Steven

  • Coordinate legal review of updated CDH governance structure

• Nikhil Joshi

  • Help organize informal clarification sessions with DReps