28 Mar 2024 - Intersect board meeting

Intersect Board Meeting Minutes: 1000 UTC 28 March 2024

Attendees:

#	Board Seat	Designator	Alternative	Observer
1	IOG	Tim Harrison	Not yet selected
2	EMURGO	Nikhil Joshi	Amar Singh
3	Education	Steve Lupien	N/A
4	Intersect	Nigel Hemsley	None required
5	Membership	Not yet appointed	N/A	Alex Pestchanker
	Membership			Juana AttiehLloyd Duhon
	Secretary	Lawrence Clark
	Treasurer	Dan Singleman

There were no absentees. As noted in the Intersect Bylaws, for a board meeting to be a quorum, at least the greater of one-third (1/3) of the then-serving Directors or two (2) Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors. If less than a majority of the Directors are present at said meeting, a Director present may adjourn the meeting from time to time without further notice. Was a quorum established? Yes.

Proceedings:

The meeting was called to order by the Chair Nikhil Joshi on the 28 March 2024 at 1200 UTC. 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.

Educational Board seat

Lawrence Clark updated the Board on Steven Lupien's onboarding to the Board. The membership agreement has been sent to Steven Lupien and passed to the Wyoming State University Lawyers. Steven Lupien has not reported any issues with the legal review. As agreed with IOG, Intersect has sent them an invoice for Steven Lupien's membership fees.

Motion taken by unanimous decision to appoint Steven Lupien to the Intersect Board once he has signed the Intersect Membership Agreement.

Membership Board Seat

Lawrence Clark provided an update to the Board on appointing a member to the Intersect. The Advisory working group met to nominate a member(s) for review by the Board of Intersect. The Advisory working group appointed Alex Pestchanker via a voting process noted in their correspondence to the Board of Intersect. In their correspondence, they included two other members (noted in priority order) should there be any issues with Alex's onboarding.

Motion taken by unanimous decision for Lawrence Clark to progress the onboarding of Alex Pestchanker to the Board of Intersect.

Financial Review

Lawrence Clark updated the Board on Intersect's financial position. The company remains within approved budgets. Regarding finding a new Treasurer/Accountant, Lawrence Clark has contacted several companies supplying this service and has interviewed several candidates for this role. Lawrence Clark has liaised with Dan Signlemen and selected one candidate to progress to contract discussions. Lawrence Clark will meet this person in the week commencing 15 April 2024. Once this person has signed an employment contract and is onboarded to Intersect, Lawrence Clark will work with them to align Intersect's financial books and provide financial reports to the executive team and Board. As approved at the February Board meeting, we instructed DevTrust to convert $4,000,000 ADA to cover our contingency.

Questions and Answers

This section outlines questions the Intersect team has received from the Board and membership.

Training: Please update us on the status of current committee active and newly requested committees/working groups. IE: Vision Committee, Budget Committee, and the Chang HF working group.

Vision Committee:

Nigel Hemsley updated the Board that Intersect will be playing a support role within the Backlog working group. The working group has been formed, and all work created during the Civics Workshop in London has been collated and expanded upon where applicable. The group will meet twice a week, but the attendees will determine the name and frequency of these meetings.

Budget Committee:

This group's focus would be on the budget related to Cardano. This committee has not yet been established, as we need to set up the Backlog working group to lay out the challenges to be covered. The Budget Committee will be formed during Q2.

Chang Hard Fork:

Matt Davis has set up a HardFork working group that meets every two weeks. Details about this group can be found on the Intersect Knowledge Base.

Committee Structure:

During Q1 2024, Intersect spun up approximately 40 working groups. Because of this, Intersect was required to hire someone to oversee and facilitate committees and working groups where applicable. Intersect has hired Karen Wickham to perform this role and will work with the Members and Community Committee to create all guiding documentation.

Operational: Please update the Board on how Interest progressed regarding an HR function and CAMPS (Certainty, Autonomy, Meaning, Progress, Social Inclusion) score.

Nigel Hemsley explained that it could not pay employees when the company was created. To mitigate this, Intersect selected an employee service provider called Globalization Partners (G-P). Intersect employees would be employed by G-P and receive HR services from them. Their work is covered under a service contract between G-P and Intersect. Because of this, Intersect does not need an HR function. However, Intersect is researching Life Coach services and costs that can be supplied to the Intersect team and membership in addition to HR services provided by the service company.

Operational: Will the Board be asked to review and approve Intersects Q2 focus?

Nigel Hemley confirmed that the Intersect Board will be asked to review and approve Intersect's Q2 focus. Intersect is planning a workshop in June 2024 to align Intersect with its Q2 deliverables. The agenda for this week has yet to be finalized.

Strategic Direction: Please confirm that the advisory group is getting the necessary visibility and information it requires. Lawrence Clark updated the Board that monthly meetings with the Advisory working group have been set up. These meetings take place ten days before the board meeting to allow for the output to be considered for the Intersect Board deck, released seven days before the Intersect Board meeting.

Business Update

Nigel Hemsley provided an update on the delivery of the Business Plan. As noted in the Business plan, the new Intersect Members Portal will be a key deliverable in Q2. This portal will allow members to see information about themselves and the company and enable Intersect to take membership fees.

Intersect continues to expand its knowledge base by adding sections for all committees. Members can visit these areas to see the latest minutes and deliverables from the committees and working groups.

AOB

Tim Harrison asked the Board and secretary to note Romain Pellerin as his alternative.

Motion taken by unanimous decision for Lawrence Clark to progress Romain Pellerin as Tim Harrison's alternative.

The Chair brought the meeting to a close at 1300 UTC on 28 March 2024.