Board of Directors/Policies/20210425-Minutes

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Minutes of Directors Meeting On April 25th, 2021

Summary[edit | edit source]

Directors Present[edit | edit source]

  • Alexander Zimmerman (AZ)
  • Ferran Tufan (FT)
  • Robert Lanphier (RL)
  • Owen Baines (OB)

Additional Attendees[edit | edit source]

  • None

Meeting Opened at 20:00 UTC and closed at 00:22 UTC.

Key[edit | edit source]

  • AP: Action Point
  • R: Resolution

Action Point Summary[edit | edit source]

Action Point Actor Due Date
Data Processor Inventory Draft Ferran Tufan / Owen Baines 2021-07-01
Data Protection and Information Security Management Assessment Ferran Tufan 2021-10-01
Professional Training for Welfare Costings Owen Baines 2021-07-01
Hiring Process Document Rob Lanphier 2021-07-01

Minutes[edit | edit source]

  1. Previous Matters
    • Update was requested from RL regarding SRE escalation process. The Board collectively agreed that future progress on this process would not proceed as Site Reliability Engineering would not be responsible for managing and triaging Terms of Use matters from next month.
    • AP: Volunteer Welfare was identified as being a critical point the Board needs to lead and advise volunteer leaders on. OB agreed to investigate professional resources/training and provide a costing summary for the Board.
    • FT provided a first version draft of the Data Processor Inventory which is available on Meta Wiki. FT asked OB if he could assist in assessing formats for a more detailed inventory and whether there is a benefit under data protection laws to investing in a more thorough inventory.
    • AP: OB to liaise with FT and work on the Data Processor Inventory, for a second draft at the July meeting.
    • FT provided an update on the Information Security Management process point. It was identified that a full audit would take up a large portion of already scarce volunteer team so FT provided an alternative of reviewing prior security incidents in depth to see where processes can be improved both technically and socially. This point is renamed ‘Data Protection and Information Security Assessment’ and FT is keen to have the new Director of Trust and Safety working on this action point as well.
    • There was a discussion around the need for an ‘Executive Director’ position within the company following the presentation of the job descriptor for the Director of Site Reliability Engineering. It was agreed that if the company expanded further, it might be worth considering such an appointment but for now, two senior leadership roles within the company is a manageable number for the Board to report directly with.
    • The Job Descriptor for the Director of Site Reliability Engineering was approved.
  2. Financial Review
    • The new format for the financial review was appreciated by the Board. OB made sure to credit RL for the suggestions on this improvement.
    • R: “Directors resolve that; the financial review should be published for public viewing with the minutes.” (Agreed: AZ, FT, RL, OB)
  3. Trust and Safety Group
    • The Board agreed to use the name ‘Trust and Safety’ for the new team being formed.
    • The Board approved the Job Descriptor for the Director of Trust and Safety.
    • The Board approved the Job Descriptor for the Trust and Safety Responder role.
    • RL asked how the training was going to be published. OB stated this document can be public in this version, but future versions will be restricted as it may contain operationally sensitive information that only Responders and the Board should be aware of.
    • RL proposed moving on to appointment motions before continuing discussion as the Director of Trust and Safety was not in position yet.
    • OB proposed himself to be the Director of Trust and Safety.
    • R: “Directors resolve that; the position of Director of Trust and Safety shall be filled by Owen Baines effective immediately.” (Agreed: AZ, FT, RL. Abstain: OB)
    • Board raised an administrative question over the type of access Trust and Safety Responders would receive, OB stated his plan would be no privilege escalation by default, however Responders would have the ability to escalate their privileges by using the on-wiki interface (how Stewards and SRE currently do this), with all actions resulting in a log that the Director and Board are able to scrutinise as required.
    • FT asked for information around number of actions a month to be reported publicly. OB committed to introducing a detailed ‘Transparency Report’ for public viewing which would contain as much information as possible and be published either on-wiki or on a website controlled by Miraheze.
    • The two applications were considered for the role of Trust and Safety Responder. One applicant was approved, the other was withheld, but not rejected. OB to follow up with the other applicant to discuss how to progress to a decision over the next few weeks.
    • R: “Directors resolve that; Doug Mehus shall be appointed as a Trust and Safety Responder following completion of relevant training and confirmation by the Director of Trust and Safety.” (Agreed: AZ, FT, RL, OB)
    • OB proposed future appointments to the Trust and Safety team between now and July are conducted by an informal committee meeting of all Directors, with other Trust and Safety Responders being invited to attend a pre-committee meeting with the Director of Trust and Safety to discuss new applicants. At the next Board meeting, a formal process will be discussed in more detail.
    • AP: RL proposed to work on a ‘Hiring Process’ document which details background checks and formalises the process to follow in future.
    • OB agreed to work on a public information document to separate out sensitive training documents from needing to be published or risking having no information published. Purpose of this document will be to inform the community over how situations are handled and what on-wiki actions might be taken to educate and improve trust and confidence in handling of situations.
    • FT raised a question over whether SRE would still be able to use the Terms of Use to block and prevent users who are abusing the service from accessing Miraheze. OB stated the purpose of renaming ‘Terms of Use bans/actions’ to ‘Trust and Safety bans/actions’ is to create this distinction. SRE are able to protect the stability of the service by conducting ‘Section 8 Terms of Use actions’ but these must have the intention of being temporary and minimal. If SRE wish to consider a permanent restriction, this must be approved by Trust and Safety before. Trust and Safety would hold responsibility for auditing temporary actions.
    • Trust and Safety Actions Policy was approved by the Board.
    • Miraheze Limited Accounts Policy was approved, discussion occurred regarding implementation and what it meant in real terms – this discussion was postponed because of time commitments and will be followed up by email.
  4. Site Reliability Engineering Policy
    • FT proposed an administrative motion to remove the requirement for the Board to approve the internal Approvals Policy when changes are made.
    • RL brought up what the ‘upper limit’ for approvals was and whether there was a need for an internal company policy over a policy specific for SRE.
    • OB clarified that the upper limit is defined in each budget period, as the Board would not release more money than is allocated in the Budget without prior approval from the Treasurer and another Director.
    • OB also mentioned that 6-monthly budgeting was agreed when we only committed to paying monthly, now we commit to annual contracts, a yearly budgeting cycle might make more sense. RL agreed that an annual budget would also make more sense.
    • Further consideration of this point was postponed because of time commitments.

R: “Directors resolve that via electronic communication; the minutes above are an accurate representation of the meeting on April 25th, 2021 and that they can be distributed publicly outside of the Directors.” (Agreed: AZ, FT, RL, OB)

Financial Summary[edit | edit source]

Q1.2021 Q4.2020 Q3.2020 Q2.2020 Q1.2020
Balance £3226.11 £2211.10 £1898.53 £2328.51 £2511.11
Total Incomings £2326.70 £1245.41 £264.81 £537.45 £3101.11
Total Outgoings £1327.94 £729.45 £772.15 £763.15 £590.00
Admin Fees £7.20 £14.00 £1.00 £2.60 £2.80
Corporation Tax £425.40 £0.00 £0.00 £0.00 £0.00
DSRE Spending £869.21 £668.98 £771.15 £760.55 £577.36
Other Reimbursements £26.13 £46.47 £0.00 £0.00 £9.84
Approved Total £2000.00 £1575.00 £1575.00 £1517.00 £1517.00
Used So Far £869.21 £1440.13 £771.15 £1347.75 £587.20
Percentage Used 43% 92% 49% 89% 39%