Minutes of The Bitcoin Foundation Board Meeting held on July 17, 2018

 Present:

Llew Claasen (Executive Director)

Bruce Fenton

Bobby Lee

Vinny Lingham

Michael Perklin

Brock Pierce (Chairman)

Apologies:

Bruce Fenton

Approval of the agenda

The agenda for the meeting was approved by the Board.

Approval of the minutes

The minutes of the meeting held on June 19, 2018 were approved by all present.

Financial update – June 2018

Llew referred the board members to the financial report from June 2018. June revenue included membership contributions of $1,478. There were 5 new members. Operating expenses for the period were $5,318, which included flights & accommodation for the ED’s speaking engagements and also marketing expenditure & administrative fees. The net deficit for the period was $4,373. The 06/30/18 Bitcoin Balance was 0.4773 coins equating to $3,040. Total Cash assets including BTC and USD were $8,501 at 06/30/18.

Llew highlighted that he was personally paying $3,000 to $4,000 a month to keep the foundation going & we needed to find a way around this, as it was an unfair burden being placed on the ED.

The board explored that idea of accepting donations in currencies other than BTC and agreed that we would accept donations in any cryptocurrency going forward. Vinny highlighted that donors wouldn’t want their tokens or coins to be dumped into the market in order to convert to BTC. We need a policy for how to do this responsibly e.g. agree to a donation with a pre-agreed liquidation schedule.

Llew highlighted that it was difficult to kickstart 2018 programs without a capital injection & asked the board where they thought the Foundation could source the initial capital to kickstart the programs for 2018?

Llew asked the board why they thought that we were struggling to generate large donations for the programs of the Foundation? Michael said that he had asked people to donate to the Foundation, but that they didn’t want to commit at this time.

Brock agreed to donate $100k to the Foundation, with the understanding that Vinny would contribute $100k in Civic tokens to the Foundation in the future, after the Civic marketplace goes live. Brock agreed to get his CFO to do the transfer immediately. In return, Brock requested a plan for what the Foundation is going to do with the $100k, to accompany a press release that will encourage other people to contribute to these programs.

Operational update – June 2018

The ED was out of office for 3 weeks since the last board meeting.

The $5m Opex plan for 2018 has been permanently shelved as none of the original commitment was received from funders, no board members made funding commitments or funding introductions for this plan.

State regulators approved a new power rate structure on July 12 for one upstate utility (Massena municipal utility) that will allow miners interested in running operations there to negotiate contracts that will be reviewed individually. The Foundation has not yet heard from any miners regarding our request to hear from operators in NY state, so that we could better support their interests.

The board heard from Llew about the fact that there were a number of different trademarks that have been registered which include the term “bitcoin” with and without a disclaimer that allows the use of the generic term “bitcoin” within the class where the mark was registered. More recently, there is a pending US trademark “Beasts of Bitcoin” that does not include a disclaimer allowing generic use of the term in the class of registration. US counsel has proposed that the Foundation appoint a trademark lawyer to oppose this pending trademark application at an estimated cost of $8,000 (if the request to add the disclaimer is uncontested) and $50,000 (if the request is contested). The board agreed that it would uneconomical for the Foundation to oppose all new bitcoin trademarks and may not be able to do anything to nullify currently registered marks. The board further believes that it would be unlikely that a court would find that a trademark in any class would be enforced against the generic bitcoin term. Accordingly, the board agreed not to proceed with opposing either the trademark application “Beasts of Bitcoin” or any other trademark applications containing the generic term “bitcoin” in future.

The ED attended and spoke at TokenMarket 2018 (June 28-29) in Gibraltar.

Director appointments

Llew explained the process that the nominations committee would follow in order to propose new board appointments – strategic candidates would be sourced by the nominations committee from internal & external suggestions, shortlisted by the committee and proposed to the board for a final vote. There was no need for strategic board appointments to be elected by members, in terms of the revised board terms of reference adopted in May 2018.

Llew further spoke about the challenges with all current board members having exceeded their 2-year terms, aside from Bruce. Llew asked how the board could ensure continuity and not create massive disruption to operations by having to elect an (almost) completely new board? Brock suggested that we look at filling strategic board appointments first, then look to elections in the next 6 months for 2 elected seats, another 12 months later, elections for the other 3 elected board seats.

Brock suggested that we consider appointing Akon, Patrick Byrne and female candidates to the vacant board seats. Brock further suggested that we look at SHEOS (a female EOS block producer) for possible female board candidates for board and perhaps also to Blythe Masters or Meltem Demirrors. Brock agreed to discuss the board position with Meltem to see if she’s interested after Llew & Michael have discussed with Bruce on the nominations committee.

Michael agreed with first doing the strategic appointments & that board appointments should follow 2 election cycles as suggested by Brock. Michael said he was going to propose Pamela Morgan to the nominations committee.

Other matters

Brock suggested that the Philippines was going to be large market for cryptocurrencies in the near term and that the Foundation should look at specific markets to explore our role in financial inclusion via cryptocurrency.

 

There being no further matters to discuss, the meeting was adjourned.

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07.17.18 Minutes of Regular Meeting of the Board of Directors of The Bitcoin Foundation