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2009/05/18: Special meeting of Board. Officers authorized to conduct banking transactions.
2009/06/08: Special meeting of Board. President authorized to hire consultant.
00. A special meeting of the Board took place on 2009/05/18. The purpose of the meeting was to authorize officers to conduct banking transactions. The participating directors were: Jonathan Pool, Director A; Emily Bender, Director B; Christine Evans, Director C; William Lewis, Director D.
01. In accord with section 4.6 of the Bylaws, the President assumed the presidency of the meeting and appointed himself to act as the secretary of the meeting.
02. The President proposed and the Board adopted the following resolution:
The Board adopts the following resolution with respect to the foundation (the Organization) and any financial institution at which it may maintain a banking relationship (the Bank):
It is resolved that the officers now or subsequently holding the positions named below are individually authorized in the name of and on behalf of the Organization, to:
- Establish any banking accounts and services.
- Sign or change in writing any agreement with the Bank regarding the Organization’s banking deposit relationship, including the use of automated teller services.
- Specify in writing to the Bank the individuals who are authorized, in the name of and on behalf of the Organization, to:
- Withdraw funds from any of the Organization’s banking accounts on the Organization’s checks or orders, subject to any multiple signature requirements.
- Individually use an automated teller card to access any of the Organization’s deposit accounts, regardless of any multiple signature requirements otherwise applicable to the accounts.
- Endorse and deliver to the Bank, for any purpose, and in any amount, negotiable or non-negotiable commercial paper of any kind and owned by, or held by, or payable to, the Organization.
- Send, review, and/or authorize wire and electronic transfers of funds from the Organization’s accounts. Such authority may be exercised by such authorized individuals acting alone, regardless of any multiple signature requirements otherwise applicable to the accounts.
- Otherwise access the Organization’s deposit accounts.
This authority may be exercised at such time and on such terms as the Organization’s designated representatives believe proper. This authority will remain in effect until the Bank receives written notice of revocation at the Office where the Organization’s banking relationship is maintained.
- President
- Treasurer
I certify the correctness of the foregoing actions of the Board on 2009/05/18.
Jonathan Pool
Director
00. A special meeting of the Board took place on 2009/06/08. The purpose of the meeting was to authorize the President to hire a consultant. The participating directors were: Jonathan Pool, Director A; Emily Bender, Director B; Christine Evans, Director C; William Lewis, Director D.
01. In accord with section 4.6 of the Bylaws, the President assumed the presidency of the meeting and appointed himself to act as the secretary of the meeting.
02. The President reported on the implementation of the foundation’s current strategy, adopted by the directors in Action 2008/09/23-02, “to dedicate the remaining foundation assets mainly to the continued expansion and enhancement of TransGraph, its conversion into a stable interactive public resource, and its management and promotion.” He said that the implementation had made progress, but that this progress had created a need for some professional help. The database had become large enough (more than 12 million lexemes) to create computational complexity problems, and the growing coverage of the resource had brought it close enough to realistic usability to require expert consultation on API design, human-computation management, marketing, intellectual property, and other strategic and tactical issues. As a next step, he proposed that the foundation hire Quinn Weaver of PostgreSQL Experts, Inc., for an initial review, and recommendations for the further development, of the project, with an emphasis on the design and performance of its database. Weaver had said he found the project interesting and had agreed to charge the foundation, as a nonprofit client, a discounted rate of $100.00 per hour. The contract would provide for a maximum of 20 hours of consulting, with a total cost therefore not to exceed $2,000.00. The President reported that Weaver was available to begin consulting immediately and would involve others in the firm as necessary. For further information the President referred the Board to the following documents:
The Board approved this proposal.
I certify the correctness of the foregoing actions of the Board on 2009/06/08.
Jonathan Pool
Director
I certify that the Board of Utilika Foundation took the actions described in the foregoing Minutes.
Jonathan Pool
President
