PSF Board Processes

This page describes a few processes we have in place for the working of the board.

Selection of Officers

The officers of the corporation shall consist of a President, a Secretary and a Treasurer, each of whom shall be elected by the Board of Directors. A Chairperson of the Board, one or more Vice Chairs, one or more Vice Presidents, and such other officers and assistant officers and agents as may be deemed necessary may be elected or appointed by the Board of Directors from time to time. Any two (2) or more offices may be held by the same person, except the offices of President and Secretary.

Yearly, the board should appoint new officers. Below is the list of officer positions (as of June 2014). Not all positions are mandatory. The board should examine this yearly based on the staff that has been hired and decide which positions they deem necessary. At the first board meeting, these positions are voted on.

Voting Process

Motions can be put to a vote by any board member.

The standard procedure for the last few years has been to:

  1. suggest a resolution
  2. put it up for discussion (on the board list)
  3. sort out any amendments (on the board list)
  4. put the final resolution text on the meeting agenda (this can only be done by the secretary, board directors should not put up resolutions for voting) (see BoardAgenda)

  5. vote on it either by email or in the next meeting

The voting itself (in step 5) is normally run by our secretary or the chairperson.

Voting messages used in the meetings and for email votes:

Results are displayed in the format: number-of-aye-votes/number-of-nay-votes/number-of-abstain-votes. Examples:

Board Meetings

The meetings have been held traditionally every month.

The agenda for the resp. next board meeting is managed on the PSF Board Agenda Page and also on the GitHub project page.

Discussions during Board Meetings

Each item on the agenda should be handled as follows:

Voting Procedure during Board Meetings

Motions can be put to a vote by any board member. They are normally taken from the agenda.


Email Voting

Expedited votes may be conducted via email. However, passage of a motion outside of the scheduled meetings requires unanimity of the Directors as a constraint of Delaware Corporate Law. From time to time, the Board has used this mechanism to decide non-contentious matters that need to be acted on quickly.

Getting a motion on the agenda

This should be posted to the psf-board list and added to the PSF Board Agenda Page.

The format is rather simple (please see the Board Agenda page for lots of examples):

It is usual to put a short explanatory paragraph before the motion so directors understand why they are addressing this business.

In general, the proposals should be circulated and discussed on the board mailing list before the meeting, so that discussions at the meeting are kept to a minimum.

It is not good practice to bring up agenda items on the day of the meeting, since not all directors will always be able to attend meetings and some may not see the email proposing the resolution.

Putting draft minutes on the wiki

Process for creating new minute pages:

Getting new software installed

If you need help getting or downloading any software/access, contact our staff either via Slack or

Work Group Reports

The board requires monthly reports from all committees and workgroups in order to better oversee the actions implemented by the committees and their progress on assigned tasks.

Please send the reports to no later than a day before the next board meeting when reports are due. Due dates for reports can be found on thePSF Board Agenda Page. We solicit reports from directors, staff and work groups every month.

Board/processes (last edited 2021-07-01 18:59:16 by EwaJodlowska)

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