The following are the minutes of a meeting of the Board of Directors (the “Board”) of Open Infra Foundation, a Delaware corporation (the “Foundation”) at the above time pursuant to notice duly given to all directors. The following directors were present by phone for all or part of the meeting:
Ryan Van Wyk
Also present for some or all of the meeting was Jonathan Bryce, Mark Collier, Thierry Carrez, Wes Wilson and Allison Price of the Foundation. Ms. Kreger called the meeting to order and provided an overview of the agenda. She also served as Chairman and asked Mr. Radcliffe to act as Secretary of the meeting and record the minutes.
Ms. Kreger presented the minutes from the January 25, 2022 Board meeting. Upon a motion duly made and seconded, the following resolution was unanimously approved by the Board:
RESOLVED, that minutes of the Board meeting on January 25, 2022 attached as Exhibit A is approved.
Ms. Kreger discussed the potential schedule for the remaining Board meetings during 2022.
Mr. Bryce, Collier and Carrez discussed the need for a method to more directly fund projects and how to implement it. A Board discussion followed. Upon a motion duly made and seconded, the following resolutions were unanimously approved by the Board:
WHEREAS, it is in the best interest of the Foundation to establish one or more Series Limited Liability Companies which are controlled by the Foundation;
RESOLVED, that the Board approves the incorporation of one or more Series Limited Liability Companies which are controlled by the Foundation and with terms determined by the Executive Director or his designee.
Ms. Price summarized staffing updates.
Ms. Marrich summarized the status of the work by the Diversity and Inclusion Working Group.
There being no further business before the Board and upon motion duly made and seconded, the meeting was then adjourned at 9 am PST.
Secretary of the Meeting
January 25, 2022 Minutes