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:
Allison Randal
Amy Marrich
Eoghan Glynn
Ghanshyam Mann
Julia Kreger
Mohammed Naser
Phil Robb
Ryan Van Wyk
Shuquan Huang
Tytus Kurek
Xiangyu Li
Xu Wang
Also present for some or all of the meeting were Jonathan Bryce, Mark Collier, Wes
Wilson and Allison Price of the Foundation. Mr. Bryce called the meeting to order and
asked Mr. Stevenson to act as Secretary of the meeting and record the minutes.
Mr. Bryce discussed the process for electing a new Board Chair and Vice Chairs.
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 appoint new Chairs and Vice Chairs;
RESOLVED, that the Board appoints Julia Kreger as Chair of the Board to serve until the earlier of the person giving notice of resignation, the person ceasing to be a member of the Board, or the election by the Board of a new Chair;
RESOLVED, that the Board appoints Allison Randal and Amy Marich as Vice
Chairs of the Board to serve until the earlier of the person's resignation, the person
ceasing to be a member of the Board or the election by the Board of new Vice Chairs.
Following approval of the resolutions, Ms. Kreger assumed the role of Chair.
Ms. Kreger presented the minutes from the December 5, 2023 Board meeting.
Upon a motion duly made and seconded, the following resolution was approved by the
Board (with Mr. Naser abstaining):
RESOLVED, that minutes of the Board meeting on December 5, 2023 attached
as Exhibit A is approved.
Ms. Kreger described the Foundation policies relevant to the Board, including the
Antitrust Policy, Code of Conduct and Transparency Policy. She also described certain
other Board procedures and communication channels.
Ms. Kreger discussed the proposed dates for 2024 Board meetings and
proposed rotating the times for such meetings as was done in 2023. Dates proposed
for the meetings were:
o March 5th
o April 2nd
o May 7th
o June 4th
o July 2nd
o August 6th
o September 3rd
o October 8th
o November 12th
o December 10th
Proposed rotating times for these meetings were: 0500-0700 UTC, 1500-1700 UTC,
2100-2300 UTC. The Board members will coordinate online to finalize the dates and
times.
Mr. Carrez presented the Platinum/Gold Member survey results and the
approved budget for 2024.
Ms. Price provided an update on upcoming events, including plans for the
OpenInfra Asia Summit and OpenInfra Days.
The Board entered into executive session.
There being no further business before the Board and upon motion duly made
and seconded, the meeting was then adjourned at 9 am PST.
Respectfully submitted,
Chris Stevenson
Secretary of the Meeting
Exhibit A:
December 5, 2023 Minutes