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Board Meeting 2015-08-08

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Notice of meeting: 6 August 2015
Location: Montojo St, Tejeros, Makati City, PH
Time:

Agenda

  1. Call to order
  2. Determination of a Quorum
  3. Reading and Approval of Minutes of the last Board Meeting
  4. Reading and Approval of the Agenda
  5. Resignation of President
  6. Election of New President
  7. Resignation of Vice Chairman
  8. Election of New Vice Chairman
  9. Wikimania 2015
  10. Annual Program Plan 2015 Grant
  11. Other Matters
  12. Adjournment

Attendance

Minutes

Call to order
Validation of quorum
Agenda


Resignation of President
On June 28, 2015 Juan Bautista Alegre was elected by the incoming Board of Trustees to be President of Wikimedia Philippines for term July 1, 2015 to July 1, 2016. However, on July 1, 2015 while on a personal trip overseas, Mr. Alegre submitted a courtesy resignation due to health concerns. By a vote of 8–0, 1 abstention (Juan Bautista Alegre), the Board agreed to accept Juan Bautista Alegre's resignation as President and to clear him of any liability pursuant to Sec. 5, Art. V of the Bylaws.
Election of new President
With the position of the President now vacant, the Chair opened the nomination for the election of a new President of Wikimedia Philippines to serve for the unexpired term.
Resignation of Board Vice Chair
Joshua Lim opted to resign as Vice Chair of the Board to prevent himself to act as Chair in absence of Eugene Villar in observance of the separation of roles of the President and Chair. By a vote of 8–0, 1 abstention (Joshua Lim), the Board agreed to accept Joshua Lim's resignation as Vice Chair and to clear him of any liability pursuant to Sec. 5, Art. V of the Bylaws.
Election of new Board Vice Chair
With the position of the Vice Chair now vacant, the Chair opened the nomination for the election of a new Vice Chair of the Board to serve for the unexpired term.
Bank information update
In view of the foregoing, the following resolution was consequently adopted:

RESOLVED, that the Corporation be, as it is hereby, authorized to enter into transaction and/or avail of products or facilities of, or brokered by, or through the intermediation of Bank of the Philippine Islands, or any of its branches, affiliates, and wholly/partly owned subsidiaries (hereinafter individually or collectively referred to as “BPI” for the purpose of these resolutions), including but not limited to, deposit accounts (including phone/electronic/Internet banking facilities), cash management services, and similar transactions as the Corporation may deem reasonable, beneficial and in the furtherance of the interest of the Corporation;

RESOLVED, that the Treasurer and President/Vice President of the Corporation be, as they are hereby, authorized to sign, for and in behalf of the Corporation any documents, papers, instruments, checks, withdrawal slips, debit and credit instructions, fund transfer instructions, check encashment/endorsement, forms, agreements, or contracts as may be appropriate and/or required for the implementation of the foregoing powers/transactions, authorized above;

Position Name of Incumbent Officer Signature
Treasurer Jose Roel G. Balingit
President James Joshua G. Lim
Vice President Emmanuel E. Ramirez, Jr.

RESOLVED, that the Corporate Secretary of the Corporation be authorized, as they are hereby authorized, to submit the updated lists of incumbent officers occupying the abovementioned positions, from time to time;

RESOLVED FURTHER, that in addition to the cited signatories, any one of the following corporate personnel has the authority to inquire on matters pertaining to the corporation’s account, e.g. outstanding balances, as well as the authority to confirm the due issuance of the corporation’s checks, the correctness of all entries thereon, and/or its regularity (vis-à-vis technical validity/deficiencies) of the same and any other related transactions/matters:

Position Name of Incumbent Officer Signature
Treasurer Jose Roel G. Balingit

RESOLVED FURTHERMORE, that the authorized signatories are hereby given authority to submit the updated list of authorized personnel occupying the abovementioned positions whenever applicable and necessary;

RESOLVED FINALLY, that this Resolution shall remain valid, subsisting and enforceable unless subsequently modified, revoked, or superseded by a resolution of the Board of Trustees and a copy of such resolution is actually received by BPI.

Wikimania 2015
Annual program plan 2015 grant
Roel Balingit relayed the topics discussed during the meeting with Alex Wang at the Wikimedia Foundation office in San Francisco. Alex Wang underscored the need to have programs or projects with more impacts...
Other Matters