Board materials

Board of Directors Manual and Best Practices

Table of Contents

Section I: Dryad, the Board of Directors, and Membership  

1. Dryad
2. The Board of Directors
3. Dryad Membership
4. Membership Policy
5. Membership Agreement

Section II: Being a Board Member

1. Basic Responsibilities of Nonprofit Boards
2. Dryad Board Operations
3. Board Member Qualifications
4. Roles and Responsibilities of Board Members and the Board Chairperson
5. Bringing Positive Energy into the Boardroom

Section III: By‐laws and Operating Rules

1. Bylaws
2. Proposed Changes to Bylaws - May, 2013
3. How the Agenda for a BOD Meeting is Created

Section IV: Board Standing Committees

1. Finance
2. Governance

Section V. Staff and Organizational chart

1. Senior Staff Listing
2. Current Board
3. Organization Chart

Section VI: Policies Pertaining to the Board

1. Conflicts of Interest and Code of Conduct
2. Directors and Officers Insurance Policy Coverage
3. Travel/Meeting Expense Reimbursements (Travel to Board meetings is eligible for reimbursement by Dryad)
   1. Dryad/NESCENT travel Guidelines
   2. Reimbursement forms

Section VII. Policy Statements

1. Diversity Policy (to be considered)
2. Document retention polciy (coming)
3. Others …
4. Repository policies
   1. Terms of Service
   2. Content Policy
   3. Privacy Policy (coming)
   4. Preservation Policy (coming)

Section VIII.Working with the Board

1. Annual Calendar
2. Website http://datadryad.org
3. Wiki http://wiki.datadryad.org/: open resource containing documentation, publicity material, technical release history, publication lists, presentations, etc.; only meeting notes and participant info are private.
4. Trello https://trello.com/datadryad: system used to set development priorities; tasks are described and progress is documented; all Trello boards are publicly visible; anyone can comment on a Trello card or "vote" for that card to be completed sooner.
5. Dryad blog http://blog.datadryad.org/
6. Conference calling information
7. Google Drive folder: active Dryad Board documents are shared here, accessible only to Board members and Dryad staff.
8. Mailing lists
   • Lists that require an invitation to join:
     • Board of Directors mailing list (includes all active Board members, plus Laura W., Peggy S.), address: dryad-bod@nescent.org
     • Dryad Board Finance Committee, address: Dryad-bodFIN@nescent.org
     • Dryad Board Governance Committee, address: Dryad-bodGOV@nescent.org
   • Lists that are open to the public:
     • Dryad users and community
       • Basic list for end-users and interested parties to discuss issues surrounding the repository; moderated.
       • address: users@datadryad.org
       • subscriptions: http://list.datadryad.org
     • Dryad announcements
       • list for announcements only
       • address: dryad-announcement@nescent.org
       • subscriptions: https://lists.nescent.org/mailman/admindb/dryad-announcement
     • Dryad developer community
       • More technical, for communication among the various groups developing pieces of the Dryad ecosystem; curator weekly reports are posted to this list.
       • address: dryad-dev@googlegroups.com
       • subscriptions: http://groups.google.com/group/dryad-dev
   Appendices
   1. Key Legal Forms for Dryad
   1. Dryad Bylaws, as adopted by the Board of Directors, July 23, 2012.
   2. Articles of Incorporation
   3. Application for tax-exemption
   4. IRS Determination Letter
   2. Past Board Meetings, former Board Members
      1. 2012 spring teleconference, June 8, 2012.
      2. July 2012 meeting minutes
      3. November 2012 meeting minutes
      4. Board of Directors
   3. Dryad Strategic Plan
   4. Business Plan and Sustainability
   5. Risk Mitigation