Minutes of the Board of Directors Meeting -- December 15, 2003

22 March 2004

Present:

Robin Broad
Andrea Durbin
Jonathon Fox, Chair
Marianne Ginsburg
Manish Bapna (ex-officio)

Minute Taker: Bruce Jenkins

1. Call to Order: Board Chair Jonathan Fox called the meeting to order at 1:45pm. The meeting took place at 733 15th St, NW, Washington, DC 20005.

2. Approval of Minutes: The Directors approved the minutes of the Board of Directors meeting of September 16, 2003.

3. Financial Management: Mr. Bapna presented the financial statements and reviewed the current financial position of the organization. The Directors reviewed the organization’s revenues for 2003 and noted progress in securing critical grant income over the last quarter. The organization met its revenue projections but it was noted that on the year the organization had utilized significant reserve funds to cover operating expenses. The Directors asked Manish to review projected 2004 income and looked forward to reviewing the 2004 budget at the next Board meeting scheduled for February.

4. Approval of 2002 Audited Statements: The Directors discussed and approved the 2002 audited financial statements. The Directors also discussed the management letter that accompanied the 2002 audited statements. The Board requested a progress report on the status of completing the outstanding items mentioned in the management letter.

5. Web posting of Board meeting minutes: The Directors approved a motion to affirm the organization’s commitment to openness and access to information as a guiding principle of the organization. In that regard, the Directors requested that that minutes of Board meetings be posted on the organization’s website, commencing with the December 15, 2003, meeting. The Director’s requested that the organization seek clarification on matters that require non-disclosure.

6. Appreciation to Richard Bissell: The Board acknowledged Richard Bissell’s dedicated service to the organization. Mr. Bissell resigned his position on the Board on November 22, 2003. Among Mr. Bissell’s many notable contributions to BIC and the broader NGO community, he provided needed strategic insight and guidance to the organization as it expanded its operations and contacts with civil society groups in countries around the world. Mr. Bissell also helped the organization strengthen its focus on promoting greater accountability—especially independent inspection mechanisms—at the multilateral development banks. The Directors thanked Mr. Bissell for his generous service and wish him well in his next endeavors.

7. Board Development: The Directors expressed strong interest to move expeditiously to fill the vacancy caused by Mr. Bissell’s departure as well as to add one more new Board member in the near-term. The Directors discussed general criteria for recruiting new members and requested that Mr. Bapna hold exploratory conversations with a few potential candidates and to report back at the next Directors’ meeting.

8: Strategic Planning: Mr. Bapna briefed the Directors on the status of BIC’s strategic planning process. Mr. Bapna prepared and circulated a note on strategic planning that has been discussed and developed by BIC staff. The Directors endorsed the general direction of the plan and stated that they would like to be engaged in the process. The Directors specifically noted that it would be important to focus on a key subset of priority topics from the questions and issues that were raised in the concept note.

Adjournment: The chair adjourned the meeting at 3:00pm.