Onboarding Guide for Directors

[williamkapke]

A handbook for new Directors!

Most Foundations/Associations have one of theses and we're finally getting around to creating one for us. It helps guide new board members in the roles and responsibilities of a Director of the Board.

SO- @nodejs/members... please read this over and see if we made any spelling or grammar errors. Since this spells out many legal responsibilities- we probably can't change too much structurally since it is governed by state (maybe Federal too?) law.

We're striving to treat documents like this like any other contribution... so give us your NITs or LGTMs. Once we're good- the Board will put the stamp of approval on it.

[williamkapke]

Good thinking @mhdawson! Seems like a good list of docs to include when I/we update the README.

[stevemao]

Is there a reason to put two spaces after a full stop "."?

[williamkapke]

@stevemao ... 😱 No reason for that nonsense at all! Another great catch. They have been eliminated.

[jasnell]

Overall a great start. I'd like to see it refactored to avoid use of you throughout and it definitely needs more of a general background of the separation between Board / Management / TSC so that the responsibilities of the Board are more clearly delineated. Great to see this.

[rvagg]

@nodejs/tsc may want to think about how the TSC could be worked in to this doc. At the moment it's not mentioned and the intention of "TSC independence" is not to completely split it off, there does need to be a relationship with the TSC that extends beyond just having a director seat.

The CC could similarly be worked in here I think.

There's also no mention of sub-committees, probably worth at least mentioning legal and finance, particularly legal and the requirement to have an associated counsel if you want to be part of it.

[mikeal]

@rvagg I think the role of the TSC, along with several of the other comments here, should be worked into a supplemental document that outlines the basic foundation structure. This document is more about conduct, responsibilities and fiduciary duties of board members.

A better explanation of the foundation structure and where the TSC fits in would be much more useful widely, beyond just board directors or potential board directors, lots of people want to have a better understanding of the foundation structure but may not care about the specific duties of directors to the degree this document lays them out.

[rvagg]

@mikeal good call - a "Foundation Structure" doc and a "TSC Primer" (or some other name) might be good. We can delegate the TSC bit to the TSC itself, task them with coming up with something that explains what the TSC is and does, what happens in the technical group and anything else that might be relevant to bring new board members up to speed.

[hackygolucky]

@williamkapke was this approved via resolution? If so, we can have @mrhinkle +1 it.

[williamkapke]

Yes it is ready to go 👍