THE SHUTTLEWORTH FOUNDATION TRUST (the “Trust”)

MINUTES OF A MEETING OF THE DIRECTORS OF ORBITAL ADMINISTRATION LIMITED (the “Company”) IN ITS CAPACITY AS TRUSTEE HELD AT ONE CIRCULAR ROAD, DOUGLAS, ISLE OF MAN ON 7 MARCH 2012 AT 11.00hrs

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PRESENT:

L V Ferns – representing Lumbro Nominees (Jersey) Limited

H J Greig – representing Lumbro Nominees (Jersey) Limited

R Prosser (by telephone)

IN ATTENDANCE:

H Turvey (by telephone)

K Gabriels (by telephone)

M Shuttleworth (by telephone)

S Kirkman (by telephone)

A Deisveld (by telephone)

CHAIRMAN:

Mr Ferns acted as Chairman of the meeting and recorded the minutes.

QUORUM:

The Chairman noted that as a quorum of directors was present agreeing to accept short notice of the meeting and its purpose, the meeting be deemed to be duly convened and constituted.

BUDGET OVERVIEW:

It was noted that each participant to the meeting had been provided with copies of the Financial Statements for the year ending 2011 along with the approved Budgets for 2012, copies of which are attached hereto and deemed to form part of these Minutes as if set out herein at length.

Ms Gabriels (“KG”) reported that it had been anticipated that the Trust would receive a 30% stake in the Siyavula SA Pty project. It was however noted that Mark Honer’s Fellowship had come to and end and that he was actively seeking (and almost secured) external funding and as a consequence the Trust’s holding in Siyavula SA Pty project would now only be in the region of 22.5%.

KG then discussed in general terms the budget. It was noted that the new operating model had now been working for two years and that savings had been made at the entity line. It was further noted that the Isle of Man entity absorbed the majority of the costs as Fellows were contracted through this entity.

KG also noted that there would going forward be extra costs associated with the Principe project.

KG then noted that the 2011 spend was only 57% of the budget and that only nine flash grants had been awarded which was a somewhat lower figure than had been initially expected.

FELLOWS:

Mrs Turvey (“HT”) provided an update and overview of all the Fellows and their work to date, full details of which can be located on the Shuttleworth Foundation website and wiki, with certain information on the public site and the Fellows personal blogs.

HT commented that a review was going to be undertaken to establish the spending pattern of a Fellow on a three year cycle. KG noted that Fellow contributions could vary depending on whether or not they were on the March or September intake cycle.

HT noted that Mark Horner had had a good last six months and had gained traction with the South African Department of Education who had printed 1.8m openly licensed text books. Mr Shuttleworth (“MS”) asked if there were any other countries doing this and HT said whilst there are pockets of activity, no country has. Mr Greig (“JG”) then asked what the plan for sustainability for Siyavula was. HT responded that in conjunction with the Department of Education there would be links in books to charge for ancillary services.

HT then noted that Rufus Pollock now had between thirty and fifty deployments of which Rufus ran thirty. HT also noted that the project was part of a European Commission bid which was successful and will be managed by Rufus.

HT then noted the work of Gavin Weale who joined last March. Gavin had produced a Youth magazine which was being distributed by young people for young people and that 80% of the costs for the first magazine had been covered through advertising. Gavin had applied for a second year fellowship which had been agreed.

HT reported that Phillip Schmidt was experimenting with a more disruptive in methodology – challenge based learning. There are also more schools, including the very popular School of data, and P2PU were on track to be a product the big change is that it is a lab and a methodology working with rather than for organisations.

HT reported on the activities of Kabir Bavikatte, who has just left the Fellowship programme. Since BCP’s were recognised by WIPO in 2010, SA, Namibia, India, Malaysia and Bhutan have adopted (or are in the process of being ratified) them in national law. 13 BCP’s have been completed and implemented and a further 14 are in progress, the idea has now gone viral, there are a lot of communities developing BCPs but calling them by other names.

HT then reported on Kathi Fletcher who was working on fostering an ecosystem of innovative tools. Her second year grant had been awarded and she managed to bring together over fifty people for free to sprint with her recently which was an amazing achievement.

HT noted that Arthur Attwell, who had been in the programme for 3 months to year end has moved his project forward with a prototype of site, rights agreements drawn up and is in negotiation with copy shops and large copy chains. He also has a large body of content uploaded.

HT reported that Paul Gardner-Stephen has advanced his technology and has been working with the New Zealand Red Cross to test in a disaster situation.

HT noted that François Grey also left the programme in September and have re-evaluated the long term strategy, have gained further funding and are continuing.

HT then spoke about new Fellows. Catharina Maracke is taking over the Harmony project which was looking at how people contribute to bigger projects in software and music and Marcin Jakubowski who drives the Open Source Ecology project, building a civilisation starter kit.

HT then touched on the Exposure and Learnings and noted that the calibre of applications was improving and that a NASA scientist wanted to partner with the Foundation which was a very encouraging sign.

JG asked how HT would interact with the Principe project as she does with the existing Fellows. HK noted that the talent in Principe was at the moment lacking and that existing Fellows may be brought into the project to help. The premise of the Foundation is to drive new ideas, and the island on Principe needs to build consensus, so we will need a fundamentally different approach.

MS wanted to thank HT and the team for their efforts to date.

ANY OTHER

BUSINESS:

There being no further business, the Chairman declared the meeting closed.

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CHAIRMAN DATE