2004-11-09

This is the proposed agenda for the November 9th, 2004 Board meeting to be held at 19:00 UTC in #spi on irc.spi-inc.org.

Opening
Roll call
1. Bruce Perens has sent regrets
President's update (John Goerzen)
Treasurer's report (Jimmy Kaplowitz)
Outstanding minutes (David Graham)
1. October 5th, 2004
Resolution 2004-10-15.iwj.1: Efficient Board Meetings (Ian Jackson)
- Amendment 2004-10-18.dbg.1 (David Graham)
Resolution 2004-10-15.dbg.1: Non-meeting voting (David Graham)
Resolution 2004-10-16.dbg.1: Committee Framework (David Graham)
Resolution 2004-10-28.dbg.1: Treasurer's Budget (David Graham)
~~Resolution 2004-11-08.iwj.1: GNUstep as Associated Project (Ian Jackson) -- deferred~~
~~New project request: OpenC++ (unclaimed) -- deferred until response received~~
Web site updates (David Graham)
- Several updates are outstanding
Next meeting: December 7th, 2004 (John Goerzen)

Resolutions

Amendment 2004-10-18.dbg.1:

Sections A, B, and C are stricken from Resolution 2004-10-15.iwj.1. The
Section D header is removed. Paragraph 16 is renumbered to paragraph 1 and
read as follows

1. "Resolution 2003-09-01.iwj.1: Efficient Board Meetings" is cancelled.

Thus the entire resolution shall read:

Resolution 2004-10-15.iwj.1: Efficient Board Meetings

1. "Resolution 2003-09-01.iwj.1: Efficient Board Meetings" is cancelled.

2004-10-15.iwj.1 Efficient Board Meetings

A. WHEREAS

1.  It is important that board meetings, which require simultaneous
    presence of a quorum of the board, be short.

2.  IRC discussions provide less easily read archives of discussions
    than email archives, and require substantial efforts at redaction
    to produce minutes.

3.  IRC discussions are less accessible to people who are not available
    at the time of the meeting than email.

4.  IRC discussions are more prone to misunderstandings, accidental
    offence, and personality clashes, than email.

5.  On-line board meetings via IRC are a poor medium for
    discussion for the reasons given above.

6.  Board members should give due consideration to proposed decisions,
    and reports, presented to the board.

B. IT IS RESOLVED THAT

7.  Discussion at on-line real-time Board meetings of Software in the
    Public Interest shall be limited to the minimum necessary, by the
    specific measures below, and by the active cooperation of the Board
    and others during the meeting.

8.  The Board aims to be able, during the meeting itself, merely to
    approve or decline proposals already worked out in detail in
    advance.

9.  Issues (other than short fixed routine items such as apologies) for
    consideration by the Board at its next meeting shall be notified to
    the Board, to the Secretary, and if confidentiality is not required
    to the Members, at least 7 days in advance of the relevant Board
    meeting.  Such notification shall include the text of any report to
    the Board, or a draft of any proposed resolution by the Board, as
    relevant.

10. The Secretary shall include on the agenda of the meeting those
    items which were notified in time, as described above.  Items
    arising and notified less than one week ahead of the meeting will
    be postponed until the next subsequent meeting.  However, if the
    Secretary believes that it is necessary to consider an item
    immediately, for example because it is urgent, it may still appear
    on the agenda with less than 7 days' notice.

11. During the 7 days prior to the meeting, Board members shall
    consider and discuss the agenda items as notified.  Just as Board
    members should attend Board meetings, as part of their duties as a
    Board member they have a responsibility to participate actively in
    the Board's email deliberations.  A board member who wishes to
    raise an issue regarding an agenda item should do so as soon as
    possible, and in any case aim to do so within 48 hours of the
    notification.

12. Where a formal report is to be made to the Board, but no specific
    resolution is envisaged, the usual formal action to be taken by
    the Board during the meeting will be to vote whether to accept the
    report.  The person making the report should avoid elaborating on
    the report during the meeting; any questions or updates should
    have been dealt with by email during the preceding week.

13. The meeting chair shall be responsible for enforcing the rules
    above.

14. The above rules may in any case be deviated from in case of
    necessity, such as external deadlines, emergencies etc.

C. IT IS FURTHER RESOLVED THAT

15. Guests will not be asked to state their name during the meeting.
    Instead, the Secretary shall start logging the channel 15 minutes
    before the meeting, and guests will be asked to state their name
    during that period, or when they arrive if they arrive later.

D. SUPERCESSION

16. This resolution supersedes and replaces 2003-09-01.iwj.1
    `Efficient Board Meetings'.

Resolution 2004-10-15.dbg.1: Non-meeting voting

This resolution supersedes 2001-11-26.iwj.1

1. WHEREAS SPI board meetings take place electronically using IRC;

2. and WHEREAS not all meeting business can take place using any single
medium;

The Board of Directors of SPI resolves that:

3. Any motion or resolution may be voted on by the board of directors as
per the following procedure:

 i. All board members must be notified of the vote by means of, at
  minimum, an electronic mail being sent to the board mailing list;

 ii. Non-meeting vote announcements must contain the following
  information:

  1. The subject of the vote
  2. The content of the motion or resolution
  3. The date and time the vote opens
  4. The date and time the vote closes

 iii. In order for any motion or resolution to pass outside of a meeting,
  a majority of board members must vote in favour;

 iv. The authenticity of every vote must be ascertained by the Secretary,
  or a designated member of the board;

 v. No vote may be open for less than five days (120 hours), unless the
  motion or resolution has been defeated;

4. No matter shall be put to a vote which has not been put forth for
discussion for a minimum of two days (48 hours);

5. Any board member may call a non-meeting vote;

6. No resolution or motion may be passed outside of a meeting if the Board
of Directors does not have the minimum membership required by the By-Laws
of this organisation without the affirmative vote of every board member;

7. Any resolution or motion passed under the terms of this resolution
shall have the same force and effect as if passed during a board meeting.

Resolution 2004-10-16.dbg.1: Committee Framework

1. WHEREAS, the day to day of the operations of a large organisation are
better managed by committees with Board oversight;

2. and WHEREAS, SPI's By-laws mandates the creation of some specific
committees;

3. and WHEREAS, SPI's Board may create committees as it sees fit;

4. and WHEREAS, all SPI committees must remain accountable to the Board of
Directors, and by extension to the Membership of this organisation;

5. and WHEREAS, Article 10 of the By-laws outline rules governing
committees;

The Board hereby resolves that:

6. Every committee shall report to the Board of Directors a minimum of
once per year on their work, membership, and status. The committee's
annual report shall be submitted to the Board at least one month prior to
the Annual Meeting, so as to be included in the President's Annual Report;

7. Committee membership shall be administered as follows, though a
committee charter may specify alternatives for any of these rules:

  i. The Board shall assign the initial membership of the committee
  ii. The membership of the committee shall select an initial chair
  iii. The chair shall be responsible for all future committee membership
    appointments
  iv. The committee shall elect the chair annually following the Annual
    Meeting
  v. Any committee may dismiss any member of the committee by a majority
    vote of the committee
  vi. The Board may replace any member of the committee at any time
  vii. Membership in all committees shall be between four (4) and sixteen
    (16) members and may be adjusted by either the Board or the committee
    chair;
  ix. Committees may select officers other than a chair at their
    discretion;

8. The Board Secretary shall maintain an up-to-date list of all
committees, their memberships, and their charters and related resolutions
on the corporate website, and the chairs of all committees shall ensure
that the Board Secretary's list is up to date.

Resolution 2004-10-28.dbg.1: Treasurer's Budget

1. WHEREAS the Treasurer may require an allocation of money with which to
perform his duties;

The Board of Directors hereby resolves that:

2. The Treasurer shall be allocated a budget not to exceed $100 per month
to perform his duties;

3. All money spent by the Treasurer is counted against this budget in the
month in which it is spent, regardless of when it is reimbursed to the
Treasurer;

4. The Treasurer may choose to reimburse other people for expenses
incurred in assisting the Treasurer in his duties;

5. The Treasurer shall be under no obligation to spend this money;

6. Unspent monies from one month shall not carry over to the next month;

7. Money spent under the terms of this budget may only be spent in such a
way as to assist the Treasurer in his duties as the Treasurer;

8. This budget takes effect on the date of the passage of this resolution
and is effective for one year.

9. This budget may be renewed by the board of directors annually, if a
report on the previous year's expenditures and reimbursements has been
presented and is to the satisfaction of the Board.

Resolution 2004-11-08.iwj.1: GNUstep as Associated Project

WHEREAS

1. GNUstep is a substantial and significant Free Software project.

2. The GNUstep developers would like SPI to take donations for
   purposes related to GNUstep.

THE SPI BOARD RESOLVES THAT

3. GNUstep is formally invited to become an SPI Associated Project,
   according to the SPI Framework for Associated Projects,
   SPI Resolution 1998-11-16.iwj.1-amended-2004-08-10.iwj.1,
   a copy of which can be found at
   http://lists.spi-inc.org/pipermail/spi-announce/2004/000091.html

4. The GNUstep maintainer, Adam Fedor, is recognised by SPI as the
   current authoritative decisionmaker in the GNUstep project.

5. This invitation will lapse, if not accepted, 60 days after it
   is approved by the SPI Board.

Ian.

OpenC++ as associated project

Hello,

My name is Grzegorz Jakacki, I am a team leader of OpenC++ software project
(opencxx.sourceforge.net). OpenC++ is a mature open-source C++ program
transformation framework, distributed under non-copyleft open-source
license.

I am writing to solicit information about possibility of winning support of
Software in Public Interest for OpenC++.

Recently I worked together with Stefan Seefeld who is a project leader of
Synopsis, a project hosted at SPI. Synopsis is in part based on OpenC++, and
recently Stefan and myself came to conclusion that the common part of those two
could and should be factored out and extended into reusable library, nicknamed
OpenC++ Core.

As Synopsis is hosted at SPI it would help if OpenC++ Core could be hosted here
too. Thus my question is how should OpenC++ Core project apply for hosting at
SPI, what information should it provide to support application, and what is an
expected timeframe for SPI to decide on this matter.

Thank you
Grzegorz