Annual General Meeting, May 16th, 2001

Attending:

  • Ben Collins
  • Branden Robinson
  • Ean Schuessler
  • Ian Jackson
  • Manoj Srivastava
  • Martin Schulze (Joey)
  • Nils Lohner
  • Scott McNeil
  • Wichert Akkerman

Advisors present:

  • Rob Levin

Agenda:

  1. Appointment of new board members
  2. Appointment of officers (President, VP, Secretary, Treasurer)
  3. Membership (status, deployment)
  4. Fund management / Accounting
  5. Open Source Trademark / Cooperation with OSI
  6. LinuxPPC
  7. Open Projects Network
  8. Discussion of the future of SPI

Recorder: Wichert Akkerman

This board meeting was held using Internet Relay Chat. The meeting was called to order by Joey Schulze shortly after 1800 GMT. Joey opens the meeting

1. Appointment of new board members

Ian asks about background of Scott. Summary: FSG president, VA employed, responsible for slink-and-half, used to be at SuSE. Nils submits a resolution to appoint Ean, Manoj, Scott and Wichert to the board and make Branden and Rob advisors. Votes:

Joey: in favour

Ian: in favour

Nils: in favour

Resolution is accepted by the board, and all 6 accept their new roles. Branden asks what the role of an advisor is. An advisor is described as `advisors to the board are open to bring up matters to the board, and can participate and give input on any board discussion'.

2. Appointment of officers (President, VP, Secretary, Treasurer)

Joey gives a quick summary of the various functions:

  • President
    • Da-Man
    • Calls for board meetings
    • Calls for meetings
    • Final power about board votings
    • Public contact
  • Vice-President
    • Replacement for President
  • Treasurer
    • Maintain the funds
    • Maintain the bank account
    • Provide a public (only within the board!) view of the funds
  • Secretary
    • Announce passed/failed resolutions
    • Keep track of pending resolutions, reminding board members
    • Post resolutions for approval (could be done by pres. as well)
    • Keep track of discussions and demand their results
    • Provide minutes of board meetings
    • Eventually provide minutes/summaries of discussions

Nominations and votes for president are:

Joey: Ean

Nils: Ian, Manoj, Wichert

Wichert: Scott

Joey abstains. Nils is appointed as the new president and accepts.

Nominations and votes for vice president are:

Joey: Ean, Ian, Nils

Wichert: Manoj, Scott

Joey and Wichert abstain. Joey is appointed as the new VP and accepts.

It is mentioned that for the roles of secretary and treasurer it makes sense to have a US resident. Nominations and votes for treasurer are:

Ean: Manoj, Joey,, Nils, Scott, Wichert

Wichert: Ian

Ean abstains, but wins and is appointed as secretary.

Nils nominates Scott for treasurer. There are no other candidates. Ian and Scott abstain. Scott is appointed as treasurer and accepts.

Joey asks Ian if he is interested in staying on the board, which he is. Darren will be asked later since he was not present.

Branden asks what the attendance requirements for board meetings are, Nils replies none are defined.

3. Membership (status, deployment)

Ian and Manoj steps out here due to other obligations. Nils explains the current situation: Craig Small, Martin Michlmayr, and Wichert have been working on getting purcel and the nm.spi-inc.org pages online, and the non-contrib membership is almost 100% working. He posted a few mails about it to spi-general (everyone should subscribe). The plan is to finish the contrib membership process, test it a little, and then open the membership to all Debian developers since they don't need special checks to become contrib members (contributing to debian is enough to qualify them as contrib members). the membership pages will hopefully (if we keep working at this rate) be able to go online in 2-3 weeks. Joey asked if everything that is missing is a technical issue, which is correct. Ean asks if there is a membership committee. Nils replies there is none yet, but we'll need one once we let non-debianers in.

4. Fund management / Accounting

Joey explains the current situation:

SPI gets quite some amount of money. Those who are on the board mailing list or are Debian developers get a rough idea of our funds. However, fund management is not yet active. As a result, the board of directors normally have no clue about the state of our funds which can lead to false assumptions and improper planning. Thus I'd like to discuss how we should continue with this issue. It is my understanding that the bod should be aware of the status and that the most convenient way to achieve this would be a document or a system on the net that contains status of our funds. I would be happy if there was a single text file that contains all relevant data or some https://-website on purcel where we can review the state. I gathered that PostgreSQL and PHP are already running there so this could be done easily. As an example: Most of you should know that there's a second bank account in Europe which we may use to collect and redistribute European/German money, we've got a view to it on https://service.ffis.de/SPI/. It's not quite nice, but it's functional and the BOD can get a status at any time. Additionally, if we get more projects under our umbrella, it gets more and more important to tag the money for specific project if it was earmarked.

Branden strongly suggested seconding this recommendation. Joey asked if he should post the current status of the bank account, and if non-board members should see the default. Ben thought the fund status should be public, and mentioned he remembered non-profit funds are supposed to be public knowledge. Scott said it was a good idea, but wanted to know how often a status would need to be updated. There was a consensus that a monthly update is sufficient. Ben remarked that any transaction over $1000 should be updated real time. Some discussion on the implementation followed, Joey and Scott will work on a proposal and present that later. Wichert mentioned that projects should be able to see the status of funds earmarked for then, but not from other projects. Scott is also in favour of annual reports.

5. Open Source Trademark / Cooperation with OSI

Joey quotes a message from Ean Schuessler:

There are two ways we can go with this Open Source thing. We can turn the domains over to OSI, which I believe is a bad idea for reasons I think I've made relatively clear both in email and in the IRC discussion. Or we can form a committee to solicit assistance from the community and try to turn the domains into a useful tool for insuring that the definition of Free Software stays consistent. I think that protecting the meaning of Free Software (even when it is called Open Source) is well defined in our charter and I think our path of action here should be clear.

Rather than making the resolution into a dissertation or manifesto lets keep matters simple and make a decision. It has been hard enough to get this many months old resolution dredged back up so we can vote on it. A simple rewording in the past stalled action on this issue for almost a year and I think that continued fine tuning of meaning is going to pointlessly stall the process, perhaps once and for all.

Wichert thought that trying to remain in control over opensource is not going to win us anything; the trademark has been lost already and the domain isn't all that useful and using it to control OSI will only be a PR nightmare. Branden suggested turning the domains over, but accompanying it with an open letter decrying OSI's habit of whoring themselves out to any license with enough commercial backing. Ean wanted people to join a new Open Source committee to discuss these issues. His main personal concern is that a fork between the terms Free Software and Open Source is not acceptable. A decision is made to form the OS committee under lead of Ean and let them work on the issue.

6. LinuxPPC

Joey summarizes some mails:

Jeff Carr from LinuxPPC came to us and asked if SPI could be an umbrella organization. They want to split off from the linuxppc company because their goals don't match any longer. In detail Jeff told us: First, about me: I'm the current domain holder of linuxppc.org & linuxppc.com. I've been looking to create a nonprofit to take control of the domains and organization. I'd like to start with atleast transfering the linuxppc.org domain( and trademark? ) More discussions will happen before we decide whether the .com domain should be part of a non-profit also. That is what I would like to do, but there are other people who will weigh in thier opinion first.

I talked with the FSF about having them take the domain, but not everything at linuxppc.org is purely GNU( like the loki games.) So it might be a compromise to thier principles to have a project like this. I thought the SPI might be better because you are already an umbrella nonprofit for several groups. Maybe linuxppc can be the next one?

Nils wanted to know when this initially came up. Joey found an email from September 11 from Jeff about this. There is an interested in proceeding with this. Wichert volunteers to talk with Jeff and work on something more concrete. There is a consensus that the board will discuss this further in email.

7. Open Projects Network

Robin explains:

After some thought last year it seemed to me that OPN should probably become a small non-profit in its own right so we set up a donation system and have received the necessary funds to get a non-profit lawyer started on it, I'm in the process of contacting her the nonprofit will be involved in maintaining OPN and in doing some very "personal" advocacy and outreach for the community

I think the issues of accepting contributions has been resolved for us, but I want to develop and maintain an ongoing relationship with SPI we may want to talk to you about developing and enhancing our relationship with SPI, but our issues are pretty much resolved for the time being

Nils asked what that relationship would consist of. Rob said `at this point, the org is still forming, so the exact nature of the relationship is one we should address as OPN's organization becomes clearer'

8. Discussion of the future of SPI

Joey discusses:

What I'd like to see from SPI is:

  1. Public noticeable organisation who "fights" for Free Software and Open Source (i.e. the OS committee)
  2. Help projects maintain their funds as well as legal problems (e.g. Debian and the crypto/css problem)
  3. Help projects by giving them a way to distribute their work if Sourceforge is not sufficient (like Berlin)
  4. Get members and especially active members who run projects and make the Free Software more visible

Wichert mentioned SPI should nourish free software but other free things (like openhardware) as well. Scott suggests that the topic should be addressed in a short paper from each member. Wichert agreed, and nobody objected.

9. Date for next meeting

The next meeting will be at July 10 18:00 UTC