Board Meeting, January 7th, 2003

Attending:

  • Branden Robinson
  • Drew Streib
  • Ean Schuessler (presiding)
  • Ian Jackson
  • Manoj Srivastava
  • Wichert Akkerman

Absent with regrets:

  • Martin "Joey" Schulze

Invitees present:

  • Antti-Juhani Kaijanaho (contributing member)
  • Bdale Garbee (contributing member)
  • Bill Allombert (contributing member)
  • Clint Adams (contributing member)
  • David B. Harris (contributing member)
  • David Graham (contributing member)
  • Jimmy Kaplowitz (contributing member)
  • Martin Michlmayr (contributing member)
  • Michael Banck (contributing member)
  • Peter Makholm (contributing member)
  • Peter Palfrader (contributing member)
  • Pierre Machard (contributing member)
  • Rene Engelhard (contributing member)
  • Rune Broberg (contributing member)
  • Scott Dier (contributing member)
  • Tina Gasperson

Agenda:

  1. Report from the treasurer
  2. New board members
  3. Charter for the bylaws committee
  4. Copyright assignment
  5. Next meeting

Recorder: Wichert Akkerman

Report from the treasurer

Branden sent his report to the spi-private mailing-list earlier. Since it contained non-public information such as account balances he could not send it to a public forum. He welcomed any further questions.

Wichert asked if account ownership should be transferred to Branden. Branden answered that he already was owner of all three accounts and that you can have more than one person with signing authority; the real question was whether Nils Lohner's signing authority should be revoked now or later. Wichert suggested that should be done now.

Since the report was mailed minutes shortly before the meeting people had not gotten enough time to properly study the report and could cause a spectrum of discussion it was suggested to have further discussions on the spi-private mailing-list.

Bdale asked if there was a split balance showing Debian's assets right now. Branden said that he did not have one and added why:

because I cannot come up with an answer in any time-frame without some premises decided. SPI has never, to my knowledge, officially adopted a policy of how to divide up the cash in the AXP Cash Management account where almost all of the money is. Previous Treasurers did not leave good enough records for me to know how much is Debian-specific and how much is SPI's. Previous minutes discuss a "5%" rule, and I recommend that interested parties review old minutes for this discussion.

He added that Bdale's input (in his role as Debian project leader) was essential here. Bdale suggested that the board discuss this and determine an answer before the next meeting.

Ian moved that the board thanks Branden and accepts his report. Ean called for votes:

Brandenabstains
Drew in favour
Ean in favour
Ian in favour
Manoj abstains
Wichertin favour

The motion is accepted.

New board members

Wichert asked everyone to read draft resolution 2003-01-06.wta.1 and added:

As discussed in the previous meeting we want add members to the spi board. This resolution explains the method we would like to use to implement that.

Drew asked if the board can choose any way to elect new members. Wichert confirmed that.

Ian thought the time periods in the draft were too short; doubling them would help. Someone could miss out if they are on holiday for a week or happened to be on vacation when the call for votes is sent. Branden replied that would still be true if the period was a month or a year. Ian agreed but said they were less likely to be away for 14 days than 6.

Wichert said the list of candidates would be seeded with people who volunteered earlier. Ian mentioned the resolution did not say that so candidates will have to re-volunteer.

Scott Dieman asked if there was a reason the suggestion to have short position papers on the SPI web-site was not included in this resolution. Wichert replied that that was a technicality and felt that that did not need to be included in the resolution.

Ian also wondered who would be responsible for the organisation, administrative decisions, act as returning officer, etc. Wichert replied that he considered that part of the tasks of the secretary and updated the draft to reflect that.

Ean called for a vote for Ian's proposal to extend the nomination period to 14 days:

Brandenagainst
Drew in favour
Ean in favour
Ian in favour
Manoj abstains
Wichertabstains

The proposal is accepted and Wichert updated the draft accordingly.

David Graham added:

Ok, I'd just like to say I think the extra week is ... more time Joey put out a call for nominations in November there have already been several weeks.

Wichert said he would contact everyone who volunteered earlier and ask them to consider nominating themselves again.

Ean called for a vote to accept the resolution:

Brandenin favour
Drew in favour
Ean in favour
Ian in favour
Manoj abstains
Wichertin favour

The resolution is accepted.

Charter for the bylaws committee

Wichert asked everyone to read the draft for resolution 2003-01-06.wta.2 which was the result of a discussion at the previous board meeting and further discussion on the spi-general mailing-list.

Drew commented:

like that resolution, but might want to request an addition of a review of the guidelines for membership, since if we are giving membership more power, we want to be clear on what constitutes membership, and how it is gained. the 'guidelines' on spi-inc.org are pretty shaky at best

Wichert said that could be suggested to the committee. Ian suggested officially adding that to the resolution as an item to consider. Wichert agreed and added it.

Bdale reminded the board that months ago there was discussion leading in which it was decided that all Debian developers were de facto contributing members. Further discussion revealed that it was decided that Debian developers are automatically eligible for SPI contributing membership but will not be automatically enlisted at such. Bdale promised to remind Debian developers about this and ask them to sign up as contributing members so they could participate in the process to select new members for the board of directors.

Ean called for a vote to accept the resolution:

Brandenin favour
Drew in favour
Ean in favour
Ian in favour
Manoj in favour
Wichertin favour

The resolution is accepted.

Ean suggested proceeding to assign a chair to the by-laws committee. Branden suggested David Graham and John Goerzen. David Graham noted that a temporary chair could be elected who can build the committee. Jimmy Kaplowitz was willing to serve on the committee, either as chair or as a regular member. John Goerzen was also interested in the position and added he was interested in reforming the system and ridding it of its current problems. Manoj said he had full confidence in John. Ean asked John if he had the time needed. John confirmed that and added he would be pleased to lead the effort. Everyone agreed John would make a good chair, and as ranking officer on the board Ean appointed John Goerzen as chair of the new by-laws committee.

Copyright assignment (Martin Michlmayr)

Due to the length of the meeting this agenda item was postponed until the next board meeting.

Next meeting

In accordance with resolution 2002-05-07.wta the next meeting will be at Tuesday, February 4 at 19:00 UTC.