Board Meeting, October 17th, 2006

These are the draft minutes for the October 17th, 2006 SPI Board meeting, held at 19:00 UTC in #spi on irc.spi-inc.org. LOG

Board members present

  • Michael Schultheiss (schultmc) (Vice President)
  • Neil McGovern (Maulkin) (Secretary)
  • Ian Jackson (Diziet)
  • David Graham (cdlu)
  • Martin Schulze (Joey)

Board members partially present

  • Bdale Garbee (bdale) (President)
  • Josh Berkus (jberkus) (Treasurer)

Board members absent with regrets

  • Jimmy Kaplowitz (Hydroxide)
  • Branden Robinson (Overfiend)

Board members absent

  • None

Board advisors present

  • None

Registered guests present

  • MJ Ray (slef)
  • Steve Langasek (vorlon)
  • John Goerzen (CosmicRay)
  • Joe Brockmeier (jzb)
  • Luk Claes (luk)
  • Bruce Byfield (nanday)
  • Bill Allombert (yp17)

President's Report

None submitted

Treasurer's Report

Status of Treasurer Work
----------------------------------------------------
I am currently focusing my main energy on two things:
1) Minimally completing 2005 revenue and expenses so that I can file our
2005 taxes, due 11/15.
2) Getting the raw data entered in preparation for having a true accounting
system.  Note that we had no previous data entry of expenses, meaning that
I will be entering this information from source material.  Additionally,
revenue was not entered in a way that makes it possible for me to
associate specific transaction fees with specific designations, so that's
being redone as well (fortunately, not from source material).

I estimate that I will be able to file 2005 taxes in two weeks, and that
straightening out the books will require another 1-2 months.   I am waiting
for the board to approve the contract with our new CPA  (Rich & Bander of
NY), whose assistance is needed in setting up a new chart of accounts to
better track per-organization expenses (see board meeting agenda), so that
I can start using LedgerSMB for real accounting.

2005 Preliminary Balance Sheet
--------------------------------------------
From Mark's.  What this is missing is designations for revenue & expenses.  
The revenue is easy; the expenses are hard.

                                        Dec 31, 05
ASSETS                                  
        Current Assets                          
                Checking/Savings                        
                        1000 · ALL BANK ACCOUNTS                
                                1002 · Amex Centurion 1296789   238.27
                                1003 · First Internet Bank 4169 27,422.73
                        Total 1000 · ALL BANK ACCOUNTS          27,661.00
                Total Checking/Savings                  27,661.00
                Other Current Assets                    
                        1204 · AMEX MONEY MARKET                
                                1201 · Cost     39,882.62
                                1200 · Amex Money Market funds & cash   39,697.42
                                1203 · Accrued Dividend -24.70
                        Total 1204 · AMEX MONEY MARKET          79,555.34
                        1300 · Undeposited Funds                1,430.00
                Total Other Current Assets                      80,985.34
        Total Current Assets                            108,646.34
TOTAL ASSETS                                    108,646.34
LIABILITIES & EQUITY                                    
        Equity                          
                3000 · Opening Bal Equity                       83,940.00
                3500 · Retained Earnings                        7,519.89
                Net Income                      17,186.45
        Total Equity                            108,646.34
TOTAL LIABILITIES & EQUITY                                      108,646.34


Recent Activity
------------------------------------------
Bank Statement for September:

Balance as of last statement 81,671.62
0 Deposits and other credits 0.00
0 Checks Posted 0.00
0 Returned Items Credited 0.00
8 Other Withdrawals 4,201.73
Balance as of this statement 77,469.89

Other Notes
------------------------------------------
Note that, between various accounts, SPI has nearly $70,000 in cash (90%
Debian Funds).  Denian should really think about ways to spend that money
which fulfill our mission, rather than just accumulating it.  Development?
Machines?  Maybe the oft-mentioned E&O insurance?

Outstanding Minutes

Current status: August 16th 2005, and September 19th 2006 minutes have been raised for approval of the board.

Motion to accept the August 16th minutes, moved by Neil McGovern, seconded by David Graham.

Bdale Garbee:Abstain
Michael Schultheiss:Abstain
Neil McGovern:Abstain
Josh Berkus:Yes
Ian Jackson:Yes
David Graham:Yes
Martin Schulze:Yes

Motion passes with a vote of Yes: 4, No: 0, Abstain: 3.

Motion to accept the September 19th minutes, moved by Neil McGovern, seconded by David Graham.

Bdale Garbee:Yes
Michael Schultheiss:Yes
Neil McGovern:Yes
Josh Berkus:Missing
Ian Jackson:Yes
David Graham:Yes
Martin Schulze:Yes

Motion passes with a vote of Yes: 6, No: 0, Abstain: 0.

Resolution 2006-04-03.jfsp.1: Debian trademark in Spain

Bdale has made contact with Greg, who has indicated that although he hasn't had much to spare for a while, he will have more time going forward.

Bdale would like to ask Greg how much time he has to offer and how we should bound the scope of what we expect him to address.

Josh indicated that PostgreSQL has worked with a US trademark attorney who is willing to offer discounts to OSS-NPOs, should SPI require the services of a (paid-for) lawyer.

Resolution 2006-10-17.jmb.1: Engaging the services of Rich and Bander of New York

Motion to accept Resolution 2006-10-17.jmb.1, moved by Neil McGovern, seconded by Michael Schultheiss.

Bdale Garbee:Yes
Michael Schultheiss:Yes
Neil McGovern:Yes
Josh Berkus:Yes
Ian Jackson:Yes
David Graham:Yes
Martin Schulze:Yes

Motion passes with a vote of Yes: 7, No: 0, Abstain: 0.

OFTC election results

David Graham reports:

OFTC voted 100% in favour of remaining with SPI, and David won re-election as chair of OFTC

Results of email resolutions

Neil McGovern reports:

Two email votes have been raised since our last board meeting. Both failed due to a complication in NY NPO law. They were 2006-10-04.jmb.1 and 2006-09-27.nm.1.

GPG keys: request of the admin team

The admin team is setting up a unified userdir-ldap system (which is what Debian and DebConf use). Board members should send their key ids to admin@spi-inc.org. If they do not have a key id, they should contact the admin team for assistance in setting one up.

Items from the DPL

Items 1-3 on this are pending Bdale's discussion with Greg. Items 4 and 5 require the attention of the Treasurer, and are being worked on. Item 6 is resolved.

Adjournment

The meeting was adjourned until Tuesday, October 21st, 2006 at 19:00 UTC.

Appendix A: Current Board Membership

Date electedNameRole
[2004-07-29]Bdale GarbeePresident
[2006-07-31]Michael SchultheissVice President
[2006-07-31]Neil McGovernSecretary
[2006-07-31]Josh BerkusTreasurer
[2004-07-29]Branden Robinson
[2004-02-20]Jimmy Kaplowitz
[2003-11-29]David Graham
[2003-11-29]Ian Jackson
[2003-11-29]Martin "Joey" Schulze

Appendix B: Approved Resolutions

2006-10-17.jmb.1: Engaging the services of Rich and Bander of New York

Appendix C: Outstanding Items from the DPL

    1) Response to concerns related to the acceptance of Sun Java into
       non-free, see:
           From: John Goerzen
           Date: Wed, 7 Jun 2006 18:28:22 -0500
           Subject: Questions about Java license and related questions
           Message-ID: <20060607232822.GA31686@katherina.lan.complete.org>

    2) Response to concerns related to interaction between Debian developers
       and citizens of embargoed countries, see:
           From: Anthony Towns
           Date: Fri, 9 Jun 2006 17:47:49 +1000
           Subject: Debian in embargoed countries
           Message-ID: <20060609074749.GB1408@azure.humbug.org.au>

    3) Response to concerns related to online harrassment, see:
           From: Steve Langasek
           Date: Fri, 9 Jun 2006 17:04:51 -0700
           Subject: request for assistance with ongoing harrassment
               [debianwomenpassaway@yahoo.com: Debian women: please pass away.]
           Message-ID: <20060610000450.GN13192@mauritius.dodds.net>

    4) Precise accounting of funds held for the benefit of the Debian
       project (my imprecise estimate is $0, split between -$50,000 for
       debconf, and +$50,000 for misc debian use, which will obviously
       only be useful when the HP money makes its way in)

    5) Is there any sort of online/electronic report of donations from
       Click & Pledge that can be made available?