Board meeting, August 14th, 2023
Board members present
- Michael Schultheiss (schultmc) (President)
- Stephen Frost (Snow-Man) (Vice-President)
- Héctor Orón Martínez (zumbi) (Treasurer)
- Zach van Rijn (zv) (Interim Secretary)
- Forrest Fleming (fsf)
- Milan Kupcevic (milan)
- Jonatas L. Nogueira (jesusalva)
- Jeremy Stanley (fungi)
Board members partially present
- None
Board members absent with regrets
- Joe Conway (jconway)
Board members absent
- None
Registered guests present
- Célestin Matte
These are the minutes for the August 14th, 2023 SPI Board Meeting, held at 20:00 UTC in #spi on irc.spi-inc.org. LOG.
President's report
Martin, Héctor and I have been working with our auditor to get our 2022 financial statements audited. We are also working with the auditing firm on filing our New York State and Federal annual filings. We have received a 6 month extension for the time to file and are confident the filings will be completed by the November 15, 2023 deadline. I am working with our broker at Merrill Lynch to establish the recommended investment strategy we discussed at the last in person meeting. They are drafting new paperwork for myself and Stephen Frost to sign and we should have that paperwork available to sign early this week. I would like to thank the entire SPI board for attending our July 10, 2023 meeting. It was the first meeting we had all board members in attendance in recent memory. Continued thanks to SPI Vice President, Stephen Frost, for handling contracting with SPI's contractors. Stephen continues to do a fantastic job working with our contractors and legal counsel.
Vice President's report
Things are moving forward, albeit they could be moving faster. Still, I've got a request in to counsel for comment on one contractor agreement and have signed off on another agreement for services for a project. Many continued thanks to our IT contractor for their ongoing support and help. Recently getting the search of the mailing list archives working. I do want to remind everyone that only SPI officers may enter into agreements on behalf of SPI. Projects are not able to independently sign agreements or authorize spending of funds, generally speaking. If you have a question, please reach out to the board to discuss with us to make sure that things don't get delayed. We have also engaged counsel, as the board is aware, regarding a refund request and do not otherwise have a status update yet on that for this meeting, but hopefully we'll hear back soon.
Treasurer's report
Payments are being processed, issues with BRL and INR payments are now fixed.
Secretary's report
The 2023 Board Election cycle is now complete and I am pleased to announce that the following members are appointed to the SPI board: * Joe Conway (jconway) Full results are available at: https://www.spi-inc.org/corporate/votes/2023-board-election/ I am catching up on tasks around a possible in-person meeting; thank you for your continued patience on this matter.
Vote On Minutes For Previous Meetings
Vote on minutes for meeting Monday July 10th 2023
| Forrest Fleming | Yes |
| Stephen Frost | Yes |
| Milan Kupcevic | Yes |
| Héctor Orón Martínez | Yes |
| Jonatas L. Nogueira | Abstain |
| Michael Schultheiss | Yes |
| Jeremy Stanley | Yes |
| Zach van Rijn | Yes |
Vote passed with 7 yes, 1 abstain, 0 no.
Items up for discussion
Board Election Results
See Secretary's report.
Officer Elections
All officers are interested in continuing in their current roles.
Zach van Rijn is interested in a full term as Secretary.
Vote on Close officer position nominations as of 2023-08-14
| Forrest Fleming | Yes |
| Stephen Frost | Yes |
| Milan Kupcevic | Yes |
| Héctor Orón Martínez | Yes |
| Jonatas L. Nogueira | Abstain |
| Michael Schultheiss | Yes |
| Jeremy Stanley | Yes |
| Zach van Rijn | Yes |
Vote passed with 7 yes, 1 abstain, 0 no.
Vote on Confirm schultmc as President of SPI
| Forrest Fleming | Yes |
| Stephen Frost | Yes |
| Milan Kupcevic | Yes |
| Héctor Orón Martínez | Yes |
| Jonatas L. Nogueira | Abstain |
| Michael Schultheiss | Yes |
| Jeremy Stanley | Yes |
| Zach van Rijn | Yes |
Vote passed with 7 yes, 1 abstain, 0 no.
Vote on Confirm Snow-Man as Vice President of SPI
| Forrest Fleming | Yes |
| Stephen Frost | Yes |
| Milan Kupcevic | Yes |
| Héctor Orón Martínez | Yes |
| Jonatas L. Nogueira | Abstain |
| Michael Schultheiss | Yes |
| Jeremy Stanley | Yes |
| Zach van Rijn | Yes |
Vote passed with 7 yes, 1 abstain, 0 no.
Vote on Confirm zumbi as Treasurer of SPI
| Forrest Fleming | Yes |
| Stephen Frost | Yes |
| Milan Kupcevic | Yes |
| Héctor Orón Martínez | Yes |
| Jonatas L. Nogueira | Yes |
| Michael Schultheiss | Yes |
| Jeremy Stanley | Yes |
| Zach van Rijn | Yes |
Vote passed with 8 yes, 0 abstain, 0 no.
Vote on Confirm zv as Secretary of SPI
| Forrest Fleming | Yes |
| Stephen Frost | Yes |
| Milan Kupcevic | Yes |
| Héctor Orón Martínez | Yes |
| Jonatas L. Nogueira | Yes |
| Michael Schultheiss | Yes |
| Jeremy Stanley | Yes |
| Zach van Rijn | Abstain |
Vote passed with 7 yes, 1 abstain, 0 no.
Proposal for Communication Committee
https://gitlab.com/spi-inc/website/-/merge_requests/32 is complete and has already collected feedback from membership.
Minor changes (capitalizing "secretary") were requested. Voting commences assuming changes are incorporated.
Vote on Create Communication Committee in accordance with GitLab MR and capitalization changes
| Forrest Fleming | Yes |
| Stephen Frost | Yes |
| Milan Kupcevic | Yes |
| Héctor Orón Martínez | Yes |
| Jonatas L. Nogueira | Yes |
| Michael Schultheiss | Yes |
| Jeremy Stanley | Yes |
| Zach van Rijn | Yes |
Vote passed with 8 yes, 0 abstain, 0 no.
Other business
Jonatas says Ticket 6571 is stale. Stephen says it is with Counsel.
Some OpenZFS requests were incorrectly addressed to board@spi-inc.org instead of board@rt.spi-inc.org.
Jeremy is planning to work up an adjustment to SPI's relationship with OSI, as well as troubleshoot why SPI was not invited to a recent open source summit in Geneva.
Stephen has highlighted urgency in SPI needing to address recent trademark correspondence.
Adjournment
The meeting was adjourned until Monday September 11th, 2023 at 20:00 UTC in #spi on irc.spi-inc.org.
Appendix A: Current Board Membership
| Last elected | Name | Role |
|---|---|---|
| July 2021 | Michael Schultheiss | President |
| July 2021 | Stephen Frost | Vice President |
| July 2022 | Héctor Orón Martínez | Treasurer |
| July 2022 | Zach van Rijn | Secretary |
| July 2023 | Joe Conway | |
| July 2022 | Forrest Fleming | |
| July 2021 | Milan Kupcevic | |
| July 2022 | Jonatas L. Nogueira | |
| July 2022 | Jeremy Stanley |