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2006-09-19

This is the proposed agenda for the Annual Board meeting of August 15th, 2006, to be held at 19:00 UTC in #spi on irc.spi-inc.org.

    1. Opening
    2. Roll call
      Apologies received from Jimmy Kaplowitz
    3. President's report (Bdale Garbee)
    4. Treasurer's report (Josh Berkus)
    5. Outstanding minutes
      1. August 16th, 2005
      2. October 4th, 2005 (log only)
      3. October 18th, 2005 (log only)
      4. November 15th, 2005 (log only)
      5. December 13th, 2005 (log only)
      6. July 1st, 2006 / July 11th, 2006
      7. August 15th, 2006
    6. Items up for discussion:
      1. Further on Debian trademark in Spain? (Resolution 2006-04-03.jfsp.1)
      2. Attendance Policy (Resolution 2006-08-07-dbg.2)
      3. Accepting Gallery as Associated Project (Resolution 2006-09-19.mcs.2)
      4. Moving board meeting date/time
      5. FirstIB form
      6. Items requesting comment from the DPL - see discussion
    7. Next board meeting - Tuesday, October 17th, 2006


    Discussion appendix

    Since there's a new board, I thought it might be a reasonable time to
    go back over some of the issues that Debian would appreciate SPI input on:

    1) Response to concerns related to the acceptance of Sun Java into
    non-free, see:
    From: John Goerzen <jgoerzen@complete.org>
    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 <aj@azure.humbug.org.au>
    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 <vorlon@debian.org>
    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)
    None
    5) Is there any sort of online/electronic report of donations from
    Click & Pledge that can be made available?

    6) I think Debian would appreciate it if SPI would formally comment
    on the asset handling changes proposed on debian-vote, to ensure we
    can maintain a friendly and consultative relationship. (Even if the
    comment is just "yup, that's fine by us!" or whatever) See the threads
    related to:
    From: Manoj Srivastava <srivasta@debian.org>
    Date: Thu, 20 Jul 2006 20:12:54 -0500
    Subject: Constitutional Amendment GR: Handling assets for the project
    Message-id: <87r70f92w9.fsf@glaurung.internal.golden-gryphon.com>

    http://lists.debian.org/debian-vote/2006/07/msg00005.html


    Resolutions

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

    WHEREAS

    1. The Debian trademark in Spain is currently held by Jesus Martinez which
    has no assocation with either the Debian project or SPI Inc.

    2. The SPI trademark commitee wants to register the Debian trademark EU-wide
    and any registration in an EU country will stall the process

    3. Mr. Martinez has been contacted by the "Debian Spain" association and
    by Javier de la Cueva and has rejected to transfer the trademark over to
    SPI unless the following terms are met:
    * Deletion of all Internet web pages with prior references to
    Mr. Martínez trademark appropriation.
    * Payment of 3,000 Euros as a fee for having made the defense of
    the trademark and the costs.
    * SPI letter granting him the rights to use perennialy the trademark
    "Debian".

    4. The SPI Board considers the transfer term unacceptable.

    THE SPI BOARD RESOLVES THAT

    5. SPI will initiate legal actions against Mr. Martinez.

    6. SPI will provide a notarized and apostilled Power of Attorney to
    the Spanish lawyer Javier de la Cueva, who will act in a Pro Bono basis,
    and will litigate on behalf of SPI.

    7. SPI will provide certificates of the trademark registry and any other
    relevant documents to Javier de la Cueva needed to provide
    documentary evidences necessary to defend the case.
    Resolution 2006-08-07.dbg.2

    This resolution supercedes 2001-09-17.br.

    1. WHEREAS the Board of Directors of Software in the Public Interest is
    responsible for the operation of the organisation;

    2. and WHEREAS the Board of Directors performs its business at its
    meetings;

    3. and WHEREAS Board members are expected to attend all meetings;

    4. and WHEREAS Board members who do not attend a reasonable number of
    meetings can prevent the Board from carrying out its duties;

    The Board of Directors hereby resolves that:

    5. The Accounting Period for this Attendance Policy shall be one year,
    ending with the most recent Board meeting, including any meeting in
    session;

    6. All Board members shall be recorded in the meeting minutes of all board
    meetings while they are members as having an attendance status that is one
    of:
      a. Absent,
      b. Absent, with regrets,
      c. Present, with exception,
      d. Present;

    7. A Board member who fails to attend a valid Board meeting, and who has
    not sent the Board regrets for the meeting at least twenty-four (24) hours
    prior to the scheduled start of the meeting, shall be marked as: "Absent",
    but may, by a vote of the Board at the time the Minutes are being approved
    for that meeting be marked as "Absent, with regrets" without notice having
    been received should the Board be satisfied that reasonable notice was not
    possible;

    8. A Board member who fails to attend a valid Board meeting, but who has
    sent the Board regrets at least twenty-four (24) hours prior to the
    scheduled start of the meeting, shall be marked as: "Absent, with
    regrets";

    9. A Board member who attends a valid Board meeting shall be marked as
    "Present", but shall be marked as "Present, with exception" if he does
    not:
      a. Register as present during Roll Call, and
      b. Participate or actively abstain in all votes, and
      c. Respond to all Quorum Calls called for by the meeting Chair;

    10. A Quorum Call may be called by the meeting Chair at any time during a
    meeting if he reasonably believes that the number of members still
    attending are insufficient to retain Quorum, and all members present must
    respond in acknowledgement of their presence. Such Quorum calls and their
    results shall be recorded in the meeting Minutes;

    11. All Board members shall be considered "Present" for all meetings for
    the year prior to their first appointment to the Board;

    12. A Board member shall be asked to resign from the Board, and may be
    subject to a removal hearing if the Board member is
      a. marked as "Absent" for the greater of 20% or three Board meetings
    during the accounting period, or
      b. marked as "Absent, with regrets" for the greater of 40% or five Board
    meetings during the accounting period, or
      c. not marked as "Present" for the lesser of 50% or seven Board meetings
    during the accounting period;

    13. This resolution and all its effects shall take place effective with
    the passage of this resolution, with no action being taken for attendance
    records prior to its implementation.
Resolution 2006-09-19.mcs.2
Accepting Gallery as Associated Project

WHEREAS

1. Gallery is a substantial and significant Free Software project.
2. The Gallery developers would like SPI's support and assistance, including taking donations.

THE SPI BOARD RESOLVES THAT

3. Gallery
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://www.spi-inc.org/corporate/resolutions/2004-08-10-iwj.1
4. Currently, Bharat Mediratta is recognised by SPI as the current authoritative decisionmaker for Gallery.
5. This invitation will lapse, if not accepted, 60 days after it is approved by the SPI Board.

President's Report
    None
Treasurer's Report(s)

    Software in the Public Interest Financial Data
    ==============================================

    This report uses a cash-based method of accounting,
    recording donations when deposited (not when the check was
    written or received by us) and recording expenses when sent
    or scheduled for payment (not when incurred). Network for
    Good processing fees are no longer listed, both to avoid
    confusion and since they are already subtracted out from our
    check before we ever receive it. Income from our Ameriprise
    Financial account (with income from the RVS Cash Management
    fund) for the statement period ending January 16 is included
    in January's report despite it covering a period of three
    months.

    Profit/Loss January 1 2006 - January 31 2006

    Ordinary Income/Expense
    Income

    RVS Cash Management Fund 350.80[1]

    Total Income 350.80[2]

    Expense
    Total Expense 0.00

    Net Ordinary Income 350.80

    Net Income 350.80

    Balance Sheet as of January 31, 2006

    ASSETS
    Current Assets
    First IB Checking
    Known Debian Earmark (non-DebConf) 1,301.09
    Known DebConf Earmark 13,258.30
    Known GNOME Earmark 20.00
    Known GNU TeXmacs Earmark 9.70
    Known Unrestricted Earmark 574.86
    Earmark to be Determined 12,258.78
    Total First IB Checking 27,422.73

    Ameriprise Financial Acct
    Earmark to be Determined 40,744.06
    Total Ameriprise Financial Acct 40,744.06

    Total Current Assets 68,166.79

    TOTAL ASSETS 68,166.79

    LIABILITIES & EQUITY
    Equity
    Retained Earnings 67,815.99
    Net Income 350.80
    Total Equity 68,166.79

    TOTAL LIABILITIES & EQUITY 68,166.79

    - Jimmy Kaplowitz, SPI Treasurer
    treasurer@spi-inc.org

    [1] This is current as of January 16, the closing date of our most recent
    Ameriprise statement, and covers the period from October 14, 2005, through
    then.
    [2] Again, keep in mind that the lack of donations listed only means we did
    not deposit any donations in January, not that we received none. Reread the
    first paragraph of this report if this is unclear.


    Software in the Public Interest Financial Data
    ==============================================

    This report uses a cash-based method of accounting,
    recording donations when deposited (not when the check was
    written or received by us) and recording expenses when sent
    or scheduled for payment (not when incurred). Network for
    Good processing fees are no longer listed, both to avoid
    confusion and since they are already subtracted out from our
    check before we ever receive it.

    Profit/Loss February 1 2006 - February 28 2006

    Ordinary Income/Expense
    Income

    Donations
    Debian 425.00
    SPI 60.00
    Total Donations 485.00

    Total Income 485.00

    Expense
    Misc Mailing Expenses 0.59[1]
    Total Expense 0.59

    Net Ordinary Income 484.41

    Net Income 484.41

    Balance Sheet as of February 28, 2006

    ASSETS
    Current Assets
    First IB Checking
    Known Debian Earmark (non-DebConf) 1,726.09
    Known DebConf Earmark 13,258.30
    Known GNOME Earmark 20.00
    Known GNU TeXmacs Earmark 9.70
    Known Unrestricted Earmark 634.27
    Earmark to be Determined 12,258.78
    Total First IB Checking 27,907.14

    Ameriprise Financial Acct
    Earmark to be Determined 40,744.06
    Total Ameriprise Financial Acct 40,744.06

    Total Current Assets 68,651.20

    TOTAL ASSETS 68,651.20

    LIABILITIES & EQUITY
    Equity
    Retained Earnings 68,166.79
    Net Income 484.41
    Total Equity 68,651.20

    TOTAL LIABILITIES & EQUITY 68,651.20

    - Jimmy Kaplowitz, SPI Treasurer
    treasurer@spi-inc.org

    [1] Our records don't make clear what this expense is, although Branden might
    possibly remember. Regardless, the only fair thing to do is treat this as SPI
    earmark.


    Software in the Public Interest Financial Data
    ==============================================

    This report uses a cash-based method of accounting,
    recording donations when deposited (not when the check was
    written or received by us) and recording expenses when sent
    or scheduled for payment (not when incurred). Network for
    Good processing fees are no longer listed, both to avoid
    confusion and since they are already subtracted out from our
    check before we ever receive it.

    Profit/Loss March 1 2006 - March 31 2006

    Ordinary Income/Expense
    Income

    PGConference Sponsorship 3,976.00

    Total Income 3,976.00

    Expense
    Refund of Erroneous Debian Donation 44.97
    Debian Travel Reimbursements 2,028.22
    Total Expense 2,073.19

    Net Ordinary Income 1,902.81

    Net Income 1,902.81

    Balance Sheet as of February 28, 2006

    ASSETS
    Current Assets
    First IB Checking
    Known Debian Earmark (non-DebConf) (347.10)[1]
    Known DebConf Earmark 13,258.30
    Known GNOME Earmark 20.00
    Known GNU TeXmacs Earmark 9.70
    Known PGConference Earmark 3,976.00
    Known Unrestricted Earmark 634.27
    Earmark to be Determined 12,258.78
    Total First IB Checking 29,809.95

    Ameriprise Financial Acct
    Earmark to be Determined 40,744.06
    Total Ameriprise Financial Acct 40,744.06

    Total Current Assets 70,554.01

    TOTAL ASSETS 70,554.01

    LIABILITIES & EQUITY
    Equity
    Retained Earnings 68,651.20
    Net Income 1,902.81
    Total Equity 70,554.01

    TOTAL LIABILITIES & EQUITY 70,554.01

    - Jimmy Kaplowitz, SPI Treasurer
    treasurer@spi-inc.org

    [1] Debian does not actually have a negative amount of funds; this number
    doesn't include DebConf-earmarked funds or any funds in the Amerprise
    account. Additionally, most of the funds whose earmarks remain to be
    determined are Debian's.


    Software in the Public Interest Financial Data
    ==============================================

    This report uses a cash-based method of accounting,
    recording donations when deposited (not when the check was
    written or received by us) and recording expenses when sent
    or scheduled for payment (not when incurred). Network for
    Good processing fees are no longer listed, both to avoid
    confusion and since they are already subtracted out from our
    check before we ever receive it. Income from our Ameriprise
    Financial account (with income from the RVS Cash Management
    fund) for the statement period ending April 16 is included
    in April's report despite it covering a period of three
    months.

    Profit/Loss April 1 2006 - April 30 2006

    Ordinary Income/Expense
    Income

    RVS Cash Management Fund 372.66[1]
    Amerprise -> FirstIB Transfer 29,000.00[2]

    Donations
    SPI 1,042.75
    Debian 490.82
    PostgreSQL 48.50
    PGConference Sponsorship 10,000.00
    Total Donations 11,582.07

    Total Income 40,954.73

    Expense
    Ameriprise -> FirstIB Transfer 29,000.00[2]
    Ameriprise Commission (DebConf earmark) 25.00
    DebConf6 Venue Fee Payment 29,000.00
    DebConf6 Wire Transfer Costs 50.00
    PGConference Venue Fee Payment 1,532.72
    PGConference Faxing Costs 2.14
    PGConference Wire Transfer Costs 50.00
    Deposit Mailing Costs (SPI earmark) 0.08
    Total Expense 59,659.94

    Net Ordinary Income (18,705.21)

    Net Income (18,705.21)

    Balance Sheet as of April 30, 2006

    ASSETS
    Current Assets
    First IB Checking
    Known Debian Earmark (non-DebConf) 143.72
    Known DebConf Earmark 13,208.30
    Known GNOME Earmark 20.00
    Known GNU TeXmacs Earmark 9.70
    Known PGConference Earmark 12,391.14
    Known PostgreSQL Earmark 48.50
    Known Unrestricted Earmark 1,676.94
    Earmark to be Determined 12,258.78
    Total First IB Checking 39,757.08

    Ameriprise Financial Acct
    Earmark to be Determined 12,091.72
    Total Ameriprise Financial Acct 12,091.72

    Total Current Assets 51,848.80

    TOTAL ASSETS 51,848.80

    LIABILITIES & EQUITY
    Liabilities
    DebConf (all owed to Debian) 29,025.00[3]
    Total Liabilities 29,025.00

    Equity
    Retained Earnings 70,554.01
    Net Income (18,705.21)
    Debian (all owed by DebConf) 29,025.00[3]
    Total Equity 80,873.80

    TOTAL LIABILITIES & EQUITY 51,848.80

    - Jimmy Kaplowitz, SPI Treasurer
    treasurer@spi-inc.org

    [1] This is current as of April 16, the closing date of our most recent
    Ameriprise statement, and covers the period from January 17 through then.

    [2] I am mainly listing this so that it's clear that the FirstIB and
    Ameriprise account values are changing and why, not because it's any net
    change in SPI assets; it's not. This was related to DebConf6.

    [3] This is to be repaid (at 0% interest) automatically as soon as DebConf
    has sufficient funds.
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