Meeting agenda for Monday 22nd June, 2021

This is the proposed agenda for the SPI board meeting of Monday, June 22nd, 2021, to be held at 20:00 UTC in #spi on irc.spi-inc.org.

  1. Opening
  2. Roll Call
  3. President's report (Michael Schultheiss)
  4. Treasurer's report (Martin Zobel-Helas)
  5. Secretary's report (Tim Potter)
  6. Outstanding minutes
    1. Monday, 12th April 2021
    2. Monday, 26th April 2021
    3. Monday, 10th May 2021
    4. Monday, 14th June 2021
  7. Items up for discussion
    1. GeekBeacon as an SPI associated project
    2. Removing OpenWrt as an associated project
    3. Removing Performance Co-Pilot as an associated project
    4. Adélie Linux as an Associated Project
    5. OpenWrt trademark counsel
    6. SPI legal counsel
    7. Directors and Officers Insurance
  8. Any other business
  9. Next board meeting: July 12th, 2021, 20:00 UTC

President's report

pending

Treasurer's report

pending

Secretary's report

pending

GeekBeacon as an SPI associated project

Resolution 2021-06-22.mcs.1: 
GeekBeacon as an Associated Project

WHEREAS

1. GeekBeacon is a substantial and significant Free Software project.
GeekBeacon is a collective built on the principles of Open Source,
Social Good, and education. Its mission is to provide a platform and
resource center for collaboration and mentorship using FOSS tools and
ideology to help make the world a better place.  

2. The GeekBeacon developers would like SPI's support and assistance,
including accepting donations and holding funds. They are also
interested in SPI holding trademarks on behalf of GeekBeacon.

THE SPI BOARD RESOLVES THAT

3. GeekBeacon 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 https://www.spi-inc.org/corporate/resolutions/2004/2004-08-10.iwj.1/

4. Nicole Allen and Samir Faci are recognised by SPI as the
authoritative decision makers and SPI liaison for GeekBeacon.
Successors will be appointed as Nicole Allen or Samir Faci with the
remaining principle to delegate a replacement should the unanticipated
need occur. If neither are available within 14 days of attempts to
contact, the succession plan is to reach out to Toby Horn - GeekBeacon
community manager.

5. If the last known SPI liaison for GeekBeacon is missing in action,
and no new SPI liaison is appointed for two consecutive years the
associated project is deemed defunct.

6. In such a circumstance, the SPI Board will, in its good-faith
discretion, proceed as follows: the Board will identify one or more
other SPI associated projects or 501(c)(3) charities which can accept
the project's assets and use them for a similar purpose, and transfer
the assets to the identified destination or destinations as feasible.
Assets for which no such transfer can be arranged within a reasonable
time will become part of the SPI general fund.

7. This invitation will lapse, if not accepted, 60 days after it is
approved by the SPI Board.

Removal of OpenWrt as an associated project

Resolution 2021-06-22.mcs.2: 
Removing OpenWrt as an associated project

WHEREAS

1. OpenWrt is currently an SPI associated project.

2. The OpenWrt liaison has notified SPI that OpenWrt has joined Software
Freedom Conservancy as a Member Project. 

3. OpenWrt no longer requires or intends to use the services which SPI
provides to associated projects, such as receiving donations, except
with respect to the management of assets currently held by SPI for
OpenWrt.

4. OpenWrt wishes to transfer its assets held by SPI to the Software
Freedom Conservancy, to the extent not spent before the transfer is
completed.

5. Software Freedom Conservancy has been recognized by the IRS as exempt
from federal income tax under section 501(c)(3) of the Internal Revenue
Code.

THE SPI BOARD RESOLVES THAT

1. OpenWrt is removed from the list of SPI associated projects.

2. SPI will endeavor in good faith to transfer all assets currently held
by SPI for OpenWrt to Software Freedom Conservancy within a reasonable
time from the date of approval of this resolution.

3. SPI will no longer actively seek donations on behalf of OpenWrt.

4. This is subject to any undischarged obligations SPI may have with
respect to OpenWrt. We are not aware of any such undischarged
obligations. We ask anyone who is aware of any to notify us within 30
days of this resolution.

Removal of Performance Co-Pilot as an associated project

Resolution 2021-06-22.mcs.3: 
Removing Performance Co-Pilot as an associated project

WHEREAS

1. Performance Co-Pilot is currently an SPI associated project.

2. The Performance Co-Pilot liaison has notified SPI that Performance
Co-Pilot has joined the OpenCollective Foundation.

3. Performance Co-Pilot no longer requires or intends to use the
services which SPI provides to associated projects, such as receiving
donations, except with respect to the management of assets currently
held by SPI for Performance Co-Pilot.

4. Performance Co-Pilot wishes to transfer its assets held by SPI to the
OpenCollective Foundation, to the extent not spent before the transfer
is completed.

5. OpenCollective Foundation has been recognized by the IRS as exempt
from federal income tax under section 501(c)(3) of the Internal Revenue
Code.

THE SPI BOARD RESOLVES THAT

1. Performance Co-Pilot is removed from the list of SPI associated
projects.

2. SPI will endeavor in good faith to transfer all assets currently held
by SPI for Performance Co-Pilot to the OpenCollective Foundation within
a reasonable time from the date of approval of this resolution.

3. SPI will no longer actively seek donations on behalf of Performance
Co-Pilot.

4. This is subject to any undischarged obligations SPI may have with
respect to Performance Co-Pilot. We are not aware of any such
undischarged obligations. We ask anyone who is aware of any to notify us
within 30 days of this resolution.

Adélie Linux as an Associated Project

Resolution 2021-06-22.mcs.4: 
Adélie Linux as an Associated Project

WHEREAS

1. Adélie Linux is a substantial and significant Free Software project.
Adélie Linux aims to deliver a rock-solid Linux desktop experience to
users who do not have access to hardware which is both low-cost and
secure. They currently support open architectures (POWER) and are
working on RISC-V and, soon, SPARC.

2. The Adélie Linux developers would like SPI's support and assistance,
including accepting donations and holding funds. They are also
interested in SPI holding trademarks on behalf of Adélie Linux.

THE SPI BOARD RESOLVES THAT

3. Adélie Linux 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 https://www.spi-inc.org/corporate/resolutions/2004/2004-08-10.iwj.1/

4. Zach van Rijn is recognised by SPI as the authoritative decision
maker and SPI liaison for Adélie Linux.  Successors will be appointed by
a blind vote of the Adélie Linux core team. Should there be a lack of
agreement on a successor due to a tie, the current liaison will cast a
vote to break the tie. Should the current liaison be unreachable to
break the tie, the SPI board or a representative will break the tie in
any manner they choose.

5. If the last known SPI liaison for Adélie Linux is missing in action,
and no new SPI liaison is appointed for two consecutive years the
associated project is deemed defunct.

6. In such a circumstance, the SPI Board will, in its good-faith
discretion, proceed as follows: the Board will identify one or more
other SPI associated projects or 501(c)(3) charities which can accept
the project's assets and use them for a similar purpose, and transfer
the assets to the identified destination or destinations as feasible.
Assets for which no such transfer can be arranged within a reasonable
time will become part of the SPI general fund.

7. This invitation will lapse, if not accepted, 60 days after it is
approved by the SPI Board.