21:09 < schultmc> *GAVEL*
21:09 < schultmc> [item 1, Opening]
21:09 < schultmc> Welcome to today's Software in the Public Interest Board Meeting, which
21:09 < schultmc> is now called to order. Today's agenda can be found on the web at:
21:09 < schultmc> https://www.spi-inc.org/meetings/agendas/2020/2020-05-11/
21:09 < schultmc> [item 2, Roll Call]
21:09 < schultmc> Directors, please state your name
21:09 < Snow-Man> Stephen Frost
21:09 < schultmc> Guests, please /msg your names to tpot if you wish your attendance to be
21:09 < zumbi> Héctor Orón Martínez
21:09 < fsf> Forrest Fleming
21:09 < schultmc> recorded in the minutes of this meeting.
21:09 < schultmc> .
21:09 < schultmc> tpot, do we have any regrets?
21:09 < schultmc> Michael Schultheiss
21:09 < tpot> No regrets/apologies.
21:09 < tpot> Tim Potter
21:09 < tridge> Andrew Tridgell
21:10 < lamby> Chris Lamb
21:10 < Snow-Man> luca was here not too long ago..
21:10 < schultmc> luca and zobel are absent but we're quorate - we can move on
21:11 < schultmc> [item 3, President's Report]
21:11 < schultmc> Continued thanks to SPI Vice President, Stephen Frost, for handling
21:11 < schultmc> contracting with SPI's current and potential contractors. Stephen
21:11 < schultmc> continues to do a fantastic job working with our contractors and
21:11 < schultmc> legal counsel.
21:11 < schultmc> .
21:11 < schultmc> I need to work with Stephen and Tim on finalizing the paperwork for Merill Lynch - I'll get that sent over ASAP.
21:12 < schultmc> </done>
21:12 < Snow-Man> We're currently waiting to hear back from the French counsel we have retained
21:12 < Snow-Man> We've heard back from the UK counsel and I'll be sending to the board their recommendations
21:12 < Snow-Man> We've already got things in place wrt our UK contractor though, of course, so that isn't pressing.
21:13 < Snow-Man> no one seemed to see any need to make immediate changes, really just for the next time we're updating that relationship
21:13 < lamby> Can you remind me why we were looking into French-specific counsel?
21:14 < Snow-Man> We need to be sure we aren't exposing ourselves to undue risk wrt hiring a French contractor.  We've followed up with the counsel.  We had anticipated the time required to only be a couple of hours to review the proposed contract and provide recommendations- it's not clear why we haven't heard back from them.
21:14 < lamby> Nod.
21:15 < Snow-Man> Our US-based counsel has also been involved and helping move these things through and has been very responsive.
21:15 < tridge> can we go ahead with a french contractor without hearing back from the french counsel?
21:15 < Snow-Man> I wouldn't advise it
21:15 < Snow-Man> nor would our legal counsel, I'm reasonably sure
21:16 < Snow-Man> but the board can do whatever the board wishes, of course.
21:16 < tridge> so how do we move fwd if we don't hear back?
21:16 < Snow-Man> I don't think we are going to be left in the cold forever- it's been about 10 days or so since we got things in place with the French counsel, I believe
21:17 < Snow-Man> It was recommended and seemed like a rather reasonable firm, so I seriously doubt they're going to just ignore this indefinitely.
21:17 < Snow-Man> I'd be very surprised if we don't hear something back this week.
21:17 < tridge> what about an Australian contractor?
21:17 < fsf> Same - things are very much _not_ business as usual these past several weeks. I think benefit of the doubt is warranted
21:17 < Snow-Man> I'd recommend we go through a similar process, naturally.
21:17 < tridge> has an Australian counsel been approached?
21:18 < Snow-Man> No..  last I heard the contractors we were contemplating were all UK and France based
21:18 < Snow-Man> I'm happy to start the process if we have cause to though in Austrailia, of course.
21:18 < Snow-Man> Wasn't the project that approached us suggesting a French contractor?
21:18 < tridge> ArduPilot project is waiting on contract approval for french and austalian contractors
21:19 < Snow-Man> *and*?  Ok, that wasn't made clear, at least to me.
21:19 < Snow-Man> I'll contact our counsel and get things moving on that then.
21:19 < tridge> yes, two contractors pending
21:19 < Snow-Man> unless anyone on the board objects..?
21:19 < schultmc> sounds reasonable to me
21:19 < tpot> thanks Snow-Man - thanks for doing all the people/legal stuff for this
21:19 < lamby> Sounds good to me too. And yes, thank you.
21:20 < tridge> thanks
21:20 < zumbi> Snow-Man thanks
21:20 < Snow-Man> no problem, will email counsel today
21:21 < schultmc> anything else for this agenda item?
21:22 < lamby> Not from me.
21:22 < zumbi> Nothing here
21:22 < Snow-Man> ok, email's counsel.
21:22 < Snow-Man> erm, email'd
21:22 < schultmc> [item 4, Treasurer's Report]
21:22 < schultmc> zobel isn't currently here.
21:22 < schultmc> .
21:22 < schultmc> Thank you to Héctor Orón Martínez (zumbi) for stepping up as Assistant Treasurer.
21:22 < schultmc> zumbi has processed a large portion of the backlog.
21:22 < schultmc> .
21:22 < schultmc> The SPI treasury team is continuing to process requests and is striving for
21:22 < schultmc> more timely ticket handling. The backlog is being processed but if there are
21:22 < schultmc> any board members who would like to assist with treasury tasks, additional
21:23 < schultmc> help is always welcome.
21:23 < schultmc> .
21:23 < schultmc> [item 5, Secretary's report]
21:23 < schultmc> tpot?
21:23 < tpot> No updates of general interest.
21:23 < tpot> .
21:24 < schultmc> [item 6, Outstanding minutes]
21:24 < schultmc> The minutes for the 2020-04-13 require approval
21:24 < schultmc> .
21:24 < schultmc> They can be found at
21:24 < schultmc> https://www.spi-inc.org/meetings/minutes/2020/2020-04-13/
21:24 < tpot> Please take a moment to go over the minutes. There's nothing too huge in there.
21:24 < tpot> Voting started, 7 people (lamby,snow-man,fsf,tpot,tridge,zumbi,schultmc) allowed to vote on Accept minutes for meeting Monday 13th April 2020. - You may vote yes/no/abstain only, type !vote $yourchoice now.
21:24 < schultmc> !vote yes
21:24 < Snow-Man> !vote yes
21:24 < zumbi> !vote yes
21:24 < lamby> !vote yes
21:24 < tridge> !vote yes
21:24 < tpot> !vote yes
21:25 < fsf> !vote yes
21:25 < tpot> Current voting results for "Accept minutes for meeting Monday 13th April 2020": Yes: 7, No: 0, Abstain: 0, Missing: 0 ()
21:25 < tpot> Voting for "Accept minutes for meeting Monday 13th April 2020" closed.
21:25 < tpot> Thanks everyone
21:25 < schultmc> [item 7, Items up for discussion]
21:25 < schultmc> Nothing on the agenda.
21:25 < schultmc> .
21:25 < schultmc> [item 8, Any other business]
21:25 < schultmc> Anything to discuss?
21:25 < tridge> I'd like to get the full cerificate of incorporation publishd on the website
21:25 < Snow-Man> We agreed to discuss the request from debconf, I'm happy to provide at least something of an update for that.
21:25 < luca> well, i'm here, but only just joined :(
21:25 < luca> silly meetings
21:26 < lamby> hi luca
21:26 < Snow-Man> tridge: per the email from Michael, it seems there's good cause not to put it on the website..
21:26 < Snow-Man> luca: greetings.
21:26 < schultmc> tridge: I e-mailed -board why it's not on the website. I can redact the personal information.
21:26 < tridge> what email?
21:26 < luca> kindly mark me present but late
21:26 < Snow-Man> tridge: went out after the meeting started
21:26 * schultmc just emailed a few minutes ago
21:26 < Snow-Man> but there's personal data in it
21:26 < tridge> reading ....
21:26 < zumbi> luca: o/\o
21:27 < tridge> got it, thanks
21:27 < Snow-Man> but, sounds like it's fine to send it to the organization that's requesting it
21:27 < tpot> can we redact aout the addresses?
21:27 < schultmc> and that scan is a copy of what the NY secretary of state has
21:27 < Snow-Man> so we can make progress on that.
21:27 < schultmc> yes, I can redact them and post on the website
21:27 < Snow-Man> tpot: presumably, but that won't be acceptable to organizations that need it, I imagine, so what's beneficial from doing so?
21:27 < tridge> I can do the redaction if you're ok with that
21:28 < Snow-Man> I'm not particuclarly against doing so, except that it can be tricky to make sure you really redacted it..
21:29 < tridge> just addresses to redact or also names?
21:30 < Snow-Man> I'm still trying to understand the point to this..?
21:30 < tridge> needed to transfer trademarks from china to SPI
21:30 < Snow-Man> ok
21:30 < Snow-Man> let's chat about that
21:30 < tridge> sure
21:30 < Snow-Man> you think they're gonna be happy w/ a redacted version?
21:30 < Snow-Man> that seems unlikely to me
21:31 < tridge> I don't know, but I can find out
21:31 < schultmc> I'm fine with sending a non-redacted version to them but the non-redacted version shouldn't be on our public website
21:31 < Snow-Man> right, exactly what schultmc said
21:31 < Snow-Man> we can send them the non-redacted version, but we shouldn't put that version on the website
21:31 < Snow-Man> hence my question is: is there anything to be materially gained by putting up a redacted version on the website?
21:31 < tridge> understood. We should at least put something on the web page explaining how to get the full version
21:31 < Snow-Man> I've not heard of any particularly good reason..
21:31 < Snow-Man> sure
21:32 < Snow-Man> I'm fine with a one-liner of "please contact secretary@ if you need a copy of..."
21:32 < tridge> sure, I'll add that
21:32 < Snow-Man> fantastic.
21:32 < Snow-Man> Anything else wrt the certificate?
21:32 < tridge> not from me
21:33 < Snow-Man> Ok.
21:33 < Snow-Man> With regard to debconf then..
21:33 < Snow-Man> We've been going a bit back-and-forth trying to sort out what our expenses are that are directly releated to supporting debconf, which it seems, to me anyway, is a good thing to sort out when we're talking about reducing/eliminating fees, as discussed.
21:34 < Snow-Man> I'm going to follow up on that specifically since my last comment on that ticket hasn't had a response yet.
21:34 < Snow-Man> That's where we currently specifically stand on that- it's not been forgotten and we're working to get some idea what we're going to be taking on if we move forward with such a change in policy.
21:35 < Snow-Man> luca, schultmc and myself were on the call, if anyone wants to ask questions or is looking for more context.
21:35 < tpot> a brief summary would be nice if you can give it here
21:35 < fsf> I'm sorry folks - I need to sign off. Please accept my regrets for any further proceedings
21:35 < luca> Snow-Man: i can summarize if you want
21:35 < Snow-Man> sure
21:36 < Snow-Man> thanks luca
21:36 < lamby> take care fsf
21:36 < zumbi> bye fsf
21:36 < Snow-Man> cya fsf
21:36 < luca> Debian and SPI had an unwritten (no resolution) approach to funds from conference sponsors
21:37 < luca> this approach changed a few years ago and assumptions about who would communicate waht to whom were made
21:37 < luca> sufficie it to say that there was confusion
21:37 < luca> so, action items
21:37 < luca> #1 SPI board to proose a resolution regarding conference sponsorship (after analysis)
21:38 < luca> *propose
21:38 < luca> #2 SPI board to determine whether to revisit the change in approach from a few years ago to new resolution
21:38 < luca> analysis is underway on both but, as Snow-Man says, a couple of questions remain
21:39 < luca> done
21:39 < Snow-Man> thanks
21:39 < lamby> I'm a little lost here but can you add a bit more detail to "approach" here?
21:40 < Snow-Man> the question is how much of a fee, if any at all, to charge for sponsorships for conferences
21:40 < lamby> I see the high level picture from your outline and think it's good framework and set of action items, but it's pretty unclear even what the ""problem"" was. :)
21:40 < lamby> Nod, getcha.
21:40 < luca> and the resolution, when drafted, should be SPI-wide, not Debian-specific
21:41 < Snow-Man> the issue is that, at one point, no fee was charged for such sponsorships and that later changed, apparently without an entirely clear agreement on the change (and no resolution stating the original agreement in the first place)
21:41 < luca> right
21:41 < Snow-Man> well, I'd argue that it'd be better if we had it be consistent, yes, but we aren't necessarily obligatged to do it that way
21:41 < lamby> :)
21:42 < luca> next you'll propose some kind of progressive scale
21:42 < Snow-Man> We have some serious costs associated with doing business (which any NPO in NYC would, for example) and we need to consider how much of a burden any free work will be on us, and if it's something we can reasonably absord (and/or if we should)
21:43 < Snow-Man> s/absord/absorb/
21:43 < Snow-Man> hence why we're trying to get at least some ballpark idea of what the costs are
21:44 < Snow-Man> and then maybe we can contemplate how to assess costs like that of the audit
21:44 < lamby> nod
21:44 < Snow-Man> and ultimately make an informed decision in a timely manner regarding the requested change
21:44 < Snow-Man> done. :)
21:44 < Snow-Man> (for my part at least)
21:45 < lamby> Thanks for answering enduring my stupid questions. :)
21:45 < Snow-Man> no worries at all
21:45 < Snow-Man> would have been a bit easier if the whole board had been on the call, but, hey, things happen :)
21:46 < lamby> Alas I had a prior...
21:46 < Snow-Man> sure, no worries.
21:46 < Snow-Man> schultmc: think we're ready to move on ... ?
21:47 < schultmc> [item 9, Next board meeting]
21:47 < schultmc> The next board meeting is scheduled for: June 8th, 2020 at 20:00 UTC
21:47 < schultmc> Any objections?
21:47 < zumbi> None
21:47 < Snow-Man> works for me.
21:47 < schultmc> works for me
21:47 < schultmc> *GAVEL*