20:01 < schultmc> *GAVEL*
20:01 < schultmc> [item 1, Opening]
20:01 < schultmc> Welcome to today's Software in the Public Interest Board Meeting, which 
20:01 < schultmc> is now called to order. Today's agenda can be found on the web at: 
20:01 < schultmc> https://www.spi-inc.org/meetings/agendas/2025/2025-04-14/
20:01 < schultmc> [item 2, Roll Call]
20:01 < schultmc> Directors, please state your name
20:01 < zumbi> Héctor Orón Martínez
20:02 < zv> Zach van Rijn
20:02 < fsf> Forrest Fleming
20:02 < schultmc> Guests, please /msg your names to zv if you wish your attendance to be
20:02 < jconway> Joe Conway
20:02 < milan> Milan Kupcevic
20:02 < schultmc> recorded in the minutes of this meeting.
20:02 < mappx> Katie McMillan
20:02 < schultmc> .
20:02 < fungi> Jeremy Stanley
20:02 < schultmc> zv, do we have any regrets?
20:02 < schultmc> .
20:02 < schultmc> Michael Schultheiss
20:02 < zv> Regrets from Joe, who appears to be here? And me, who I think is also here.
20:02 < Jesusalva[m]> Jonatas Luis Nogueira
20:02 < jconway> yes
20:02 < schultmc> That's everyone by my count
20:02 < Jesusalva[m]> That's rare... Yay!
20:02 < schultmc> [item 3, President's Report]
20:02 < schultmc> Martin has reached out to our auditing firm to obtain a quote for our 2024 financial audit.
20:02 < schultmc> .
20:03 < schultmc> I am working with our brokerage firm to transfer funds to our regular checking a
20:03 < schultmc> </done>
20:03 < schultmc> .
20:03 < schultmc> jesusalva, do you have anything you would like to add?
20:03 < schultmc> </done>
20:03 < Jesusalva[m]> VP Report... (full message at <https://matrix.org/oftc/media/v1/media/download/AekqdF1PxiTvWs5Oe9OzDVn0DLCnrqtChLTuWZ8dZ56OaTriUo5EPeLK071VhWTsqicdyQxMPdJ110YsY_WthMxCeWff8d8wAG1hdHJpeC5vcmcvVHpseVRQT2dLc1pUVGt6WEdtTG9HZWd3>)
20:03 < Jesusalva[m]> </done>
20:03 < Jesusalva[m]> Uglifier by Matrix 
20:03 < zv> translated:
20:03 < zv> VP Report 
20:03 < zv> Kassia contract was extended until the end of the month to finish ongoing tasks.
20:03 < zv> OpenSSL Model C sponsorship proposal was sent. It may be on next month's meeting and does not submit to the APF.
20:03 < zv> VP mailbox is full, still 40 emails pending, if something is urgent scream.
20:03 < zv> Trademark Attorney changed, Mojda Waterman will be replacing Pamela Chestek as legal representative.
20:03 < zv> STF and Celestin Invoices were delayed. Sorry.
20:03 < zv> Kassia working on a Privacy Policy for SPI.
20:03 < zv> </report>
20:04 < schultmc> [item 4, Treasurer's Report]
20:04 < schultmc> zumbi?
20:04 < zumbi> Treasurer reports have been updated, see https://www.spi-inc.org/treasurer/reports/
20:04 < zumbi> 2024 external audit shall be done by Gary Eisenkraft CPA and his team, we are scheduled for June and audited financial statements will be available within a few months after that.
20:04 < zumbi> If your project needs any information about 2024 transactions, email
20:04 < zumbi> treasurer@spi-inc.org
20:04 < zumbi> We are rebalancing cash to be able to clear pending payments, apologies for any delays.
20:04 < zumbi> Thanks very much for the continuous work of the treasurer team, including president, vice-president and contractors.
20:04 < zumbi> .
20:04 < schultmc> [item 5, Secretary's report]
20:04 < schultmc> zv?
20:05 < zv> Nothing to report other than a continued reduction in my capacity to handle duties here due to personal reasons, and a reiterated desire to find a replacement. (Which as of yet has not been solidifed).
20:05 < schultmc> [item 6, Outstanding minutes]
20:05 < schultmc> The minutes for the 2025-03-10 meeting require approval
20:05 < schultmc> They can be viewed at
20:05 < schultmc> https://www.spi-inc.org/meetings/minutes/2025/2025-03-10/
20:06 < zv> fsf: mind running the vote, or should I?
20:06 < fsf> Voting started, 9 people (fsf,fungi,jconway,jesusalva,mappx,milan,schultmc,zumbi,zv) allowed to vote on Meeting minutes for Monday 10 March 2025. - You may vote yes/no/abstain only, type !vote $yourchoice now.
20:06 < fungi> !vote yes
20:06 < zv> !vote yes
20:06 < jconway> !vote yes
20:06 < mappx> !vote yes
20:06 < milan> !vote yes
20:06 < schultmc> !vote yes
20:06 < fsf> !vote abstain
20:06 < zumbi> !vote yes
20:07 < zv> Jesusalva[m]: ?
20:07 < Jesusalva[m]> Sorry
20:07 < Jesusalva[m]> ! vote yes 
20:07 < Jesusalva[m]> !vote yes
20:08 < fsf> Current voting results for "Meeting minutes for Monday 10 March 2025": Yes: 7, No: 0, Abstain: 1, Missing: 1 ( jesusalva )
20:08 < fsf> Voting for "Meeting minutes for Monday 10 March 2025" closed.
20:08 < zv> i will amend that
20:08 < schultmc> [item 7, Items up for discussion]
20:08 < schultmc> [item 7.1 Resolution 2025-04-04.jln.1: Removal of X.Org as an associated project]
20:08 < schultmc> Jesusalva[m]?
20:09 < Jesusalva[m]> It mostly already happened and we're just formalizing it. Longest deboarding ever
20:09 < Jesusalva[m]> Took over a year
20:09 < Jesusalva[m]> Let me know if anyone needs more context tho
20:11 < schultmc> Does this require a vote or is this just informative?
20:11 < Jesusalva[m]> Requires a vote
20:11 < fungi> as it's a resolution, i would expect a vote
20:12 < schultmc> fsf: please start the vote
20:12 < fsf> Sorry, on it
20:12 < fungi> (the text of the resolution is in an attachment in e-mail from 2025-04-08)
20:13 < schultmc> it's also in the agenda
20:13 < fsf> Voting started, 9 people (fsf,fungi,jconway,jesusalva[m],mappx,milan,schultmc,zumbi,zv) allowed to vote on Resolution 2025-04-04.jln.1-  Removal of X.Org as an associated project. - You may vote yes/no/abstain only, type !vote $yourchoice now.
20:13 < zumbi> !vote yes
20:13 < schultmc> !vote yes
20:13 < fungi> !vote yes
20:13 < jconway> !vote yes
20:13 < mappx> !vote yes
20:13 < fsf> !vote yes
20:13 < zv> !vote yes
20:13 < milan> !vote yes
20:13 < Jesusalva[m]> !vote yes
20:13 < fsf> Current voting results for "Resolution 2025-04-04.jln.1-  Removal of X.Org as an associated project": Yes: 9, No: 0, Abstain: 0, Missing: 0 ()
20:13 < fsf> Voting for "Resolution 2025-04-04.jln.1-  Removal of X.Org as an associated project" closed.
20:14 < schultmc> [item 8, Any other business]
20:14 < schultmc> Anything to discuss?
20:14 < Jesusalva[m]> (1) Approval of Celestin's Plan of Action for member cleanup; and (2) Kassia Contract's Term End. As per email 
20:14 < Jesusalva[m]> (1) the plan is by email but feel free to ask Perdu if there are questions 
20:14 -!- Kassia [~oftc-webi@189.6.25.215] has quit [Remote host closed the connection]
20:15 < Perdu> Should I re-explain or copy-paste?
20:15 < fungi> the plan is the one outlined in your message from 2025-01-17 yes?
20:16 < Perdu> Yes
20:16 < zv> copy-paste or explanation is helpful please thanks
20:16 < Perdu> My first point was about whether non-contributing members require cleaning due to privacy legislation, but I guess this is what the privacy policy Kassia has been assigned to is about
20:16 < fungi> ah, though the resolution text is e-mail from 2025-04-01
20:16 < Perdu> Second point was basically whether login is sufficient to estimate activity (for yearly members cleaning), or is there a need for a manual validation
20:16 < Perdu> Full rationale:
20:17 -!- Kassia [~oftc-webi@177.174.217.205] has joined #spi
20:17 < Perdu> Following resolution 2023-04-10.jln.1, the logic for cleaning contributing members changes in absence of a recent vote. However, I still need clarification for implementation.
20:17 < Perdu> Is login sufficient to estimate activity? Current system requires user to either vote on election, or click on a link they're only given in the ping email to prove they're still active.
20:17 < Perdu> - Proposed change would mean that 2 systems exist in parallel:
20:17 < Perdu>   - when a vote happens, check whether user has voted, and if not, ask them to manually click on a link to prove they're still active
20:17 < Perdu>   - when no vote happens, use login activity instead
20:17 < Perdu> The difference between manual validation of activity in one case and simply checking last login in the other case seems incoherent to me. Shouldn't this always be manual?
20:17 < Perdu> Members may log in but not wish to remain contributing members, for instance to unsubscribe from mailing lists. As members don't have a way to delete their account, I think manual confirmation is necessa
20:18 < Perdu> ry
20:19 < fungi> i agree, basing continued membership on whether they've logged in recently is dubious
20:20 < fungi> voting exercises their membership and is a clear sign of its intended activity, manual confirmation has a similar effect in the absence of a vote
20:20 < jconway> seems reasonable to me
20:21 < Jesusalva[m]> I thought users had to press an "I'm active" button to update last activity time 
20:21 < jconway> as in vote or manual confirm that is
20:22 < Perdu> resolution 2023-04-10.jln.1 says "In the event that no annual Board member election takes place, regardless of reason, potentially inactive members will be decided based on their last activity in the membership portal;"
20:22 < Perdu> which I understand as "login activity" instead of manual confirm
20:22 < fungi> i guess "activity" is not clearly defined in the text of the resolution
20:22 < zv> if membership doesn't require renewal (hypothetical membership cards) via email reminders, if we have not communicated that membership can and will be automatically revoked, I do not personally feel we are in the position to responsibly cull the rolls like this
20:23 < zv> in my opinion we should first define a rigorous policy/requirement for making members be responsible to ensure they stay active, then develop a transitory process
20:23 < Jesusalva[m]> I feel we are legally required to in face of SPI By Laws needs and privacy laws worldwide 
20:23 < fungi> well, we do communicate that it will be automatically revoked based on failure to engage in membership votes, correct? so it's not that there is no revocation
20:24 < Jesusalva[m]> For instance, by laws cannot be modified if a certain amount of CM aren't active
20:24 < Jesusalva[m]> Because they're counted for the vote as nays
20:24 < zumbi> That has already been problematic in the past
20:24 < fungi> yes, if we accumulate too many defunct "members" it can become impossible to achieve quorum for any future vote
20:26 < Jesusalva[m]> It already happened in 2019
20:27 < mappx> zumbi, would it be possible for you to expand on how it has been problematic in the past, or is it restricted to the 2019 instance that Jesusalva mentioned?
20:27 < Jesusalva[m]> When you login, isn't the a button to update last activity time?
20:27 < Perdu> There is
20:28 < Jesusalva[m]> mappx, 2019 vote was inquorate, Board has not attempted any further membership wide vote since then
20:28 < Jesusalva[m]> Perdu: We could just use that button, no?
20:28 < zumbi> mappx: yes, the same Jesusalva[m] refers
20:28 < Perdu> Wait no, it only appears in certain cases I think
20:28 < mappx> Jesusalva: thank you
20:28 < mappx> zumbi: thank you
20:29 -!- Kassia [~oftc-webi@177.174.217.205] has quit [Remote host closed the connection]
20:29 < Perdu> I think it only appears when you're downgraded to ncm for inactivity or something
20:29 < Perdu> But yea, modifying this is not hard technically
20:30 < Perdu> The question is more: how to respect the resolution/by-laws, and is a new resolution necessary if the former one is not acceptable
20:32 < Jesusalva[m]> I feel the former one is just vague enough that it can be solved with adding a clarification of what we consider activity
20:33 < fungi> if, in the absence of any vote for the year, we communicate to members the alternative mechanism for asserting their activity through the same channels as we notify them of a vote, then that seems to meet the resolution
20:34 < Jesusalva[m]> fungi +1
20:34 -!- sima_ [~Simona@2a02:168:57f4:0:5485:d4b2:c087:b497] has quit [Ping timeout: 480 seconds]
20:34 < schultmc> That seems reasonable
20:34 < Perdu> OK, so I just implement manual validation (+ prior email), and there is no need for any vote or additional resolution?
20:35 < schultmc> also, a member downgraded to NCM can re-become a CM in the future if they so desire
20:35 < Perdu> Yes, this is the case
20:36 < fungi> the resolution doesn't define "last activity in the membership portal" as merely "logged into the account" so it's up to us to clarify anyway
20:37 < Perdu> I guess everyone agrees and the meeting can move on?
20:37 < fungi> from a procedural perspective, it would make sense to do it immediately after a board member election would have been held, in the event that none is held
20:38 < fungi> (doing it too close to an upcoming vote can be seen as election tampering)
20:39 -!- Kassia [~oftc-webi@177.174.217.205] has joined #spi
20:40 < Jesusalva[m]> +1
20:41 < schultmc> FYI, I need to leave in 5-10 mins. I'll bring my laptop and hotspot but will be driving thus less able to type interactively
20:41 < fungi> Perdu: i won't speak for everyone, but i agree and didn't have any further questions
20:42 < Jesusalva[m]> Item (2) is that Kassia contract is set to expire at the end of the month, and we've been using only ~12 hours from the original estimate of 32
20:42  * schultmc has no further comments or questions on the membership
20:43 < Jesusalva[m]> zumbi had a proposal to renew the contract with 12h and use the 20h which aren't being required by the board in something else
20:43 < Jesusalva[m]> (in any case, we'll only pay for the hours which were worked on)
20:44 < jconway> do we need to be that specific regarding how the hours are used? Seems like as long as we only get billed for actual usage, any legitimate usage is ok, no?
20:45 < Jesusalva[m]> I think zumbi wants to bring someone else to do some Python programming tasks for treasury
20:45 < Jesusalva[m]> And yes jconway, although it should ideally be in the SOW
20:45 < fungi> reducing the hour cap on the contract means we don't have to budget for more than we're using, but also limits our flexibility if something comes up where we suddenly need more hours unexpectedly
20:46 < jconway> ah, ok
20:46 < jconway> well that was kind of my thinking
20:46 < jconway> why be less flexible
20:47 < zumbi> Yes, I'd like to contract some frontend/backend developers to help fully automating current workflows we do in treasury, in a more consolidated platform, then we can provide more efficient and timely reports to associated projects
20:47 < fungi> the risk being that we use the maximum hours for both contractors and go over budget as a result of oversubscribing the same pool of funds, i guess
20:47 < Perdu> (Why not just asking me? Seems to match my SOW already)
20:48 < jconway> seems like low/manageable risk
20:48 < zv> make the python contract fixed / milestone?
20:49 < zumbi> It has not been thought or detailed, it is the initial idea
20:50 < zumbi> probably by milestones
20:52 < zumbi> If no other complains, we'll work on preparing more detailed information for a potential job offer
20:52 < mappx> +1
20:52 < jconway> +1
20:53 < fungi> thanks
20:53 < Jesusalva[m]> LGTM. What do we do with Kassia's contract? It's quite late tho, if people want to discuss later we can renew a month and rediscuss next meeting tho 
20:54 < jconway> wfm
20:54 < zumbi> Does Kassia want to renew?
20:54 < fungi> i'd be fine with that
20:54 < mappx> I would also be fine with that approach
20:55 < Jesusalva[m]> Then assuming Kassia agrees to, let's do that and I have no other AOB
20:55 < zumbi> +1
20:55 < schultmc> [item 9, Next board meeting]
20:55 < schultmc> The next board meeting is scheduled for: May 12, 2025 at 2000 UTC.
20:55 < schultmc> Any objections?
20:55 < schultmc> wfm
20:55 < fsf> None here
20:55 < fungi> that works, thanks
20:55 < zumbi> Fine here
20:55 < Jesusalva[m]> Should wfm
20:56 < schultmc> *GAVEL*