025-11-10 20:00:41	schultmc1	[item 1, Opening]
2025-11-10 20:00:41	schultmc1	Welcome to today's Software in the Public Interest Board Meeting, which
2025-11-10 20:00:41	schultmc1	is now called to order. Today's agenda can be found on the web at:
2025-11-10 20:00:41	schultmc1	https://www.spi-inc.org/meetings/agendas/2025/2025-11-10/
2025-11-10 20:00:44	schultmc1	[item 2, Roll Call]
2025-11-10 20:00:46	schultmc1	Directors, please state your name
2025-11-10 20:00:49	schultmc1	Guests, please /msg your names to fungi if you wish your attendance to be
2025-11-10 20:00:51	schultmc1	recorded in the minutes of this meeting.
2025-11-10 20:00:54	schultmc1	.
2025-11-10 20:00:56	schultmc1	fungi, do we have any regrets?
2025-11-10 20:00:56	fungi	Jeremy Stanley
2025-11-10 20:00:59	schultmc1	Michael Schultheiss
2025-11-10 20:00:59	jconway	Joe Conway
2025-11-10 20:01:01	--	schultmc1 is now known as schultmc
2025-11-10 20:01:12	fungi	i received regrests from Jesusalva[m] and zumbi
2025-11-10 20:01:23	fungi	regrets
2025-11-10 20:01:24	Jesusalva[m]	Jonatas L Nogueira (partly present)
2025-11-10 20:01:35	fungi	okay, that one's a semi-regret then
2025-11-10 20:02:13	fungi	hopefully enough people grok utc that we're still quorate
2025-11-10 20:02:51	fungi	i included a note about it in the meeting reminder a week ago, but it might not have helped
2025-11-10 20:03:44	-->	mappx (~mapp@72.136.112.219) has joined #spi
2025-11-10 20:03:48	schultmc	iirc milan accepted the calendar invite
2025-11-10 20:03:55	Jesusalva[m]	Yes, I'm present for quorum purposes mostly
2025-11-10 20:04:06	Jesusalva[m]	mappx state your name please
2025-11-10 20:04:12	mappx	Katie McMillan
2025-11-10 20:04:33	fungi	okay that's 5 of us
2025-11-10 20:04:43	schultmc	ping sent out in signal
2025-11-10 20:06:09	mappx	milan is having a technical issue with HexChat it looks like
2025-11-10 20:06:11	schultmc	milan is having connectivity issues but may join shortly
2025-11-10 20:06:17	mappx	yes
2025-11-10 20:11:36	dwfreed	(I know I'm speaking out of turn but) if they're getting an error message from OFTC specifically, you can either relay it to me and I can probably help, or milan can reach me directly on Libera by the same nick
2025-11-10 20:14:08	-->	milan_ (~oftc-webi@pool-108-26-243-33.bstnma.fios.verizon.net) has joined #spi
2025-11-10 20:14:10	fungi	i think we're (minimally) quorate even with only 5 directors present, right?
2025-11-10 20:14:24	schultmc	milan_: please state your name
2025-11-10 20:14:44	milan_	Milan Kupcevic
2025-11-10 20:14:56	schultmc	[item 3, President's Report]
2025-11-10 20:14:57	schultmc	Martin, Héctor and I have been working with our auditor to get our 2024
2025-11-10 20:14:57	schultmc	financial statements audited. We are also working with the auditing firm
2025-11-10 20:14:57	schultmc	on filing our New York State and Federal annual filings. We have received
2025-11-10 20:14:57	schultmc	a 6 month extension for the time to file and are confident the filings will
2025-11-10 20:14:59	schultmc	be completed by the November 15, 2025 deadline.
2025-11-10 20:15:01	schultmc	</done>
2025-11-10 20:15:03	--	milan_ is now known as milan
2025-11-10 20:15:12	schultmc	.[item 4, Treasurer's Report]
2025-11-10 20:15:12	schultmc	zumbi is unavailable.
2025-11-10 20:15:12	schultmc	.
2025-11-10 20:15:12	schultmc	The treasury team is continuing to process reimbursements and payments. If
2025-11-10 20:15:12	schultmc	there is an urgent need (i.e. other than NET 30) please let
2025-11-10 20:15:14	schultmc	treasurer@rt.spi-inc.org know
2025-11-10 20:15:20	schultmc	[item 5, Secretary's report]
2025-11-10 20:15:22	schultmc	fungi?
2025-11-10 20:15:26	fungi	Another gentle reminder to directors to complete your 2025 conflict of interest forms and send them to the secretary address, please. In reviewing the inbox I found only forms for Jonatas, Borden, Michael and myself, so am still missing them for the remainder of you.
2025-11-10 20:15:28	fungi	EOF
2025-11-10 20:15:37	mappx	oh yes, thank you
2025-11-10 20:15:46	schultmc	[item 6, Outstanding minutes]
2025-11-10 20:15:46	schultmc	The minutes for 2025-10-13 are outstanding. They may be
2025-11-10 20:15:46	schultmc	reviewed at:
2025-11-10 20:15:47	schultmc	https://www.spi-inc.org/meetings/minutes/2025/2025-10-13/
2025-11-10 20:19:14	fungi	i move that we accept the minutes from october as represented at the linked page
2025-11-10 20:19:39	schultmc	seconded
2025-11-10 20:19:52	fungi	Voting started, 6 people (jconway,jesusalva[m],mappx,milan,schultmc,fungi) allowed to vote on Accept meeting minutes for Monday 11 October 2025. - You may vote yes/no/abstain only, type !vote $yourchoice now.
2025-11-10 20:19:55	fungi	!yes
2025-11-10 20:19:58	fungi	!vote yes
2025-11-10 20:20:03	milan	!vote yes
2025-11-10 20:20:03	fungi	(sorry)
2025-11-10 20:20:04	mappx	!vote yes
2025-11-10 20:20:05	jconway	!vote abstain
2025-11-10 20:20:05	schultmc	!vote yes
2025-11-10 20:20:51	fungi	Jesusalva[m]: voting or missing?
2025-11-10 20:21:56	Jesusalva[m]	Sec
2025-11-10 20:22:00	Jesusalva[m]	!vote yes
2025-11-10 20:22:20	fungi	Current voting results for "Accept meeting minutes for Monday 13 October 2025": Yes: 5, No: 0, Abstain: 1, Missing: 0 ()
2025-11-10 20:22:37	fungi	Voting for "Accept meeting minutes for Monday 13 October 2025" closed.
2025-11-10 20:22:47	schultmc	[item 7, Items up for discussion]
2025-11-10 20:22:50	schultmc	[item 7.1, Annual contractor renewal reminder for 2026]
2025-11-10 20:23:42	fungi	Jesusalva[m] reached out to add this to the agenda, basically no vote required but reminding directors that we renew contracts for our contractors annually and that's about to happen for 2026 so now is the time to raise concerns or questions
2025-11-10 20:25:08	Jesusalva[m]	Yes
2025-11-10 20:25:25	Jesusalva[m]	We usually adjust the rates based on inflation+some real increase
2025-11-10 20:26:22	-->	borden (~borden@99.209.53.2) has joined #spi
2025-11-10 20:26:22	Jesusalva[m]	This raises SPI costs yearly, and market doesn't always raise in the same pace as inflation
2025-11-10 20:26:54	Jesusalva[m]	The Board is responsible to ensure no staff is overpaid or underpaid, so if anyone has concerns it's the time to raise them
2025-11-10 20:27:28	Jesusalva[m]	(Or if Treasurer Team thinks SPI donations increased less than inflation)
2025-11-10 20:28:06	borden	Borden here. Sorry I'm late. Forgot the time change, even though the meeting notice very clearly warned me about it
2025-11-10 20:28:45	fungi	borden: please state your full name for the minutes
2025-11-10 20:28:54	borden	sorry, Borden Rhodes present
2025-11-10 20:29:00	fungi	i'll record you as partially present
2025-11-10 20:29:17	Jesusalva[m]	(I also have nothing else to add)
2025-11-10 20:29:31	schultmc	[item 7.2, Indemnity for Debian package reviewers (DFSG Team)]
2025-11-10 20:29:37	fungi	the debian project leader, andreas, contacted me about this following some discussion of reorganizing debian's long-standing "ftp masters" delegation. the community volunteers who review software proposed for inclusion in their distribution are concerned with the legal ramifications of accidentally making a mistake
2025-11-10 20:29:42	fungi	they're asking if it's possible and reasonable to obtain something along the lines of our "director and officer indemnity" insurance for those delegates in case they end up named in any intellectual property lawsuit as a result of their well-intended decisions
2025-11-10 20:30:28	fungi	i don't really know whether that's appropriate nor how it's usually handled, not even whether insurance is the most appropriate legal vehicle for such things, but said i'd ask the rest of the board
2025-11-10 20:31:28	schultmc	I wonder if reaching out to counsel would be appropriate. I'm not certain if there's insurance that would cover this but they might be more knowledgeable.
2025-11-10 20:31:33	borden	So the problem we're trying to solve is whether we'll cover Debian if they accidentally include software in their distro that violates a licence?
2025-11-10 20:31:37	fungi	i'm not calling for a vote on this for now, but wanted to bring it to everyone's attention and hopefully get some preliminary answers for the debian leadership
2025-11-10 20:32:09	jconway	seems worthwhile to ask for legal advice
2025-11-10 20:32:19	mappx	+1
2025-11-10 20:32:28	Jesusalva[m]	+1
2025-11-10 20:32:29	fungi	and yes, my initial suggestion in that conversation was that we could ask counsel about the risks on debian's behalf, but subsequent private conversations to which i was not a party morphed into a request for d&o indemnity
2025-11-10 20:32:31	milan	+1
2025-11-10 20:32:59	fungi	thanks. i'll try to formulate a question to our counsel about this
2025-11-10 20:33:09	milan	+1 for getting legal advice
2025-11-10 20:33:11	fungi	that's all i had on this topic unless there are followup comments
2025-11-10 20:34:09	schultmc	[item 8, Any other business]
2025-11-10 20:34:10	schultmc	Anything to discuss?
2025-11-10 20:34:47	Jesusalva[m]	Yes
2025-11-10 20:34:50	-->	borden_ (~borden@2607:f2c0:e385:ffe2:6401:34aa:1dd0:61b1) has joined #spi
2025-11-10 20:35:18	Jesusalva[m]	As we talked about earlier, Zumbi wants to set an eventual payment clerk remuneration in 45 usd/hr with a 10 hours cap
2025-11-10 20:35:34	fungi	i have no objection
2025-11-10 20:35:42	mappx	no objection here
2025-11-10 20:35:44	jconway	wfm
2025-11-10 20:35:48	milan	wfm
2025-11-10 20:35:50	schultmc	sounds reasonable
2025-11-10 20:35:50	fungi	sounds like a reasonable rate and time scope
2025-11-10 20:35:57	Jesusalva[m]	Assuming board has no objections, he also wants to know best way to handle this selection - public postings or private appointment
2025-11-10 20:36:17	fungi	we usually at least make an attempt at a public posting right?
2025-11-10 20:36:19	Jesusalva[m]	Previous selections were announced somewhat haphazardly
2025-11-10 20:36:57	Jesusalva[m]	fungi yes, although he was hoping for something a bit more directive (eg post to X ml and then select or send mail to board select)
2025-11-10 20:37:37	fungi	i feel like it can be brief so as not to unnecessarily delay the work, but if someone's following these discussions and wants to be considered i wouldn't want to deprive them of the opportunity
2025-11-10 20:38:09	borden_	Do we have a job description and qualifications?
2025-11-10 20:39:07	Jesusalva[m]	https://www.spi-inc.org/corporate/resolutions/2025/2025-10-13.jln.1/
2025-11-10 20:39:39	fungi	a few days/one week from announcement to accepting a candidate maybe?
2025-11-10 20:39:58	Jesusalva[m]	"The position is ideal for individuals with strong organizational skills and experience in administrative or financial processing, helping to streamline our payment operations efficiently"
2025-11-10 20:40:05	Jesusalva[m]	fungi: Feels adequate imo
2025-11-10 20:40:10	Jesusalva[m]	But posting to where?
2025-11-10 20:40:27	fungi	spi-general would be my default choice
2025-11-10 20:40:36	borden_	Maybe we can polish that up a bit, put it on an "job postings" link on the website
2025-11-10 20:40:51	fungi	not expecting answers but at least it's announced to the membership that way
2025-11-10 20:41:07	borden_	give it some time for search engines to index and anyone looking for a job should be able to find it
2025-11-10 20:41:57	fungi	i'm also happy to accept just about any process answer as long as it's something we can be more consistent about in the future. i have a personal policy about not engaging in bikeshed debates
2025-11-10 20:42:05	<--	borden (~borden@99.209.53.2) has quit (Ping timeout: 480 seconds)
2025-11-10 20:43:04	schultmc	A post to -general linking to a job postings section of the website seems prudent
2025-11-10 20:43:08	fungi	we've started to gain an increasing number of contractors, so having some semblance of a process around selecting them would be nice
2025-11-10 20:43:08	borden_	a website posting and mailing list blast should be sufficient
2025-11-10 20:43:24	mappx	+1
2025-11-10 20:43:51	fungi	but i don't want us to get wrapped up in unnecessary bureaucracy so any lightweight but repeatable process has my support
2025-11-10 20:44:04	borden_	organisations typically post opportunities on their own website. There's no positive obligation to engage every social media platform or something silly like that
2025-11-10 20:44:24	Jesusalva[m]	Yeah. I'll draft what we discussed now into a resolution for next meeting
2025-11-10 20:44:40	Jesusalva[m]	Please include my last statement to minutes
2025-11-10 20:44:50	fungi	duly noted
2025-11-10 20:45:06	fungi	i'm hoping to draft them immediately following the gavel
2025-11-10 20:45:17	Jesusalva[m]	I assume we're all in agreement for a website posting and mailing list as sufficient
2025-11-10 20:45:27	fungi	i am, at least, yes
2025-11-10 20:45:29	Jesusalva[m]	fungi: Feel free to beat me to it
2025-11-10 20:45:29	borden_	I am
2025-11-10 20:45:48	milan	+1
2025-11-10 20:46:06	fungi	by "draft them" i meant today's meeting minutes, to be clear
2025-11-10 20:46:14	schultmc	+1
2025-11-10 20:46:54	Jesusalva[m]	SGTM too :p
2025-11-10 20:47:24	Jesusalva[m]	I really don't mind if people do stuff, but I try to ensure stuff get done which often means doing them myself 😅
2025-11-10 20:47:44	fungi	sadly i know exactly what you mean
2025-11-10 20:48:48	schultmc	[item 9, Next board meeting]
2025-11-10 20:48:48	schultmc	The next board meeting is scheduled for: December 8, 2025 at 2000 UTC.
2025-11-10 20:48:50	schultmc	Any objections?
2025-11-10 20:48:56	schultmc	wfm
2025-11-10 20:49:01	mappx	wfm
2025-11-10 20:49:07	jconway	wfm
2025-11-10 20:49:09	milan	wfm
2025-11-10 20:49:19	borden_	none
2025-11-10 20:49:21	fungi	i'll be around
2025-11-10 20:49:32	borden_	maybe by then I'll learn how time zones work