Board meeting, June 12th, 2023

Board members present

  • Michael Schultheiss (schultmc) (President)
  • Stephen Frost (Snow-Man) (Vice-President)
  • Forrest Fleming (fsf) (Secretary)
  • Joe Conway (jconway)
  • Milan Kupcevic (milan)
  • Jonatas L. Nogueira (jesusalva)
  • Zach van Rijn (zv)

Board members partially present

  • None

Board members absent with regrets

  • Jeremy Stanley (fungi)

Board members absent

  • Héctor Orón Martínez (zumbi) (Treasurer)

Registered guests present

  • Síle Ekaterin Liszka
  • Célestin Matte
  • Levente Polyák

These are the minutes for the June 12th, 2023 SPI Board Meeting, held at 20:00 UTC in #spi on irc.spi-inc.org. LOG.

President's Report

Stephen Frost and I are completing the paperwork for our newest Merrill account,
we will implement the tiered Certificate of Deposit (CD) and investment strategy we discussed
with our financial advisor.

Continued thanks to SPI Vice President, Stephen Frost, for handling contracting 
with SPI's contractors. Stephen continues to do a fantastic job working with our 
contractors and legal counsel.

Treasurer's report

Héctor Orón Martínez was not present.

The SPI treasury team is continuing to process requests and is striving for
more timely ticket handling. The backlog is being processed but if there are
any board members who would like to assist with treasury tasks, additional
help is always welcome.

Secretary's report

Forrest Fleming:

Thank you, zv, for your continued support. After this meeting, zv will take
over secretarial duties. Please ensure he receives all conflict of interest
forms that have not yet been sent to secretary@. Many of those are still
outstanding - please complete them.

Zach van Rijn:

I will be sending mail around soon to coordinate a face-to-face meeting.

Vote On Minutes For Previous Meetings

Vote on minutes for meeting Monday May 8th 2023

Joe ConwayYes
Forrest FlemingYes
Stephen FrostYes
Milan KupcevicAbstain
Jonatas L. NogueiraYes
Michael SchultheissYes
Zach van RijnYes

Vote passed with 6 yes, 1 abstain, 0 no.

Items up for discussion

Vote to Confirm Zach van Rijn as Interim Secretary

Joe ConwayYes
Forrest FlemingYes
Stephen FrostYes
Milan KupcevicYes
Jonatas L. NogueiraYes
Michael SchultheissYes
Zach van RijnAbstain

Vote passed with 6 yes, 1 abstain, 0 no.

Proposal for Communication Committee

Some members have been demanding more transparency and communication from SPI Board. Jonatas L. Nogueira (jesusalva) has drafted a proposal to allow the Secretary to delegate certain tasks to the Board or Membership. See Appendix B.

Zach van Rijn would like to see some of the language simplified/clarified.

The Board will discuss minor changes to this draft proposal, but there were no objections to its content. The final proposal will be added to the agenda for the next meeting, as well as to the spi-general mailing list for additional feedback.

Decide How to Handle 2019 By-Laws Revision

By-Laws deficiencies still need to be addressed.

We plan to discuss it at the next face-to-face Board meeting.

Other business

Arch Linux is asking for priority assistance in resolving Ticket 6282.

Jonatas L. Nogueira will add contract- and agreement- related tasks to Board RT to ensure consistency and for tracking purposes.

Stephen Frost and Michael Schultheiss will work with Levente Polyák (anthraxx) of Arch Linux after the meeting adjourns.

Adjournment

The meeting was adjourned until Monday July 10th, 2023 at 20:00 UTC in #spi on irc.spi-inc.org.

Appendix A: Current Board Membership

Last electedNameRole
July 2021Michael SchultheissPresident
July 2021Stephen FrostVice President
July 2022Héctor Orón MartínezTreasurer
July 2022Forrest FlemingSecretary
July 2020Joe Conway
July 2021Milan Kupcevic
July 2022Jonatas L. Nogueira
July 2022Jeremy Stanley
July 2022Zach van Rijn

Appendix B: Proposal for Communication Committee

A charter is hereby granted for the formation and operation of a committee
within the guidelines and objectives stated herein. The committee shall
operate in the best interest of the free software community and is
responsible to the board of directors and to the membership of the
organization.
Purpose of the Committee
It is the responsibility of this committee to aid the Secretary of Software
in the Public Interest, Inc. in its communication tasks. This includes the
tasks mandated by resolutions regarding SPI's decision making openness.

This committee is defined in accordance with Article 10 of the SPI bylaws.

Operating Guidelines
The committee will be chaired by the Secretary and aid them by request or
by craft, when noticing that a task assigned to the secretary regarding
communications was not made. The members of the committee may also propose
to the Secretary and operationalize once approved, new means to communicate
with membership, observing SPI's governance.

While membership in this committee does not include nor preclude any
specific power, right or grant, the Secretary may delegate part of their
powers and responsibilities regarding communication to the committee,
including and not limited to managing social media accounts, writing
minutes, moderating, or posting summaries about SPI's activities in the
relevant mailing lists.

Any power, right or grant directly and expressly attributed to the
Secretary by the By-Laws, such as summoning board directors for meetings,
managing votes and elections, the objective responsibility over SPI's
documents and representation in Board meetings, may not be delegated to the
committee without the Board's express approval.

Membership and Organization

This committee will be chaired by the Secretary, and will consist of a
group of up to four people including the Secretary, which may be from SPI's
contributing membership or from the Board itself. Members will be designed
by the Secretary or by the Board of Directors.

The secretary may establish guidelines in how the committee will be
operated, the term for the committee members, how contributing members may
join the committee, and may also remove any committee member at their sole
discretion. The Secretary should provide a summary in the next Board
Meeting in case it happens.