Meeting agenda for Monday 11th December, 2023

This is the proposed agenda for the SPI board meeting of Monday, December 11th 2023, 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 (Héctor Orón Martínez)
  5. Secretary's report (Zach van Rijn)
  6. Outstanding minutes
    1. Monday, 13 November, 2023
  7. Items up for discussion
    1. SPI Administrative Overhead Fee Resolution
    2. NTPSEC/ARDC refund of grants
    3. C++ Portable Components (POCO) as an associated project
  8. Any other business
  9. Next board meeting: January 8, 2024, 20:00 UTC

President's report

pending

Treasurer's report

pending

Secretary's report

pending

Items up for Discussion

SPI Administrative Overhead Fee Resolution

(From Jonatas)

It is an attempt to formalize SPI proceedings regarding its fee which are scattered in several places, including the Finance Handbook, Resolution 2020-06-22, ticket #4689, and the Associated Project HOWTO. It also includes a new rules for non monetary donations, which are exceedingly rare, and is supposed to go into effect on January 1st 2024.

# Resolution 2023-XX-XX.jln.2: Formalize SPI 5% fee

WHEREAS

1. SPI has a non zero upkeep, and

2. SPI has historically charged a 5% fee to cover its upkeep, which however is not
   properly documented, even if it is well known,


THE SPI BOARD RESOLVES THAT

1. SPI will charge all project donations and conference sponsorships a 5%
   administrative fee, as is SPI's current practice. The fee is calculated
   and collected before the transaction costs (such as wire transfer fees).

2. SPI will not charge the fee on transfer of existing funds.

3. SPI will not charge the fee twice, such when a project sells an asset purchased
   with the project funds.

4. When non-cash donations are made, such as securities or goods, the fee will be
   charged at the fair market value of the asset. If the fair market value increase,
   SPI will also collect the fee over the increase.

5. If the collection of the fee for any reason would cause the project balance to
   go negative, the collection may be postponed or waived by SPI.

6. SPI may, at its sole discretion, waive the fee. Such waiver shall not affect
   SPI's capabilities to resume the fee collection in the future.

7. Interest over unspent project cash will be collected to the General Fund, however
   dividends over securities owned by projects will instead be subject to the fee.

8. Donation of materials and services ("in kind donation") directly related to SPI
   goals and mission and which are not meant to be sold will not be subject to the fee.

9. Omissions and questions in this resolution shall be decided by the treasurer
   and the president (or vice president) of SPI.

This resolution supersedes resolution 2020-06-22.mcs.1

NTPSEC/ARDC refund of grants

The objections were resolved.

C++ Portable Components (POCO) as an associated project

(From Jeremy)

# Resolution 2023-12-11.js.1: POCO as an associated project

WHEREAS

1. C++ Portable Components (POCO) is a substantial and significant
   free/libre open source software project providing libraries used
   in the creation of other software projects and included in
   popular distributions.

2. POCO's developers would like SPI's support and assistance,
   including accepting donations, holding funds, paying for project
   expenses, signing contracts, and legal assistance.

THE SPI BOARD RESOLVES THAT

3. POCO 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. Aleksandar Fabijanic is recognised by SPI as the authoritative
   decision maker and SPI liaison for POCO. Successors will be
   appointed by by the outgoing liaison or, failing that, by the
   members of POCO's Technical Steering Committee.

5. If the last known SPI liaison for POCO is unreachable 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.