Board meeting, August 10th, 2004
Attending:
- Bdale Garbee
- Benj. Mako Hill
- Branden Robinson
- Bruce Perens
- David Graham
- Ian Jackson
- Jimmy Kaplowitz (Treasurer at start of meeting)
- John Goerzen (Vice President at start of meeting)
- Martin Schulze
Invitees present:
- Christian T. Steigies
- Drew Scott Daniels
- Joseph Nahmias
- MJ Ray
- Matt Kraai
- Phil Brooke
Agenda:
- Opening
- Roll call
- Introduction of New Board Members
- Selection of Officers
- Outstanding Resolutions
- Next meeting
- Next meeting
Recorder: David Graham (Secretary)
The following minutes were adopted by the Board of Directors on September 7th, 2004:
Meeting opened 19:00:02 UTC on August 10th, 2004 and took place in #spi on irc.spi-inc.org.
Introduction of New Board Members
John Goerzen introduced Bdale Garbee and Branden Robinson to the board. They were elected to the board on July 29th, 2004.
The sitting board thanked Wichert Akkerman and Ean Schuessler for their years of service to the Board of Directors, and to Michael Greb for running in the election.
Selection of Officers
John Goerzen noted that the positions of President and Secretary were unfilled, however due to resolution 2004-06-01.dbg.2, all officer positions were up for election at this meeting.
The following candidates sought positions on the executive:
- President: John Goerzen
- Vice President: Bdale Garbee, Benj. Mako Hill, Branden Robinson
- Treasurer: Jimmy Kaplowitz
- Secretary: David Graham
The positions of President, Treasurer, and Secretary were not contested, however they were put to a vote.
On the motion of making John Goerzen the President, Jimmy Kaplowitz the Treasurer, and David Graham the Secretary:
| Name | Vote |
|---|---|
| Bdale Garbee | Yes |
| John Goerzen | Abstain |
| David Graham | Yes |
| Benj. Mako Hill | Yes |
| Ian Jackson | Yes |
| Jimmy Kaplowitz | Abstain |
| Bruce Perens | Yes |
| Branden Robinson | Yes |
| Martin Schulze | Yes |
Result 7 in favour, none against, 2 abstentions. The motion is approved.
After much discussion, it was agreed to hold a run-off vote for Vice President.
Round 1, Bdale Garbee, Benj. Mako Hill, Branden Robinson as candidates for VP.
| Name | Vote |
|---|---|
| Bdale Garbee | Bdale Garbee |
| John Goerzen | Branden Robinson |
| David Graham | Benj. Mako Hill |
| Benj. Mako Hill | Benj. Mako Hill |
| Ian Jackson | Bdale Garbee |
| Jimmy Kaplowitz | Benj. Mako Hill |
| Bruce Perens | Benj. Mako Hill |
| Branden Robinson | Branden Robinson |
| Martin Schulze | Bdale Garbee |
- Branden Robinson: 2
- Bdale Garbee: 3
- Benj. Mako Hill: 4
Branden Robinson concedes defeat.
Round 2, Bdale Garbee, Benj. Mako Hill for VP.
| Name | Vote |
|---|---|
| Bdale Garbee | Bdale Garbee |
| John Goerzen | Abstain |
| David Graham | Benj. Mako Hill |
| Benj. Mako Hill | Benj. Mako Hill |
| Ian Jackson | Bdale Garbee |
| Jimmy Kaplowitz | Benj. Mako Hill |
| Bruce Perens | Benj. Mako Hill |
| Branden Robinson | Abstain |
| Martin Schulze | Bdale Garbee |
- Bdale Garbee: 3
- Benj. Mako Hill: 4
Bdale Garbee concedes defeat and Benj. Mako Hill is elected Vice President.
Outstanding Resolutions
Three resolutions were outstanding at the start of the meeting. Resolution 2004-08-10.dbg.2: Annual meeting board member elections.
This resolution supersedes; 2004-06-01.dbg.2
All discussion took place prior to the meeting.
| Name | Vote |
|---|---|
| Bdale Garbee | Yes |
| John Goerzen | Yes |
| David Graham | Yes |
| Benj. Mako Hill | Yes |
| Ian Jackson | Yes |
| Jimmy Kaplowitz | Yes |
| Bruce Perens | Yes |
| Branden Robinson | Yes |
| Martin Schulze | Yes |
Yes: 9, No: 0, Abstain: 0. Resolution adopted.
Amendment resolution 2004-08-10.iwj.1: Project Framework (to 1998-11-16.iwj.1).
All discussion took place prior to the meeting.
| Name | Vote |
|---|---|
| Bdale Garbee | Yes |
| John Goerzen | Yes |
| David Graham | Yes |
| Benj. Mako Hill | Yes |
| Ian Jackson | Yes |
| Jimmy Kaplowitz | Yes |
| Bruce Perens | Yes |
| Branden Robinson | Abstain |
| Martin Schulze | Abstain |
Yes: 7, No: 0, Abstain: 2. Amendment resolution adopted.
Resolution 2004-08-10.iwj.dbg.3: Board Advisors.
This resolution supersedes: 2003-07-26.bmh.1, 2002-05-07.mgs.3.br, 2001-05-16.nl, 1999-08-12.iwj.1 & 1998-09-25.nl.1.
Discussion:
- Joseph Nahmias inquired as to the purpose of Advisors.
- Ian Jackson explained that Advisors have no power, but do have influence and can see what the Board is doing.
- Branden Robinson pointed out that if the Board is deceptive, the Advisors can report this fact to member projects.
- Bdale Garbee stated that as an advisor, he felt his role was to make a pain of himself on issues the board was not adequately addressing.
- Martin Schulze suggested that the resolution include text saying that the removal of a projected-appointed advisor should be explicitly an exception, or have its need defined.
- Ian Jackson proposed an amendment (see below).
- Branden Robinson noted that the purpose of the paragraph in the first place is to allow the board to remove a disruptive advisor over the wishes of a member project.
- Bruce Perens forced a call to vote on the amendment.
Ian Jackson proposed an amendment to paragraph 7:
7. The SPI Board reserves the right to vary the number of Representative Advisor seats it offers to a particular Associated Project. The SPI Board also reserves the right to reject, remove, or replace a Project's nominee(s), should the need arise.
The amendment would replace "should the need arise" with "(but the Board hopes not to feel the need to do so)".
On the amendment:
| Name | Vote |
|---|---|
| Bdale Garbee | No |
| John Goerzen | Abstain |
| David Graham | No |
| Benj. Mako Hill | No |
| Ian Jackson | Yes |
| Jimmy Kaplowitz | Abstain |
| Bruce Perens | No |
| Branden Robinson | No |
| Martin Schulze | Abstain |
Yes: 1, No: 5, Abstain: 3. Amendment defeated.
On the resolution:
| Name | Vote |
|---|---|
| Bdale Garbee | Yes |
| John Goerzen | Yes |
| David Graham | Yes |
| Benj. Mako Hill | Yes |
| Ian Jackson | Yes |
| Jimmy Kaplowitz | Yes |
| Bruce Perens | Yes |
| Branden Robinson | Yes |
| Martin Schulze | Abstain |
Yes: 8, No: 0, Abstain: 1. Resolution adopted.
Next meeting
Next meeting scheduled for September 7th, 2004 at 19:00 UTC in
#spi on irc.spi-inc.org.
The meeting was adjourned at 19:45 on August 10th, 2004
Appendix A: The Current Board as of the end of the meeting
| Name | Role |
|---|---|
| John Goerzen | President |
| Benj. Mako | Vice President |
| David Graham | Secretary |
| Jimmy Kaplowitz | Treasurer |
| Bdale Garbee | |
| Ian Jackson | |
| Bruce Perens | |
| Branden Robinson | |
| Martin "Joey" Schulze |