Board meeting, August 19th, 2009
Board members present
- Bdale Garbee (bdale) (President)
- Joerg Jaspert (Ganneff) (Vice President)
- Michael Schultheiss (schultmc) (Treasurer)
- Jimmy Kaplowitz (Hydroxide) (Secretary)
- Martin Zobel-Helas (zobel)
- David Graham (cdlu)
- Joshua D. Drake (linuxpoet)
- Jonathan McDowell (Noodles)
Board members partially present
- None
Board members absent with regrets
- Luk Claes (luk)
Board members absent
- None
Board advisors present
- None
Registered guests present
- Kåre Thor Olsen (Kaare)
- MJ Ray (slef)
- Moray Allan (moray)
These are the draft minutes for the August 19th, 2009 SPI Annual Board meeting, held at 20:00 UTC in #spi on irc.spi-inc.org. LOG
President's Report
Bdale Garbee provided the following president's report:
Last month, I spent two weeks in Spain and Portugal, attending DebConf9 and DebianDayPT with my daughter Elizabeth. We had what I think was a very successful SPI BOF at DebConf, and it was good seeing the other SPI board members who were present there again in person. Joerg, is there video of that BOF available? If so, perhaps we can point to it. I don't believe any action items worthy of report here came out of that BOF, though. Before our next meeting, my only travel related to Free Software will be a brief appearance at the RH Summit in Chicago to speak on behalf of HP. I've also had various emails back and forth with representatives of potential associated projects this month, but nothing worth reporting here yet.
Jimmy Kaplowitz provided a link to the DebConf9 videos including both high-quality and low-quality Ogg Theora versions of the SPI BOF.
Treasurer's Report
Michael Schultheiss provided the following financial report for July 2009.
This report uses a cash-based method of accounting, recording donations
when deposited (not when the check was written or received by us) and
recording expenses when sent or scheduled for payment (not when
incurred).
Income Statement
for the Period July 01, 2009 - July 31, 2009
Income
Ordinary Income
Debian 5,852.53
Freedesktop.org 15.00
Gallery 40.00
Madwifi-project.org 127.00
OpenOffice.org 867.26
Open Voting Foundation 2.00
PostgreSQL 795.26
SPI General 212.00
SPI 5% 196.40
The HeliOS Project 1,799.00
Total Ordinary Income 9,906.45
--------
Interest Income
Key Bank Money Mkt Savings 40.31
Total Interest Income 40.31
-----
Gross Income 9,946.76
--------
Expenses
Ordinary Expenses
Debian
Currency Exchange Fees 63.89
Office supplies (DC9) 112.25
Processing Fees 54.18
Promo cards (DC10) 38.32
Reimbursement 4,813.27
SPI 5% 46.63
Travel Reimbursement 12,712.51
Wire Transfer (ffis) 12,899.90
Total Debian Exp 30,740.95
---------
Freedesktop.org
Processing Fees 0.60
SPI 5% 0.75
Total FD.o Exp 1.35
----
Gallery
Processing Fees 1.60
SPI 5% 2.00
Total Gallery Exp 3.60
----
Madwifi-project.org
Processing Fees 5.08
SPI 5% 6.35
Total Madwifi Exp 11.43
-----
OpenOffice.org (OO.o)
Processing Fees 31.29
SPI 5% 43.36
Total OO.o Exp 74.65
-----
Open Voting Foundation (OVF)
Processing Fees 0.08
SPI 5% 0.10
Total OVF Exp 0.18
----
PostgreSQL
Processing Fees 5.81
SPI 5% 7.26
Total PostgreSQL Exp 13.07
-----
SPI
Office Supplies 213.99
PaySimple Monthly Fee 29.95
Transaction Fees 25.15
Total SPI Exp 269.09
------
The HeliOS Project
Exp Reimbursements 1,206.30
Processing Fees 71.96
SPI 5% 89.95
Total HeliOS Exp 1,368.21
--------
Total Expenses 32,472.53
---------
Net Income (22,535.77)
===========
Balance Sheet as of July 31, 2009
ASSETS
Current Assets
Key Business Reward Checking 12,479.72
Key Business Signature Money Market Savings 182,460.83
Ameriprise Cash Mgmt Acct 13,389.51
Total Current Assets 208,330.06
TOTAL ASSETS 208,330.06
LIABILITIES & EQUITY
General and current liabilities 0.00
Equity
Reserves held in trust
Debian Earmark 117,926.18
Drupal Earmark 2,650.00
Freedesktop.org Earmark 1,480.53
Gallery Earmark 6,105.88
GNU TeXmacs Earmark 9.70
Madwifi.org Earmark 1,364.47
OpenOffice.org Earmark 4,887.32
Open Voting Foundation Earmark 67.34
Plan 9 Earmark 6,500.00
PostgreSQL Earmark 31,245.62
Privoxy Earmark 40.00
Tux4Kids Earmark 1,865.05
The HeliOS Project 34.56
Total held in trust 174,176.65
General reserves 34,153.41
Total Equity 208,330.06
TOTAL LIABILITIES & EQUITY 208,330.06
Michael stated his pleasure at Debian having spent a good portion of its funds, and encouraged other projects not to hoard funds. He stated he is still considering a switch to accrual-basis accounting but has not had time to do so yet. After a few board members expressed their views on this, it was decided that the topic would be good to discuss via email.
Secretary's Report
Jimmy Kaplowitz provided the following secretary's report.
Michael Schultheiss was re-elected and Jonathan McDowell was newly elected to the SPI Board of Directors last month. Congratulations to them both. Thanks to Greg Sabino Mullane for running. Neil McGovern has completed his term on the Board. Thanks to him for his service, and for running the 2009 SPI Board elections.
Due to unforeseen logistical delays, OSUNIX will not be able to have a letter from their lawyer at the Software Freedom Law Center in time for this meeting which explains the resolution of their licensing issues. Therefore, they have agreed to delay revisiting their request to become an SPI associated project until the September board meeting.
Outstanding Minutes
Jimmy Kaplowitz presented the June, July, and August 2008 minutes for approval, as well as the July 2009 minutes, leaving no outstanding minutes yet to be approved.
Vote to approve June 2008 minutes
| Joerg Jaspert | Yes |
| Jimmy Kaplowitz | Abstain |
| Martin Zobel-Helas | Yes |
| Jonathan McDowell | Abstain |
| Bdale Garbee | Abstain |
| Michael Schultheiss | Yes |
| Joshua D. Drake | Abstain |
| David Graham | Yes |
Motion passed with a vote of Yes: 4, No: 0, Abstain: 4.
Vote to approve July 2008 minutes
| Joerg Jaspert | Yes |
| Jimmy Kaplowitz | Yes |
| Martin Zobel-Helas | Yes |
| Jonathan McDowell | Abstain |
| Bdale Garbee | Abstain |
| Michael Schultheiss | Yes |
| Joshua D. Drake | Abstain |
| David Graham | Yes |
Motion passed with a vote of Yes: 5, No: 0, Abstain: 3. These minutes were approved subject to a correction noting that Jimmy Kaplowitz was present.
Vote to approve August 2008 minutes
| Joerg Jaspert | Yes |
| Jimmy Kaplowitz | Yes |
| Martin Zobel-Helas | Yes |
| Jonathan McDowell | Abstain |
| Bdale Garbee | Abstain |
| Michael Schultheiss | Yes |
| Joshua D. Drake | Abstain |
| David Graham | Yes |
Motion passed with a vote of Yes: 5, No: 0, Abstain: 3
These minutes were approved subject to a correction noting that Joshua D. Drake was absent.
Vote to approve July 2009 minutes
| Joerg Jaspert | Yes |
| Jimmy Kaplowitz | Abstain |
| Martin Zobel-Helas | Yes |
| Jonathan McDowell | Yes |
| Bdale Garbee | Yes |
| Michael Schultheiss | Yes |
| Joshua D. Drake | Abstain |
| David Graham | Abstain |
Motion passed with a vote of Yes: 6, No: 0, Abstain: 2.
SPI Board Elections
During this meeting, new SPI officers were elected for the 2009-2010 term by the board which resulted from the 2009 SPI board elections. For the offices of President, Vice President, and Treasurer, the incumbents were the sole candidates seeking re-election. These three were voted on together.
Vote to approve Bdale Garbee as President, Joerg Jaspert as Vice President, and Michael Schultheiss as Treasurer:
| Bdale Garbee | Yes |
| Jimmy Kaplowitz | Yes |
| Martin Zobel-Helas | Yes |
| Jonathan McDowell | Yes |
| Joerg Jaspert | Yes |
| Michael Schultheiss | Yes |
| Joshua D. Drake | Yes |
| David Graham | Yes |
Motion passed with a vote of Yes: 8, No: 0, Abstain: 0.
The incumbent Secretary wished to step down in that role, while remaining an SPI director. After much discussion, it was agreed that Martin Zobel-Helas would serve as Secretary through November 30 and that Jonathan McDowell would take over that role beginning December 1.
Vote to approve Martin Zobel-Helas as Secretary through November 30 and Jonathan McDowell as Secretary starting December 1:
| Bdale Garbee | Yes |
| Jimmy Kaplowitz | Yes |
| Martin Zobel-Helas | Yes |
| Jonathan McDowell | Yes |
| Joerg Jaspert | Yes |
| Michael Schultheiss | Yes |
| Joshua D. Drake | Yes |
| David Graham | Yes |
Motion passed with a vote of Yes: 8, No: 0, Abstain: 0.
Other Business
In response to an inquiry from Joshua D. Drake, Jimmy Kaplowitz informed the board that the website overhaul was stalled due to a lack of available man-hours. Joshua agreed to find willing people with sufficient time. He also asked that the board set goals for the following year; it was decided that this discussion should occur via email. David Graham asked for feedback on a proposed resolution of his and was directed to the mailing lists for that purpose.
Adjournment
The meeting was adjourned until Wednesday, September 16th, 2009 at 20:00 UTC in #spi on irc.oftc.net. The board tentatively decided that the default meeting time should thereafter switch to the second Wednesday of each month. This decision is to be finalized at the September meeting.
Appendix A: Current Board Membership
| Last elected | Name | Role |
|---|---|---|
| July 2007 | Bdale Garbee | President |
| July 2007 | Joerg Jaspert | Vice President |
| July 2008 | Jimmy Kaplowitz | Secretary |
| July 2009 | Michael Schultheiss | Treasurer |
| July 2007 | Martin Zobel-Helas | |
| July 2008 | David Graham | |
| July 2007 | Luk Claes | |
| July 2007 | Joshua D. Drake | |
| July 2009 | Jonathan McDowell |
Appendix B: Approved Resolutions
(none, but Martin Zobel-Helas was chosen as Secretary through November 30, effective at the close of this meeting; on December 1 Jonathan McDowell will replace Martin Zobel-Helas as Secretary.)