Board meeting, May 8th, 2014
Board members present
- Bdale Garbee (bdale) (President)
- Joerg Jaspert (Ganneff) (Vice President)
- Michael Schultheiss (schultmc) (Treasurer)
- Jonathan McDowell (Noodles) (Secretary)
- Clint Adams (Clint)
- Robert Brockway (Solver)
- Jimmy Kaplowitz (Hydroxide)
- Martin Zobel-Helas (zobel)
Board members partially present
- None
Board members absent with regrets
- Joshua D. Drake (linuxhiker)
Board members absent
- None
Board advisors present
- None
Registered guests present
- Martin Michlmayr (tbm)
- Ben Longbons (o11c)
- Edward Pasek (wushin)
- H W Tovetjärn (totte)
These are the minutes for the May 8th, 2014 SPI Board Meeting, held at 20:00 UTC in #spi on irc.spi-inc.org. LOG.
President's Report
Bdale had nothing of interest to report.
Treasurer's report
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 January 01, 2014 - January 31, 2014
Income
Ordinary Income
0 A.D. 287.00
aptosid 6.67
Arch Linux 464.11
DebConf 14 250.00
Debian 4,889.79
FFmpeg 185.00
freedesktop.org 10.00
Haskell.org 75.00
LibreOffice 2,938.00
MinGW 35.00
OpenWrt 85.00
PostgreSQL 25,455.00
Privoxy 25.00
SPI General 25,817.00
SPI 5% 365.05
The HeliOS Project 10.00
TideSDK 86.00
Total Ordinary Income 60,983.62
---------
Interest Income
Key Business Platinum MM Savings 2.77
Chase BusinessClassic Checking 0.44
Chase Bus Select High Yield Savings 26.55
Total Interest Income 29.76
-----
Gross Income 61,013.38
---------
Expenses
Ordinary Expenses
0 A.D.
Processing Fees 10.63
SPI 5% 14.35
Total 0 A.D. Exp 24.98
-----
aptosid
Processing Fees 0.44
SPI 5% 0.33
Total aptosid Exp 0.77
----
Arch Linux
Processing Fees 25.91
SPI 5% 23.21
Total Arch Linux Exp 49.12
-----
Debian
Debit Card Fee 3.00
Processing Fees 107.96
SPI 5% 131.96
Total Debian Exp 242.92
------
FFmpeg
Processing Fees 8.99
SPI 5% 9.25
Total FFmpeg Exp 18.24
-----
freedesktop.org
Processing Fees 0.49
SPI 5% 0.50
Total fd.o Exp 0.99
----
Haskell
Hosting Fees 162.63
Processing Fees 3.42
SPI 5% 3.75
Total Haskell Exp 169.80
------
LibreOffice
Processing Fees 30.59
SPI 5% 146.90
Travel Reimbursement 3,269.78
Total LibreOffice Exp 3,447.27
--------
MinGW
Processing Fees 2.10
SPI 5% 1.75
Total MinGW Exp 3.85
----
Open Bioinformatics Foundation
Amazon Hosting 2,214.65
Domain Renewals 30.00
Total OBF Exp 2,244.65
--------
OpenWrt
Processing Fees 4.37
SPI 5% 4.25
Total OpenWrt Exp 8.62
----
PostgreSQL
GSoC Travel 1,062.56
Processing Fees 10.62
SPI 5% 22.75
Total PostgreSQL Exp 1,095.93
--------
Privoxy
Processing Fees 1.09
SPI 5% 1.25
Total Privoxy Exp 2.34
----
SPI
Bookkeeping Fee 1,287.50
PaySimple Monthly Fee 29.95
Transaction Fees 72.49
Total SPI Exp 1,389.94
--------
The HeliOS Project
Processing Fees 10.70
SPI 5% 0.50
Vehicle repair 1,000.00
Total HeliOS Exp 1,011.20
--------
TideSDK
Processing Fees 3.69
SPI 5% 4.30
Total TideSDK Exp 7.99
----
Total Expenses 9,718.61
--------
Net Income 51,294.77
=========
Balance Sheet as of January 31, 2014
ASSETS
Current Assets
Chase BusinessClassic Checking with Interest 53,627.40
Chase Business Select High Yield Savings 208,887.30
KeyBank Basic Business Checking 1,033.73
Key Business Reward Checking 197,758.15
Key Business Platinum Money Market Savings 162,821.52
Key Express Checking 5,496.72
Ameriprise Cash Mgmt Acct 13,406.15
Debian Debit Card 245.00
Total Current Assets 643,275.97
TOTAL ASSETS 643,275.97
LIABILITIES & EQUITY
General and current liabilities 0.00
Equity
Reserves held in trust
0 A.D. Earmark 33,821.43
ankur.org.in 2,811.13
aptosid Earmark 186.96
Arch Linux Earmark 12,819.19
Debian Earmark 194,994.13
DebConf 14 Earmark 12,269.11
Drizzle 6,333.99
FFmpeg 2,917.99
Fluxbox 995.00
Freedesktop.org Earmark 16,802.24
FreedomBox Foundation Earmark 24,442.67
Gallery Earmark 8,271.00
GNU TeXmacs Earmark 323.54
Haskell Earmark 23,664.33
Jenkins Earmark 11,038.84
LibreOffice Earmark 84,823.87
madwifi-project.org Earmark 1,494.90
MinGW Earmark 1,248.06
OpenVAS 56.21
OpenWrt 3,329.23
Open Bioinformatics Earmark 37,131.43
Open Voting Foundation Earmark 158.74
OSUNIX 2.92
Path64 18.60
Plan 9 Earmark 6,500.00
PostgreSQL Earmark 44,150.30
Privoxy Earmark 1,001.86
Swathanthra Malayan Comp Earmark 2,328.05
The HeliOS Project Earmark 350.28
TideSDK Earmark 522.55
Tux4Kids Earmark 16,277.50
YafaRay Earmark 4,663.42
Total held in trust 555,803.47
General reserves 87,472.50
Total Equity 643,275.97
TOTAL LIABILITIES & EQUITY 643,270.97
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 February 01, 2014 - February 28, 2014
Income
Ordinary Income
0 A.D. 310.00
aptosid 6.67
Arch Linux 564.65
DebConf 14 12,000.00
Debian 683.33
FFmpeg 10.00
Haskell.org 2,051.00
Jenkins 35.00
LibreOffice 121.00
MinGW 10.00
PostgreSQL 1,020.00
Privoxy 10.00
SPI General 1,114.67
SPI 5% 214.70
The HeliOS Project 25.00
TideSDK 12.00
Total Ordinary Income 18,188.02
---------
Interest Income
Key Business Platinum MM Savings 2.50
Chase BusinessClassic Checking 0.42
Chase Bus Select High Yield Savings 23.98
Total Interest Income 26.90
-----
Gross Income 18,214.92
---------
Expenses
Ordinary Expenses
0 A.D.
Processing Fees 13.92
SPI 5% 15.50
Total 0 A.D. Exp 29.42
-----
aptosid
Processing Fees 0.44
SPI 5% 0.33
Total aptosid Exp 0.77
----
Arch Linux
Processing Fees 30.29
SPI 5% 28.23
Total Arch Linux Exp 58.52
-----
DebConf 14
Conference deposit 12,144.00
Expedited payment fee 9.95
Wire Fee 25.00
Total DC14 Exp 12,178.95
---------
Debian
Debit Card Fee 3.00
Processing Fees 32.45
SPI 5% 34.17
Total Debian Exp 69.62
-----
FFmpeg
Processing Fees 0.49
SPI 5% 0.50
Total FFmpeg Exp 0.99
----
Haskell
Hosting Fees 162.41
Processing Fees 83.79
SPI 5% 102.55
Total Haskell Exp 348.75
------
Jenkins
Processing Fees 2.10
SPI 5% 1.75
Total Jenkins Exp 3.85
----
LibreOffice
Processing Fees 4.01
SPI 5% 6.05
Travel Reimbursement 985.08
Total LibreOffice Exp 995.14
------
MinGW
Processing Fees 0.75
SPI 5% 0.50
Total MinGW Exp 1.25
----
PostgreSQL
Processing Fees 24.09
SPI 5% 51.00
Total PostgreSQL Exp 75.09
-----
Privoxy
Processing Fees 0.49
SPI 5% 0.50
Total Privoxy Exp 0.99
----
SPI
Accounting Software
Grant - SFC 10,000.00
Bookkeeping Fee 480.00
PaySimple Monthly Fee 29.95
PO Box Renewal 92.00
Postage 9.80
Transaction Fees 32.48
Total SPI Exp 10,644.23
---------
The HeliOS Project
Processing Fees 1.35
SPI 5% 1.25
Total HeliOS Exp 2.60
----
TideSDK
Processing Fees 0.62
SPI 5% 0.60
Total TideSDK Exp 1.22
----
Total Expenses 24,411.39
---------
Net Income (6,196.47)
==========
Balance Sheet as of February 28, 2014
ASSETS
Current Assets
Chase BusinessClassic Checking with Interest 57,020.37
Chase Business Select High Yield Savings 208,911.28
KeyBank Basic Business Checking 1,028.73
Key Business Reward Checking 188,106.46
Key Business Platinum Money Market Savings 162,824.02
Key Express Checking 5,489.72
Ameriprise Cash Mgmt Acct 13,406.15
Debian Debit Card 242.00
Total Current Assets 637,028.73
TOTAL ASSETS 637,028.73
LIABILITIES & EQUITY
General and current liabilities 0.00
Equity
Reserves held in trust
0 A.D. Earmark 34,102.01
ankur.org.in 2,811.13
aptosid Earmark 192.86
Arch Linux Earmark 13,325.32
Debian Earmark 195,607.84
DebConf 14 Earmark 12,090.16
Drizzle 6,333.99
FFmpeg 2,981.00
Fluxbox 995.00
Freedesktop.org Earmark 16,802.24
FreedomBox Foundation Earmark 24,442.67
Gallery Earmark 8,271.00
GNU TeXmacs Earmark 323.54
Haskell Earmark 25,366.58
Jenkins Earmark 11,069.99
LibreOffice Earmark 83,949.73
madwifi-project.org Earmark 1,494.90
MinGW Earmark 1,256.81
OpenVAS 56.21
OpenWrt 3,329.23
Open Bioinformatics Earmark 37,131.43
Open Voting Foundation Earmark 158.74
OSUNIX 2.92
Path64 18.60
Plan 9 Earmark 6,500.00
PostgreSQL Earmark 45,095.21
Privoxy Earmark 1,010.87
Swathanthra Malayan Comp Earmark 2,328.05
The HeliOS Project Earmark 372.68
TideSDK Earmark 533.33
Tux4Kids Earmark 16,277.50
YafaRay Earmark 4,663.42
Total held in trust 558,894.96
General reserves 78,133.77
Total Equity 637,028.73
TOTAL LIABILITIES & EQUITY 637,028.73
Michael publicly thanked the Craigslist Foundation for their unsolicited donations of $25,000 to SPI and $25,000 to PostgreSQL in January. He also stated that he'd reached out to the bookkeeper about obtaining timely reports of their work. He expects future reports to be available by the 10th of a given month.
Secretary's report
Jonathan reported that all of the previous SPI vote details and meeting agendas had been moved over from the old SPI website to the current ikiwiki based site. Some other minor items had also been moved as part of that work. He said there was very little outstanding to be moved and he'd be looking at what was left.
Outstanding minutes
Vote on Meeting Minutes for 10th April 2014 board meeting:
| Clint Adams | Yes |
| Robert Brockway | Yes |
| Bdale Garbee | Yes |
| Joerg Jaspert | Yes |
| Jimmy Kaplowitz | Yes |
| Jonathan McDowell | Yes |
| Michael Schultheiss | Yes |
| Martin Zobel-Helas | Yes |
Motion passed with a vote of 8 yes, 0 missing.
Items up for discussion
Resolution 2014-05-06.jrk.1: Martin Michlmayr as interim director
There had been a note of concern from Gregers Petersen. Martin Zobel-Helas indicated he understood the concerns raised. Jimmy stated that it would have been ideal to have had a more proactive selection process for the interim director position but the intent was to ensure that the upcoming board elections in July were more inclusive.
(It should also be noted that it had been pointed out in response to Gregers' email of concern that when the call for potential candidates had gone out Martin was the only person to come forward, and he has been widely recognised as well qualified for the role.)
| Clint Adams | Yes |
| Robert Brockway | Yes |
| Bdale Garbee | Yes |
| Joerg Jaspert | Yes |
| Jimmy Kaplowitz | Abstain |
| Jonathan McDowell | Abstain |
| Michael Schultheiss | Yes |
| Martin Zobel-Helas | Yes |
Motion passed with a vote of 6 yes, 2 abstain, 0 missing.
Chakra as associated project
Robert brought up the issue of the resolution for the Chakra project as an SPI Associated Project. This resolution had had some outstanding discussion at the point of the previous board meeting and had not been resubmitted (unmodified or otherwise) for this meeting. There are some ongoing requests for SPI to both provide more details about projects in the resolutions for their inclusion under the SPI umbrella, and also to some of the language used around the interaction between the project and SPI. Bdale indicated he was working on a resolution for another project that he would run by counsel for review. It was decided to see the outcome of that and whether it could then be used as a template for future resolutions.
Any other business
Robert indicated a dislike of 2009-11-04.jmd.1 (Contributing member expiry) and suggested we throw it out and replace it with something simpler. He said he would start a list thread on the topic and had some thoughts about the matter.
Adjournment
The meeting was adjourned until Thursday, June 12th, 2014 at 20:00 UTC in #spi on irc.spi-inc.org.
Appendix A: Current Board Membership
| Last elected | Name | Role |
|---|---|---|
| July 2013 | Bdale Garbee | President |
| July 2013 | Joerg Jaspert | Vice President |
| July 2012 | Jonathan McDowell | Secretary |
| July 2012 | Michael Schultheiss | Treasurer |
| July 2013 | Joshua D. Drake | |
| July 2013 | Martin Zobel-Helas | |
| July 2011 | Clint Adams | |
| July 2011 | Robert Brockway | |
| July 2011 | Jimmy Kaplowitz |
Appendix B: Resolutions
Resolution 2014-05-06.jrk.1: Martin Michlmayr as interim director
WHEREAS 1. A vacancy on the SPI board of directors will exist as of the conclusion of the May 2014 SPI board meeting, unless an interim director is appointed to fill it; 2. Martin Michlmayr has sufficient time, interest, motivation, and experience to usefully assist SPI over the remainder of the current board term, having served as Debian Project Leader, Debian auditor, Open Source Initiative board member, and member of the Software Freedom Conservancy evaluation committee; 3. Some of the tasks Martin is interested in addressing would be best achieved from within the board, such as addressing any compliance needs for an upcoming change in SPI's governing law; 4. Martin is available to attend most or all of the remaining board meetings in the current term; and 5. Martin has confirmed that he is willing to accept this appointment; THE SPI BOARD RESOLVES THAT 6. Martin Michlmayr is hereby appointed as an interim member of the SPI board of directors, beginning at the conclusion of the May 2014 board meeting and continuing until the conclusion of the July 2014 SPI board elections.