Date is 2013-09-06, times are UTC+10.

--- Day changed Fri Sep 06 2013
07:06 < whot> ok, let's get the meeting started
07:06 < mupuf> stukreit: are you here?
07:06 <+keithp> alanc: I don't see why 1.15 can't be soonish?
07:06 < agd5f> mupuf, he said he can't make it
07:06 < whot> I've got four items on the todo list. big ticket item is the umbrella org discussion, and any discussion about banking. small ticket items are some email aliases and action items
07:06 < mupuf> I must have missed the email then
07:06 <+alanc> stukreit & emmes both said they'd miss today
07:06 < whot> let's get the small ones out of the way first
07:07 < whot> email alias: i want an alias for treasurer@ and secretary@ for the board so that we don't need to change our contact's emails after elections
07:07 <+alanc> (keithp: should probably discuss that on #xorg-devel later so we don't derail the board meeting)
07:08 < agd5f> whot, +1 for that idea
07:08 <+alanc> +1
07:08 < whot> Bart has been nice enough to fwd me what comes into his inbox, but having this as a simple alias is probably easier for anyone else (obviously we still have to sync with previous members, but...)
07:08 < marcoz> +1 for aliases
07:08 < whot> which brings up the question - who sets that up? sitewranglers?
07:09 < agd5f> anholt maybe?  whoever has admin access on the server
07:09 <+keithp> whot: expo.x.org is still the MX host for x.org
07:09 < whot> keithp: and that means?
07:09 <+keithp> whot: it's not an fd.o machine
07:09 <+alanc> I don't think most of the current board got accounts on expo
07:10 <+keithp> alanc: not clear that I have an account either
07:10 < whot> ok, so any volunteers? (I don't have access, at least that I know of)
07:10 <+alanc> I have an account, but not root access
07:10 <+alanc> heh, expo's /etc/aliases already has:
07:10 <+alanc> secretary: bart@cs.pdx.edu 
07:11 <+alanc> no treasurer though
07:11 < whot> heh. ok, I'll chase this up with anholt
07:11 <+alanc> yeah, anholt, daniels, or ajax I think all had root in the past
07:11 <+alanc> I thought keithp did too
07:12 < whot> which brings up the next thing: do we have a list anywhere of "things that should happen after an election"?
07:12 < whot> because switching alias is now one of the things on the list
07:12 <+alanc> k@x.org is his, if you ever get really lazy typing
07:12 <+alanc> Carl Worth made a "what to do for new board members" page in the wiki at one point
07:12 < whot> ok, I'll figure that out too then
07:14 <+alanc> https://foundation.x.org/bod/NewBoardMember
07:14 < whot> ok, next item: list of action items. I've set up the wiki page which should do for now. someone suggested that trello is ideal for this but it would obviously require an account there (or a google account, anyway). i'll do a bit of testing with it, but if you veto that now it saves me some time
07:14 < whot> alanc: cool thx. now  I need to remember what my pwd was for that :)
07:15  * agd5f googles trello
07:15 <+alanc> umm, looks like you don't have one
07:15 < whot> to rephrase, if you're not comfortable using your google account and not willing to create a trello account there, then no point me investigating it
07:15 < whot> agd5f: trello.com
07:16 <+alanc> current list of accounts on board wiki is anholt,daniels,bart,mherrb,cworth,dberkholz,alanc,agd5f,mhopf,keithp,stukreit
07:16 <+keithp> alanc: yeah, I don't appear to have a current SSH key installed
07:16 <+alanc> so we need to add whot,marcoz, & mupuf?
07:18 <+alanc> looks like tollef has an account on expo, I think he had root too
07:18 <+keithp> he should have
07:18 <+alanc> & benjsc
07:19 < whot> alanc: can you add the accounts to the board wiki?
07:19 < whot> so we can move on with that topic
07:19 < whot> so again, regarding trello the question isn't yet whether we use it but whether having to use an external account is a veto. I know keith is not happy with the xorg google cal, so if that's the case here to no point me persuing it
07:20 < marcoz> whot: keithp: what's wrong with the xorg google cal?
07:20 < mupuf> so, I read up a bit on trello, do we really need to have such complexity for a TODO list?
07:21 <+keithp> marcoz: wasn't aware that it was broken?
07:21 <+alanc> whot: I cannot, file is only editable by root - can send mail about what board members need to do, but then we'll need an admin to complete it
07:21 < marcoz> when was it broken? I updated stuff last week on it.
07:21 < whot> keithp: have you ever used the calendar? last we talked about it you weren't happy that it requires a google account
07:21  * keithp has no memory of that. I've used the calendar and even added stuff
07:22 < whot> ah, ok. nevermind then
07:22 < marcoz> I can understand not liking that a google acct is required.
07:22 <+keithp> yeah, it's not ideal, but running our own infrastructure isn't ideal either
07:23 < marcoz> that might be a nice seque into the next topic?
07:23 < whot> yes, let's move on
07:23 < whot> so: umbrella orgs. any comments on anything specific so far?
07:24 <+alanc> I don't think apache is a good fit for us, we'd have to change licenses, change organizational structure, fit into their model, etc.
07:24 <+alanc> better fit for new projects getting started than those bringing 30 years of baggage
07:24 < mupuf> I personnaly tend to like the idea of having an umbrella org managing our account, status and providing donation capabilities (as opposed to doing everything ourselves)
07:25 < mupuf> alanc: +1, apache is not the right umbrella for us
07:25 <+alanc> SPI & SFLC seem like the best fits we've seen so far
07:25 < agd5f> I guess it would be good to find out if we can be a member and a 501(c)3 ourselves
07:25 < mupuf> agd5f: what would be the point?
07:26 < whot> what would happen to our current account when joining and umbrella. and does being 501c3 or not affect our spending of that money?
07:26 < whot> joining an umbrella...
07:27 < agd5f> mupuf, if we were to be granted 501c3 again and we choose to work with an umbrella org as well
07:27 < mupuf> agd5f: I don't get the point of doing that
07:28 <+alanc> I think we'd have to ask them about it, but I generally thought that it would involve merging our current non-profit corporation into their corporation (maybe as a subsidiary?  need corporate lawyers to figure that part out)
07:28 <+keithp> agd5f: being as separate 501(c)3 organization causes us to need to file taxes and other forms in a timely fashion
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07:28 < mupuf> to me, either we do everything ourselves or we go under an umbrella
07:28 < agd5f> so would we disolve the current xorg corporation when we joined?
07:29 <+keithp> agd5f: I don't think we'd need a separate corporation
07:29 < agd5f> *dissolve
07:30 < whot> that's just the "corporation" right, not the foundation - which would keep going as-is, pretty much, right?
07:30 <+keithp> right, we'd retain our board of directors, membership and elections
07:30 <+keithp> all of that would be responsible for directing the use of current and new funds
07:30 < agd5f> that's what's not clear to me
07:31 <+keithp> the only thing that would disappear is the legal entity responsible for filing taxes :-)
07:31 < agd5f> I thought the foundation and the corporation were one and the same
07:31 < whot> agd5f: aiui we'd be as-is now but don't have direct access to the account but rather have to go through the umbrella to get reimbursed
07:32 < mupuf> yeah, as long as their tresurer takes less than 2 weeks to answer, it should be good-enough
07:32 < agd5f> so we'd basically dissolve the current X organization and re-form it as a "project"
07:32 < mupuf> but we should contact them to check if they would be ok with the EVoC
07:32 < whot> good point
07:33 <+keithp> mupuf: in my dealings with SPI, they're OK with anything which is legal and aligned with the general charter of both the organization and SPI
07:33 < agd5f> plus stuff like our current funds and bylaws are tied to the corporation right?
07:33 <+keithp> agd5f: monies, yes, bylaws, not so much
07:34 <+keithp> the bylaws are part of the 501(c)3 application, but only as they ensure that the organization is structured in compliance with the requriements for that
07:37 <+alanc> we might be able to simplify our bylaws & membership forms when they aren't covering a separate corporation, since we'd defer to the umbrella org bylaws for certain parts
07:37 < agd5f> it's still not clear to me how we get from the current situation to an umbrella org.  I was under the impression that we would join the umbrella org and they would handle our taxes, etc. in exchange for part of the money, but I though we were still a separate corporate entity
07:37 <+alanc> I thought joining them would replace our corporate entity with theirs
07:38 <+keithp> agd5f: I thought the point of using an umbrella org was to eliminate the overhead of running a corporation, mostly in terms of tax filings and other financial paperwork
07:39 < mupuf> keithp: same here
07:39 -!- marcoz [~oftc-webi@masquerade.micron.com] has joined #xf-bod
07:40 < marcoz> stupid firewall. did I miss anything?
07:40 < mupuf> marcoz: let me copy paste you the logs in pm
07:40 < agd5f> keithp, right, I thought they took that aspect over for you
07:40 <+alanc> mostly just us trying to figure out how joining an umbrella works and if our corporate entity survives or is absorbed
07:41 < agd5f> but I guess it makes more sense that it would be dissolved
07:41 <+keithp> alanc: I think our corporate entity would be dissolved and the funds transfered
07:41 <+alanc> which is also what I thought
07:41 < whot> one question is: what's the point of having a corp. entity if we're not doing anything corporate
07:42 < agd5f> whot, in order to have a non-personal bank account
07:42 < mupuf> agd5f: the umbrella org will provide that for us
07:43 < mupuf> SPI's goal is to be as lightweight as possible IIRC
07:43 < agd5f> right, but previously, that's why we were (are) a corp
07:43 < mupuf> so they deal with everything with regards to the bank and the USA administration
07:43 < whot> so we should figure out what happens to our money if we transfer it to the umbrella
07:43 < whot> if that also takes the 5/10% cut, or is left as-is
07:44 < mupuf> whot: obviously, we need to trust the treasurer of the umbrella
07:44 < mupuf> whot: the website said 5/10% cut of the DONATIONs
07:44 < mupuf> but the boostrapping isn't really detailed
07:44 < mupuf> I guess that's another question to add to our question list to the umbrella
07:44 <+keithp> mupuf: shouldn't affect existing funds, but we'll need to be sure
07:45 < mupuf> keithp: yeah, I remember you saying that in our last meeting
07:47 < whot> as for SPI and SFC, I was struggling to find real differences, beside the obvious 5 vs 10% off donations
07:48 < mupuf> does anyone have any problem with dropping our current corporation? That should be the first question
07:48 < jcristau> there were a few lwn articles detailing the differences a while back iirc
07:50 < whot> http://lwn.net/Articles/548542/
07:50 <+keithp> mupuf: the big issue is abandoning the 501(c)3 work that SFLC accomplished
07:51 <+alanc> I see sfconservancy.org has strict rules about licenses being approved by both FSF & OSI, while I don't see such rules on spi-inc.org
07:52 <+alanc> while we're about 99.5% compliant, as we occasionally get reminded, we've got a few weird outlier licenses, especially in the fonts
07:52 < whot> imo that is something that could be negotiated?
07:53 <+keithp> seems likely
07:53 < whot> "hi, we've had this package for 20 years and it's got a weird license, can we have an exception for this please"
07:54 <+alanc> I suppose the other main point of consideration with staying separate vs. joining is that once we've transferred all the foundation's property (cash & any copyrights/trademarks we may have gotten from our predecessors) it's harder to separate them out if we ever want to change our minds
07:55  * alanc once again remembers an ancient action item that we needed to track down if we ever got the copyrights/trademarks transferred from The Open Group or not
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07:59 < agd5f> according to the lwn article, SFC is a Comprehensive fiscal sponsor while SPI is a Grantor/grantee fiscal sponsor
08:00 < agd5f> Grantor/grantee model seems to imply there is still some autonomy
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08:01 <+keithp> I've got another meeting to get to; do we have any conclusions here?
08:01 < whot> we're nearly out of time, but looks like there are still some questions open. I'll send a list of what was definitely left open from this meeting to the board list. can we research and discuss those, the next meeting will be at XDC
08:02 < marcoz> keithp: my conclusion:   corporate firewalls suck
08:03 < whot> i think so far the only conclusion we have is that ASF doesn't seem the right fit and SPI and SFC are still in the running
08:03 < mupuf> whot: already? Gosh, I really need to book the hotel :o
08:03 < whot> mupuf: it's the friday before the conference, but I think moving that meeting to the conference is better
08:03 < whot> well, thu before the conference for everyone else, I guess
08:03 < mupuf> whot: I agree
08:05 < marcoz> agree on moving the next meeting to xdc
08:05 < whot> last item on the list was switching bank accounts, we'll skip that for today. not much we can discuss here anyway other than recommendations (which I guess excludes the non-US members anyway...)
08:05 < agd5f> sounds good.  let me know if there is IRC or you need me to call in
08:06 < whot> so unless anyone has any other comments, I'll call this closed for today. Next meeting is at XDC
08:06 <+keithp> See y'all
08:07 <+alanc> I think we just let stuart do what's necessary to pay the bills for XDC, and decide there on longer term plans, depending on whether we stay separate and keep our own account or hand all our money over to someone else