Nabble - IM Freedom - Board

Re: Trademarks

2009-11-23T17:36:03Z

On Nov 23, 2009, at 6:09 PM, Luke Schierer wrote:

> Given the series of events that lead us to set up IMF and change from Gaim to Pidgin and libPurple, I propose that IMF file for Pidgin, Finch, Adium and libPurple trademarks.
>
> Per the by-laws, voting on this does not start until 2009-11-31.

I second this motion.

-Evan
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Trademarks

2009-11-23T16:09:28Z

Given the series of events that lead us to set up IMF and change from Gaim to Pidgin and libPurple, I propose that IMF file for Pidgin, Finch, Adium and libPurple trademarks.

Per the by-laws, voting on this does not start until 2009-11-31.

Luke
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Re: 2009 Board Meeting

2009-11-23T14:55:58Z

Yep, join the jabber conference boardroom@...

-Mark

On Mon, Nov 23, 2009 at 2:47 PM, Mark Spencer <markster@...> wrote:

> The invite doesn't include the method for joining the board meeting. Can someone please refresh my memory?
>
> Mark Spencer
> Digium, Inc. | Founder and Chief Technology Officer
> 445 Jan Davis Drive NW – Huntsville, AL 35806 – USA
> direct: +1 256-428-6275
> fax: +1 256-428-6057
> twitter: markster | skype: digium1
> Check us out at: www.digium.com & www.asterisk.org
>
>
> ----- Original Message -----
> From: "Evan Schoenberg, M.D." <evan@...>
> To: "Sean Egan" <seanegan@...>
> Cc: discussion@..., board@...
> Sent: Monday, November 23, 2009 2:49:04 PM GMT -06:00 US/Canada Central
> Subject: Re: 2009 Board Meeting
>
> Ah, no problem. I do remember that, now that you mention it. Zac and I just determined this was an action item last night.
>
> -Evan
>
> On Nov 23, 2009, at 2:44 PM, Sean Egan wrote:
>
>> reply-all
>>
>> On Mon, Nov 23, 2009 at 12:43 PM, Sean Egan <seanegan@...> wrote:
>>> Unfortunately, the cut-off for adding items to the agenda is no less
>>> than one week prior to the meeting date.
>>>
>>> We can call for an e-mail vote on this afterwards.
>>>
>>> -s.
>>>
>>> On Mon, Nov 23, 2009 at 12:31 PM, Evan Schoenberg, M.D. <evan@...> wrote:
>>>>
>>>> On Nov 23, 2009, at 2:23 PM, Sean Egan wrote:
>>>>
>>>> Ok, here's the final agenda for today's meeting:
>>>>
>>>> 1. Call to Order
>>>> 2. Roll Call
>>>> 3. Approval of Minutes
>>>> 4. Treasurer's financial report
>>>> 5. Election of directors and officers
>>>> 6. Vote to amend Article I of the by-laws to change the address of the
>>>> corporation
>>>> 7 Vote to accept Adium under the IMF umbrella.
>>>>
>>>> If Adium is accepted, I would also like to vote on a proposal to allow Adium
>>>> to establish an Apple iPhone Developer account as a business under IMF's
>>>> articles of incorporation. I'm not entirely sure if this needs a vote, but
>>>> I think to be completely transparent it's best if there is one.
>>>> -Evan
>>>>
>>>> 8 Vote to accepting Vulture under the IMF umbrella.
>>>> 9. Adjournment
>>>>
>>>> Also, I am willing to be considered again for president since nobody
>>>> else has volunteered. See you all this afternoon.
>>>>
>>>
>
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>
> _______________________________________________
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>

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Re: 2009 Board Meeting

2009-11-23T14:47:07Z

The invite doesn't include the method for joining the board meeting. Can someone please refresh my memory?

Mark Spencer
Digium, Inc. | Founder and Chief Technology Officer
445 Jan Davis Drive NW – Huntsville, AL 35806 – USA
direct: +1 256-428-6275
fax: +1 256-428-6057
twitter: markster | skype: digium1
Check us out at: www.digium.com & www.asterisk.org

----- Original Message -----
From: "Evan Schoenberg, M.D." <evan@...>
To: "Sean Egan" <seanegan@...>
Cc: discussion@..., board@...
Sent: Monday, November 23, 2009 2:49:04 PM GMT -06:00 US/Canada Central
Subject: Re: 2009 Board Meeting

Ah, no problem. I do remember that, now that you mention it. Zac and I just determined this was an action item last night.

-Evan

On Nov 23, 2009, at 2:44 PM, Sean Egan wrote:

> reply-all
>
> On Mon, Nov 23, 2009 at 12:43 PM, Sean Egan <seanegan@...> wrote:
>> Unfortunately, the cut-off for adding items to the agenda is no less
>> than one week prior to the meeting date.
>>
>> We can call for an e-mail vote on this afterwards.
>>
>> -s.
>>
>> On Mon, Nov 23, 2009 at 12:31 PM, Evan Schoenberg, M.D. <evan@...> wrote:
>>>
>>> On Nov 23, 2009, at 2:23 PM, Sean Egan wrote:
>>>
>>> Ok, here's the final agenda for today's meeting:
>>>
>>> 1. Call to Order
>>> 2. Roll Call
>>> 3. Approval of Minutes
>>> 4. Treasurer's financial report
>>> 5. Election of directors and officers
>>> 6. Vote to amend Article I of the by-laws to change the address of the
>>> corporation
>>> 7 Vote to accept Adium under the IMF umbrella.
>>>
>>> If Adium is accepted, I would also like to vote on a proposal to allow Adium
>>> to establish an Apple iPhone Developer account as a business under IMF's
>>> articles of incorporation. I'm not entirely sure if this needs a vote, but
>>> I think to be completely transparent it's best if there is one.
>>> -Evan
>>>
>>> 8 Vote to accepting Vulture under the IMF umbrella.
>>> 9. Adjournment
>>>
>>> Also, I am willing to be considered again for president since nobody
>>> else has volunteered. See you all this afternoon.
>>>
>>

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Re: 2009 Board Meeting

2009-11-23T12:58:53Z

On Nov 23, 2009, at 2:53 PM, Ethan Blanton wrote:

Sean Egan spake unto us the following wisdom:
On Mon, Nov 23, 2009 at 12:43 PM, Sean Egan <seanegan@...> wrote:
On Mon, Nov 23, 2009 at 12:31 PM, Evan Schoenberg, M.D. <evan@...> wrote:
If Adium is accepted, I would also like to vote on a proposal to allow
Adium to establish an Apple iPhone Developer account as a business
under IMF's articles of incorporation. I'm not entirely sure if this
needs a vote, but I think to be completely transparent it's best if
there is one.

Unfortunately, the cut-off for adding items to the agenda is no less
than one week prior to the meeting date.

We can call for an e-mail vote on this afterwards.

Before this email vote, I'd like to know a lot more about the nature
of an iPhone developer contract. My understanding is that Apple
demands a number of concessions, but I've not looked into it myself.
If anyone has that information handy, passing it around would be
great.

Excellent point I hadn't thoroughly considered. Before any email vote is done, I'll have the details nailed down and prepared in both summary and raw form.

-Evan

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Re: 2009 Board Meeting

2009-11-23T12:53:36Z

You guys need some more practice with email.

Sean Egan spake unto us the following wisdom:

> On Mon, Nov 23, 2009 at 12:43 PM, Sean Egan <seanegan@...> wrote:
> > On Mon, Nov 23, 2009 at 12:31 PM, Evan Schoenberg, M.D. <evan@...> wrote:
> > > If Adium is accepted, I would also like to vote on a proposal to allow
> > > Adium to establish an Apple iPhone Developer account as a business
> > > under IMF's articles of incorporation. I'm not entirely sure if this
> > > needs a vote, but I think to be completely transparent it's best if
> > > there is one.
> >
> > Unfortunately, the cut-off for adding items to the agenda is no less
> > than one week prior to the meeting date.
> >
> > We can call for an e-mail vote on this afterwards.

Before this email vote, I'd like to know a lot more about the nature
of an iPhone developer contract. My understanding is that Apple
demands a number of concessions, but I've not looked into it myself.
If anyone has that information handy, passing it around would be
great.

Ethan

--
The laws that forbid the carrying of arms are laws [that have no remedy
for evils]. They disarm only those who are neither inclined nor
determined to commit crimes.
-- Cesare Beccaria, "On Crimes and Punishments", 1764

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Re: 2009 Board Meeting

2009-11-23T12:47:26Z

Ah, no problem. I do remember that, now that you mention it. Zac and I just determined this was an action item last night.

-Evan

On Nov 23, 2009, at 2:44 PM, Sean Egan wrote:

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Re: 2009 Board Meeting

2009-11-23T12:44:24Z

reply-all

On Mon, Nov 23, 2009 at 12:43 PM, Sean Egan <seanegan@...> wrote:

> Unfortunately, the cut-off for adding items to the agenda is no less
> than one week prior to the meeting date.
>
> We can call for an e-mail vote on this afterwards.
>
> -s.
>
> On Mon, Nov 23, 2009 at 12:31 PM, Evan Schoenberg, M.D. <evan@...> wrote:
>>
>> On Nov 23, 2009, at 2:23 PM, Sean Egan wrote:
>>
>> Ok, here's the final agenda for today's meeting:
>>
>> 1. Call to Order
>> 2. Roll Call
>> 3. Approval of Minutes
>> 4. Treasurer's financial report
>> 5. Election of directors and officers
>> 6. Vote to amend Article I of the by-laws to change the address of the
>> corporation
>> 7 Vote to accept Adium under the IMF umbrella.
>>
>> If Adium is accepted, I would also like to vote on a proposal to allow Adium
>> to establish an Apple iPhone Developer account as a business under IMF's
>> articles of incorporation. I'm not entirely sure if this needs a vote, but
>> I think to be completely transparent it's best if there is one.
>> -Evan
>>
>> 8 Vote to accepting Vulture under the IMF umbrella.
>> 9. Adjournment
>>
>> Also, I am willing to be considered again for president since nobody
>> else has volunteered. See you all this afternoon.
>>
>

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2008 meeting minutes

2009-11-22T12:24:05Z

For reference, although I will present the minutes formally at the meeting tomorrow, a transcript of the last meeting, and a draft of the meeting minutes.

Luke

Conversation with <a href="http://old.nabble.com/user/SendEmail.jtp?type=post&post=26469166&i=0" target="_top" rel="nofollow">boardroom@...</a> at Tue 20 May 2008 07:47:35 PM EDT on <a href="http://old.nabble.com/user/SendEmail.jtp?type=post&post=26469166&i=1" target="_top" rel="nofollow">lschiere@...</a>/Home (jabber)

Conversation with boardroom@... at Tue 20 May 2008 07:47:35 PM EDT on lschiere@.../Home (jabber)

(2008-05-20 19:47:35) seanegan: Oh, get an income :)
(2008-05-20 19:49:08) elb: we were supposed to do *several* things with the web page
(2008-05-20 19:49:20) elb: and, by the way, Kudos to Mark for setting up what's there now
(2008-05-20 19:50:31) seanegan: Is that how I make Evan talk?
(2008-05-20 19:50:45) lschiere: the rest of us are admins
(2008-05-20 19:51:10) evands: Test
(2008-05-20 19:51:14) evands: Yes, thanks.
(2008-05-20 19:51:50) lschiere: or rather owners
(2008-05-20 19:53:55) elb: so how is this meeting going to be run
(2008-05-20 19:53:59) elb: last year was ... suboptimal
(2008-05-20 19:55:57) seanegan: I was thinking "with an iron fist"
(2008-05-20 19:56:01) seanegan: How does that sound? :)
(2008-05-20 19:56:12) evands: Difficult with which to type?
(2008-05-20 19:57:11) elb: I meant more procedure-wise
(2008-05-20 19:57:29) seanegan: Maybe a little more casual-like than last time.
(2008-05-20 19:57:59) elb: ok
(2008-05-20 19:58:35) evands: markdoliner: 2 minutes :)
(2008-05-20 19:59:37) markdoliner: Hi
(2008-05-20 20:00:24) evands: Oh, elb's question as to who we were missing confused me - you'd ahoy'ed before that
(2008-05-20 20:00:44) elb: the other Mark :-)
(2008-05-20 20:01:18) evands: Ah! Right.
(2008-05-20 20:02:48) luke-adium [lschiere@.../pomme] entered the room.
(2008-05-20 20:05:14) elb: is this thing going to happen?
(2008-05-20 20:05:28) elb: and is someone going to announce it?
(2008-05-20 20:05:42) seanegan: Yeah, just one minute.
(2008-05-20 20:05:43) lschiere: it should be announced
(2008-05-20 20:05:44) seanegan: sorry
(2008-05-20 20:07:44) seanegan: Ok, shall we get under way?
(2008-05-20 20:07:54) elb: sounds good
(2008-05-20 20:07:58) ***seanegan bangs gavel!
(2008-05-20 20:08:24) seanegan: lschiere: Do you have minutes from the last meeting to go over?
(2008-05-20 20:08:27) lschiere: yes
(2008-05-20 20:08:53) BigBrownChunx [eionrobb@.../WorkA61F994E] entered the room.
(2008-05-20 20:08:57) lschiere: Last meeting Luke Schierer, Ethan Blanton, Evan Schoenberg, Nathan Walp & Sean Egan in attendence. Mark Doliner and Mark Spencer absent
(2008-05-20 20:09:29) lschiere: The President (Sean) stated that all legal obligations were resolved until 20080504 when we could no longer use "Gaim" to refer to ourselves or the Pidgin project.
(2008-05-20 20:09:36) khc [khc@.../Home] entered the room.
(2008-05-20 20:09:37) lschiere: The treasurer (Ethan) then reported:
(2008-05-20 20:09:38) nosnilmot [nosnilmot@.../Pidgin] entered the room.
(2008-05-20 20:09:43) lschiere: We have $7,996.64 in account. We have taken in $15,000 of which $3,000 was held for Adium and disbursed to them.
We have spent $3,090.96 on artwork.
We have spent $26 on wire fees.
We have spent 103.87 on credit card processing.
We have spent $7.63 on postage.
We have spent $775 on legal fees.

(2008-05-20 20:10:17) lschiere: That concluded the treasurer's report. I then reported on my research todate on the costs and advantages of a second server. The board voted to defer decision
(2008-05-20 20:10:33) lschiere: The board unanimously voted that the vp continue to look into the possibilities of selling Pidgin tee-shirts and other merchandise.

The board unanimously voted that a webpage for imfreedom be created.

The board unanimously voted to create discussion@...

The board voted that the president would invite devel@... and adium-devl@... to disccusion@...

(2008-05-20 20:10:48) lschiere: The board voted to re-elect all officers. The board voted that an agenda would be published no less than one week in advance of the meeting.

(2008-05-20 20:10:59) lschiere: The board voted that:
Any proposal dealing with the expenditure of more than a total of $100 (either as a one-time cost, or the sum of recurring expenditures), must be proposed at least one week before votes are collected. It may either be proposed for an email vote with one week of notice, or proposed for vote at a board meeting, provided that the text of the proposal is present in the meeting agenda one week in advance.
(2008-05-20 20:11:08) lschiere: The board voted that the website contain the following:
1) A statement clarifying that IM Freedom, Inc. does not direct the day-to-day development of Pidgin, libpurple, Adium, or any libpurple related project.
2) A statement that any funds donated to IM Freedom, Inc. in no way entitle the donator to any special privileges or control over the activites of IM Freedom, Inc. or the disbursment of their donation.
3) Information reguarding the public mailing list, discussion@..., and the archives of board@... (as appropriate).
4) A regularly updated statement on the activites being pursued by IM Freedom, Inc. as discussed on the mailing lists and voted on by the board.

(2008-05-20 20:11:21) lschiere: The President then thanked everyone for coming, and closed the meeting
(2008-05-20 20:11:34) seanegan: Thanks!
(2008-05-20 20:12:46) seanegan: Let's elect a new board now. Everyone has been re-nominated for the current position, with noone running opposed.
(2008-05-20 20:12:55) lschiere: (that concluded the minutes of the previous meeting, the president would now custimarily ask of anyone wished to amend the minutes)
(2008-05-20 20:13:10) elb: I move to approve the minutes as read
(2008-05-20 20:13:15) seanegan: I said we were gonna try this more casual like, Luke ;)
(2008-05-20 20:13:33) seanegan: but, there is a motion to approve the minutes as read :)
(2008-05-20 20:13:39) lschiere: seconded
(2008-05-20 20:14:03) seanegan: all in favor of approving the minutes as read, say aye.
(2008-05-20 20:14:07) lschiere: aye
(2008-05-20 20:14:08) evands: aye
(2008-05-20 20:14:10) elb: aye
(2008-05-20 20:14:18) markdoliner: Aye
(2008-05-20 20:14:29) seanegan: The ayes have it! The minutes are approved
(2008-05-20 20:15:02) seanegan: The chair moves to vote to re-elect all officers and directors to their current position
(2008-05-20 20:15:09) lschiere: seconded
(2008-05-20 20:15:25) seanegan: All in favor, say aye.
(2008-05-20 20:15:28) markdoliner: Aye
(2008-05-20 20:15:29) lschiere: aye
(2008-05-20 20:15:32) elb: aye
(2008-05-20 20:15:58) evands: aye
(2008-05-20 20:16:05) seanegan: The ayes have it!
(2008-05-20 20:16:17) seanegan: Congratulations on your re-election!
(2008-05-20 20:16:34) evands: Thanks, chair!
(2008-05-20 20:17:22) seanegan: The chair has a few more motions.
(2008-05-20 20:18:11) elb: the treasure waits with bated breath
(2008-05-20 20:18:26) seanegan: The chair has to find them :)
(2008-05-20 20:19:19) seanegan: Ah, the chair moves to ammend the by-laws of the corporation as written in the e-mail sent to board@....
(2008-05-20 20:19:28) lschiere: seconded
(2008-05-20 20:19:54) seanegan: These changes were recommended by our attorney due to some confusion that came up when we were filing our tax exemption form.
(2008-05-20 20:20:33) evands: For reference: http://pidgin.im/pipermail/board/2008-May/000110.html
(2008-05-20 20:21:06) lschiere: http://imfreedom.org/pipermail/board/2008-May/000110.html
(2008-05-20 20:21:23) seanegan: It clarifies our address information (which is listed as []) on the copy posted to imfreedom.org, and removes a somewhat ambiguous requirement that the treasurer co-signs all checks and contracts.
(2008-05-20 20:22:44) seanegan: There are two variations we can choose from, so we'll vote on them separately.
(2008-05-20 20:23:37) seanegan: The first variation states that the treasurer sign all checks as authorized by the board and the president signs all contracts as authorized by the board.
(2008-05-20 20:23:58) seanegan: The second states that the president sign all contracts as authorized, and any officer may sign a check if authorized.
(2008-05-20 20:24:23) lschiere: I'd prefer the first form
(2008-05-20 20:24:44) markdoliner: Point of information, what is needed to be "authorized"?
(2008-05-20 20:24:58) seanegan: A majority vote
(2008-05-20 20:25:05) markdoliner: Thanks, chair
(2008-05-20 20:25:19) seanegan: Including the incidental charges resolution passed last year
(2008-05-20 20:25:56) evands: Point of information, isn't the treasurer the only individual with said checks?
(2008-05-20 20:26:27) seanegan: actually, the chair doesn't think the treasurer has any checks, but uses the banks webpage to issue them.
(2008-05-20 20:26:33) seanegan: Is that true
(2008-05-20 20:26:48) elb: that is true
(2008-05-20 20:26:53) elb: the president has our paper checks
(2008-05-20 20:27:08) elb: (due to them having been delivered to our location of incorporation)
(2008-05-20 20:27:18) Robby [robby.is.on@.../Adium] entered the room.
(2008-05-20 20:28:00) evands: It doesn't make much difference for the terms of authorization, in any case, I think
(2008-05-20 20:28:04) elb: any officer can be given access to the (auditable) web bank account access as needed; we have not needed to extend it past the president and treasurer for business until now
(2008-05-20 20:29:47) evands: I think it makes sense for the treasurer to manage signing of checks... though if it's not trouble to revise the phrasing, I suggest "the treasurer or his designated appointee may sign checks as authorized by the board"
(2008-05-20 20:30:12) seanegan: who would be a "designated appointee?"
(2008-05-20 20:30:28) elb: whomever the treasurer designates
(2008-05-20 20:30:36) seanegan: touche!
(2008-05-20 20:30:51) seanegan: Why would the treasurer want to designate someone else to sign them?
(2008-05-20 20:30:58) elb: RSI
(2008-05-20 20:31:22) seanegan: or because I have them all :)
(2008-05-20 20:31:22) elb: I point out that for paper checks, currently the only signatures on file with the bank are the treasurer and the president
(2008-05-20 20:31:45) lschiere: the only *real* reason I can think of would be if the treasurer were to have a vacation or leave of absence
(2008-05-20 20:31:54) evands: In case the treasurer weren't able to handle a future-payment.. e.g. board authorizes payment for service X at time Y, but treasurer will be unavailable at time Y to handle it
(2008-05-20 20:32:02) seanegan: that's a good point.
(2008-05-20 20:32:37) seanegan: What if the treasurer isn't around to designate someone either?
(2008-05-20 20:33:18) seanegan: I guess, if the treasurer went on vacation, he'd make the designation before hand.
(2008-05-20 20:33:27) evands: Right.
(2008-05-20 20:33:41) evands: That language is a bit vague - the board could designate someone
(2008-05-20 20:33:52) seanegan: I think that's what we're doing :)
(2008-05-20 20:34:05) evands: Well, yes. Nevermind :)
(2008-05-20 20:34:14) seanegan: How about the easy ammendment first.
(2008-05-20 20:34:36) seanegan: Move to ammend article one of the by-laws to read "The mailing address of the corporation shall be 2515 4th Ave., Seattle, Washington. Â The corporation
may have offices within or without this state as the board may from time to time determine or the
business of the corporation may require."
(2008-05-20 20:34:45) elb: as the Treasurer, let me say that I think any officer authorized by the board seems like a reasonable compromise to me
(2008-05-20 20:34:46) seanegan: Actually strike that.
(2008-05-20 20:34:56) seanegan: Move to ammend article one of the by-laws to read "The mailing address of the corporation shall be 2515 4th Ave. #1108, Seattle, Washington. Â The corporation
may have offices within or without this state as the board may from time to time determine or the
business of the corporation may require."
(2008-05-20 20:35:02) evands: Seconded
(2008-05-20 20:35:08) seanegan: all in faovr
(2008-05-20 20:35:10) seanegan: favor
(2008-05-20 20:35:10) elb: aye
(2008-05-20 20:35:13) markdoliner: Aye
(2008-05-20 20:35:15) evands: aye
(2008-05-20 20:35:16) lschiere: aye
(2008-05-20 20:35:20) seanegan: ayes: 3, nays: 0
(2008-05-20 20:36:19) seanegan: move to ammend the by-laws to add the following sentence to Article IV, Section 3: "She or he shall, when duly authorized by the Board of Directors, sign and execute all contracts in the name of the Corporation."
(2008-05-20 20:36:47) lschiere: point of info, this is the amendment about the president signing contracts, right?
(2008-05-20 20:36:53) seanegan: That's correct
(2008-05-20 20:37:05) markdoliner: Seconded
(2008-05-20 20:37:22) seanegan: all in favor say aye
(2008-05-20 20:37:25) elb: aye
(2008-05-20 20:37:27) markdoliner: Aye
(2008-05-20 20:37:27) lschiere: aye
(2008-05-20 20:38:05) seanegan: The ayes win
(2008-05-20 20:39:00) seanegan: The chair is finding the exact text for the next two ammendments, about who signs checks
(2008-05-20 20:40:23) seanegan: move to amend the by-laws such that Article IV Section 5 reads: "The Treasurer shall have the care and custody of all the funds and securities of the Corporation, and shall deposit said funds in the name of the Corporation in such bank or trust company as the Directors may elect; she or he shall also sign all checks, drafts, notes, and order for the payment of money, which shall be duly authorized by the Board of Directors; she or he shall at all reasonable times exhibit her or his books and accounts to any Director upon application at the office of the Corporation during ordinary business hours. At the end of each corporate year, she or he shall have an audit of the accounts of the Corporation made by a committee appointed by the President, and shall present such audit in writing at the annual meeting of the Directors, at which time she or he shall also present an annual report setting forth in full the financial condition of the Corporation."
(2008-05-20 20:41:10) seanegan: This is the first choice, which authorizes only the treasurer to sign checks.
(2008-05-20 20:41:55) seanegan: anyone?
(2008-05-20 20:42:06) evands: I think this is needlessly limiting, as the criterion that the board authorize the signing remains in any case
(2008-05-20 20:42:12) elb: I agree
(2008-05-20 20:42:24) lschiere: It seems only reasonable that as the Treasurer is the one responsible for the money, he/she should sign the checks
(2008-05-20 20:42:30) seanegan: Ok, the motion is dismissed.
(2008-05-20 20:42:33) elb: it's not like we have an enormous and confusing number of financial transactions
(2008-05-20 20:42:37) lschiere: true
(2008-05-20 20:43:05) seanegan: move to ammend the by-laws such that Article IV Section 1 reads: Unless otherwise provided for in the Certificate of Incorporation, the Board may elect or appoint a President, one or more Vice-Presidents, a Secretary and a Treasurer, and such other officers as it may determine, who shall have such duties, powers and functions as hereafter provided. All officers shall be elected or appointed to hold office until the annual meeting of the Board. Each officer shall hold office for the term for which she or he is elected or appointed and until her or his successor has been elected or appointed or qualified. Any officer may, with the approval of the Treasurer, sign all checks, drafts, notes, and order for the payment of money, as duly authorized by the Board of Directors
(2008-05-20 20:43:35) seanegan: That's a motion to amend, by the way.
(2008-05-20 20:43:58) elb: seconded
(2008-05-20 20:44:29) markdoliner: With the approval of the Treasurer? I thought it was going to be with a majority vote from the board?
(2008-05-20 20:44:38) lschiere: if I read it correctly, both are required
(2008-05-20 20:44:48) seanegan: It's basically what evands was describing, I think.
(2008-05-20 20:44:57) elb: yes, (approval && duly authorized)
(2008-05-20 20:44:59) markdoliner: Ah, ok
(2008-05-20 20:45:15) seanegan: All in favor of the amendment say aye
(2008-05-20 20:45:19) markdoliner: Aye
(2008-05-20 20:45:26) elb: aye
(2008-05-20 20:45:27) lschiere: aye
(2008-05-20 20:45:37) evands: aye
(2008-05-20 20:45:45) seanegan: The ayes have it.
(2008-05-20 20:46:55) seanegan: And, for completeness, move to amend the by-laws to remove the clause that reads "she or he shall also sign all checks, drafts, notes, and order for the payment of money, which shall be duly authorized by the Board of Directors and shall be countersigned by the President"
(2008-05-20 20:47:08) seanegan: from Article IV Section 5 (Treasurer)
(2008-05-20 20:47:20) elb: second
(2008-05-20 20:47:24) seanegan: all in favor
(2008-05-20 20:47:28) Masca [salinas_v@.../Lap] entered the room.
(2008-05-20 20:47:33) elb: aye
(2008-05-20 20:47:34) evands: aye, as elsewise we'll be killed in the next zebra crossing
(2008-05-20 20:47:42) markdoliner: Aye
(2008-05-20 20:47:47) Robby left the room.
(2008-05-20 20:47:48) lschiere: aye
(2008-05-20 20:48:10) seanegan: ok, cool.
(2008-05-20 20:49:25) Robby [robby.is.on@.../Adium] entered the room.
(2008-05-20 20:49:34) seanegan: My next motion was to adopt a conflict of interest policy according to http://www.irs.gov/instructions/i1023/ar03.html but I'm getting server errors, so I'll have to defer that. Move to vote on a conflict of interest policy over e-mail instead?
(2008-05-20 20:49:47) lschiere: seconded
(2008-05-20 20:49:52) seanegan: all in favor?
(2008-05-20 20:49:54) markdoliner: Aye
(2008-05-20 20:49:54) lschiere: aye
(2008-05-20 20:49:55) evands: I can load it
(2008-05-20 20:49:59) evands: would you like me to mirror it?
(2008-05-20 20:50:13) seanegan: There's a motion on the floor, dude ;)
(2008-05-20 20:50:31) evands: aye
(2008-05-20 20:50:42) seanegan: you can move to amend the motion to provide for you mirroring it now instead!
(2008-05-20 20:51:00) evands: I move to amend the motion to provide a mirror for consideration of the chair's motion
(2008-05-20 20:51:07) seanegan: But I'd actually rather defer it because I haven't actually read it yet. :)
(2008-05-20 20:51:19) elb: someone decide what I'm voting on
(2008-05-20 20:51:50) seanegan: elb: Do you want to defer voting on a conflict of interest policy that I can't load right now, or have evan mirror it?
(2008-05-20 20:51:55) evands: Specifically, I move to amend the motion to a conflict of interest policy according http://evands.penguinmilitia.net/ar03.html , a mirror of http://www.irs.gov/instructions/i1023/ar03.html as of 5/20/08 at 8:51 PM EDT
(2008-05-20 20:52:18) evands: *to adopt
(2008-05-20 20:52:32) elb: see, that's not really an answer to my question
(2008-05-20 20:52:34) evands: (I'm fine deferring, as I haven't read it anyways, but I started this)
(2008-05-20 20:52:36) elb: which one am I voting on, right now
(2008-05-20 20:53:05) seanegan: see, this is about where the rules of order thing starts breaking down on the Internet ;)
(2008-05-20 20:53:40) lschiere: That text needs to be (slightly) edited to remove the optional hostpital clauses (which are marked in the text)
(2008-05-20 20:53:42) markdoliner: I bet this problem is fixed on the Internet2
(2008-05-20 20:53:59) seanegan: Evan moves to adopt a conflict of interest policy according to that page he linked to, which mirrors an IRS page.
(2008-05-20 20:54:07) seanegan: does anyone second that?
(2008-05-20 20:54:27) seanegan: Luke points out it's not even complete.
(2008-05-20 20:54:39) lschiere: I move to amend that text to remove the clauses marked "Hospital Insert"
(2008-05-20 20:55:10) evands: Can we recurse into motions? I second lschiere's motion.
(2008-05-20 20:56:24) seanegan: Ok, moving back down the recursive stack, now... all in favor of starting a vote on accepting the page Evan linked to, minus the "hospital insert" text, say aye.
(2008-05-20 20:56:33) lschiere: aye
(2008-05-20 20:57:12) evands: aye
(2008-05-20 20:57:28) seanegan: all against say nay (you can still say aye if you want)
(2008-05-20 20:57:36) markdoliner: Nay
(2008-05-20 20:57:47) elb: nay
(2008-05-20 20:58:11) ***markdoliner shamefully hasn't read the conflict of interest policy, and would prefer to read it then vote over email
(2008-05-20 20:58:11) seanegan: the chair votes aye
(2008-05-20 20:58:31) lschiere: we've gone slow enough that I managed to read it here
(2008-05-20 20:59:24) elb: I actually read it when it was first floated; however, I think we should defer as it's clear that several of us have not
(2008-05-20 20:59:36) seanegan: seconded
(2008-05-20 20:59:45) seanegan: all in favor of defferal?
(2008-05-20 20:59:46) lschiere: good point. I cahnge my vote to nay
(2008-05-20 20:59:53) lschiere: (aye in favor of deferal)
(2008-05-20 20:59:56) elb: aye
(2008-05-20 20:59:59) evands: I agree - we should defer a vote until everyone voting is familiar with the material
(2008-05-20 21:00:02) markdoliner: Aye
(2008-05-20 21:00:04) evands: aye: deferral
(2008-05-20 21:00:09) seanegan: Ayes have it.
(2008-05-20 21:01:03) seanegan: Ok, the chair has one more motion.
(2008-05-20 21:01:16) ***lschiere motions that email voting on the text shall open on Tuesday May 27 2008, and close at midnight on Friday May 30th
(2008-05-20 21:01:58) seanegan: does anyone second luke's motion?
(2008-05-20 21:02:04) elb: an email announcement will have to be sent, first, and voting will open no less than one week later
(2008-05-20 21:02:09) elb: there are board members who are not present
(2008-05-20 21:02:34) lschiere: *nods* that's why I chose that date
(2008-05-20 21:02:58) seanegan: motion to change the dates proposed to the 28th and 31st
(2008-05-20 21:03:05) lschiere: okay
(2008-05-20 21:03:35) seanegan: I'll take that as a 'seconded'
(2008-05-20 21:04:31) seanegan: all in favor of mailing the board the text of that conflict of interest policy, minus the "Hospital" bit, and having an e-mail vote from the 28th through 31st of this month, say aye
(2008-05-20 21:04:37) evands: aye
(2008-05-20 21:04:41) markdoliner: Aye
(2008-05-20 21:04:47) lschiere: aye
(2008-05-20 21:05:10) seanegan: all opposed say nay
(2008-05-20 21:05:14) elb: aye, assuming the email goes out in time
(2008-05-20 21:05:16) elb: :-P
(2008-05-20 21:05:20) seanegan: the ayes have it.k
(2008-05-20 21:05:37) seanegan: the chair notes that he will be out of the country at the time and the vice-president will have to conduct the vote.
(2008-05-20 21:05:50) seanegan: move that the vice president sends that mail out?
(2008-05-20 21:05:56) lschiere: mail is sent out
(2008-05-20 21:05:57) markdoliner: seconded
(2008-05-20 21:06:01) seanegan: nice
(2008-05-20 21:06:04) seanegan: thanks, Luke,.
(2008-05-20 21:07:33) seanegan: Last motion from the chair: move to authorize spending $750 plus FedEx costs, for filing the 1023 tax exemption form
(2008-05-20 21:07:54) elb: point of information: for what is the $750, exactly?
(2008-05-20 21:07:55) lschiere: information: this would give us 501(C) status?
(2008-05-20 21:08:08) seanegan: The chair regrets not knowing how much the fedex cost.
(2008-05-20 21:08:29) lschiere: this was not in the agenda
(2008-05-20 21:08:33) lschiere: we can't vote on this today
(2008-05-20 21:08:53) seanegan: oh, fair point.
(2008-05-20 21:09:34) seanegan: the chair will follow-up with an e-mail that includes the bit in the 1023 that lists the $750 filing fee
(2008-05-20 21:10:20) seanegan: The lawyers have already sent the form in with payment, by the way.
(2008-05-20 21:10:32) ***lschiere grumbles
(2008-05-20 21:11:07) seanegan: Ok, Ethan, you have the floor
(2008-05-20 21:11:25) elb: for the interest motion, or the treasurer's report?
(2008-05-20 21:11:31) elb: (or both)
(2008-05-20 21:11:33) seanegan: both
(2008-05-20 21:11:47) elb: OK, then let me start with the treasurer's report
(2008-05-20 21:12:08) elb: First, a summary of our 2007 accounts
(2008-05-20 21:12:43) elb: We opened the year with $9,627.74, and closed the year with $7,810.64
(2008-05-20 21:13:45) elb: we spent $801 on artwork, $775 on legal fees, $218.87 on credit card processing, $21 on bank charges, and $1.23 on postage
(2008-05-20 21:14:27) elb: 2008 year-to-date, we have spent $150 and have an outstanding (believed erroneous) bank service charge for $25 which I am straightening out
(2008-05-20 21:14:41) elb: our current balance is $7660.64
(2008-05-20 21:14:46) elb: sorry, $150 on credit card processing
(2008-05-20 21:15:20) elb: I make a motion that this report be approved, and remind that our books are open to any board member who wishes to review them
(2008-05-20 21:15:39) evands: Seconded
(2008-05-20 21:15:40) lschiere: seconded
(2008-05-20 21:15:43) seanegan: all in favor?
(2008-05-20 21:15:46) evands: aye
(2008-05-20 21:15:48) lschiere: aye'
(2008-05-20 21:15:48) markdoliner: Point of information, what is the credit card processing for, again?
(2008-05-20 21:15:57) seanegan: good question! :-p
(2008-05-20 21:16:09) lschiere: we have open the ability to accept credit card donations
(2008-05-20 21:16:18) lschiere: which we've never implemented a webpage to accept
(2008-05-20 21:16:39) markdoliner: Aye to the motion approving this report
(2008-05-20 21:16:42) elb: the credit card processing fees were authorized so that we could readily accept donations, which we have not yet arranged as we have not yet resolved our tax-exempt status
(2008-05-20 21:16:50) elb: so ... for now, they're marking time
(2008-05-20 21:16:51) seanegan: We've also been a bit weary to do so before having our tax exemption in the bag
(2008-05-20 21:16:57) seanegan: Approved
(2008-05-20 21:17:48) seanegan: You still have the floor, Ethan,
(2008-05-20 21:17:54) elb: OK, as you were all notified, I would like to move our money to an interest-bearing account
(2008-05-20 21:18:08) elb: our current account is not interest-bearing, and as you see, we are running a net deficit
(2008-05-20 21:18:51) elb: I would like to move that we open an appropriate interest-bearing savings account with our current banking institution (Charter One/RBS Citizens Bank) and transfer funds to it as they are available
(2008-05-20 21:19:43) markdoliner: Seconded
(2008-05-20 21:19:50) seanegan: all in favor?
(2008-05-20 21:19:51) lschiere: point of information, what went into the bank choice?
(2008-05-20 21:19:59) lschiere: oh, that's our current. good reason
(2008-05-20 21:20:11) elb: yes, that is the bank we currently deal with
(2008-05-20 21:20:25) elb: we can discuss changing banks if that's desired, but that would be a different motion :-)
(2008-05-20 21:20:42) markdoliner: Aye to the motion to open an appropriate interest-bearing savings account and transferring funds to it
(2008-05-20 21:21:07) evands: Aye
(2008-05-20 21:21:10) lschiere: aye on the savings account & transfer
(2008-05-20 21:21:32) evands: point of information, what interest rate will we currently bear at Chater One/RBS Citizens Bank?
(2008-05-20 21:21:57) elb: one moment
(2008-05-20 21:21:59) elb: (poor)
(2008-05-20 21:22:34) elb: I don't have a current rate sheet for that
(2008-05-20 21:22:39) elb: I cannot answer it at this time
(2008-05-20 21:23:25) seanegan: all against say nay, or aye if you still want to
(2008-05-20 21:23:42) elb: from the numbers on their web site, we'll be looking at something under 1%
(2008-05-20 21:24:02) evands: *nod* that's what it looked like to me, too; personal savings at 0.25%, 'high yield' at 1% to 2.5%
(2008-05-20 21:24:21) elb: our accounts are "special", we may see higher rates than they list there, so I can't say for sure
(2008-05-20 21:24:35) evands: fair. In any case, the current motion is a decided improvement
(2008-05-20 21:24:44) elb: as I said, I'd be happy to discuss other options, but that's another motion; in the meantime, I just want to stop the leakage as best I can :-)
(2008-05-20 21:24:47) evands: and does not require an investment to make other than a minimal time investment
(2008-05-20 21:24:53) evands: so:
(2008-05-20 21:24:54) evands: aye
(2008-05-20 21:25:57) seanegan: going once...
(2008-05-20 21:26:22) elb: aye, if I didn't
(2008-05-20 21:26:32) seanegan: luke-adium, lschiere?
(2008-05-20 21:26:38) lschiere: I voted aye
(2008-05-20 21:26:54) seanegan: Oh, I completely missed it.
(2008-05-20 21:26:58) seanegan: Ayes have it.
(2008-05-20 21:27:26) elb: OK, then I will see to that and report back when it is completed
(2008-05-20 21:27:39) seanegan: Ok, that concludes the agenda. Does anyone else have a matter to bring before the board?
(2008-05-20 21:28:12) elb: a reminder that those who are watching can contact a board member with any issues they would like to raise
(2008-05-20 21:28:47) seanegan: Ok, motion to adjourn
(2008-05-20 21:29:06) elb: second
(2008-05-20 21:29:07) lschiere: a reminder that those watching can also post to discussion@...
(2008-05-20 21:29:14) seanegan: all in favor?
(2008-05-20 21:29:19) evands: aye
(2008-05-20 21:29:20) lschiere: aye
(2008-05-20 21:29:21) markdoliner: Aye
(2008-05-20 21:29:31) elb: aye
(2008-05-20 21:29:31) ***seanegan bangs gavel. Thanks for coming.
(2008-05-20 21:30:20) markdoliner: It would probably be pretty easy to buy Certificates of Deposit instead of using a savings account. If we don't think we'll be spending lots of money in the next year we could do that and get a better interest rate over a savings account. Usually you can withdraw funds early, but you lose the interest for the past few months
(2008-05-20 21:30:27) elb: CDs suck right now
(2008-05-20 21:30:37) ***markdoliner shrugs
(2008-05-20 21:30:44) lschiere: we might also go with an ING account
(2008-05-20 21:30:46) lschiere: (for savings)
(2008-05-20 21:30:48) elb: they're marginally better than a decent savings account for short (6-18mo), but a decent savings account will beat them otherwise
(2008-05-20 21:30:57) elb: yeah, I think we should look at ING, but I didn't get it on the agenda
(2008-05-20 21:31:08) elb: ING did not offer small business accounts until sometime since the last board meeting
(2008-05-20 21:31:18) lschiere: ah
(2008-05-20 21:31:23) elb: frankly, we don't have enough money to worry about it right now
(2008-05-20 21:31:35) elb: after the 2007 SoC payment hits, and the 2008 comes, it'll be a bigger issue
(2008-05-20 21:31:43) elb: we'll be doubling or tripling our balances
(2008-05-20 21:32:00) markdoliner: Do we know how long it'll take to get approved as a non-profit at the national level?
(2008-05-20 21:32:11) lschiere: can you look into it sometime before those SoC payments and report to the board list?
(2008-05-20 21:32:23) elb: the 2007 SoC payment is supposedly in the mail
(2008-05-20 21:32:28) lschiere: ah
(2008-05-20 21:32:33) seanegan: You don't have to say "Supposedly" It really is :)
(2008-05-20 21:32:39) markdoliner: Ha ha ha
(2008-05-20 21:32:41) seanegan: but I think lschiere was talking about 2008 :)
(2008-05-20 21:32:43) elb: it's supposed until it hits my mailbox
(2008-05-20 21:32:44) lschiere: I was
(2008-05-20 21:33:17) elb: but yes, I can certainly look into it
(2008-05-20 21:33:32) elb: (in fact, I did, just a few weeks ago, but I'll get more current info; freaking rate cuts)
(2008-05-20 21:33:41) seanegan: markdoliner: I'll find out for you
(2008-05-20 21:34:47) markdoliner: I'm too am curious about the $750 filing fee
(2008-05-20 21:35:00) evands: So the lawyers fronted us that money, and we're going to pay them back, basically?
(2008-05-20 21:35:03) seanegan: yeah
(2008-05-20 21:35:17) seanegan: we've done that with all our legal filings.
(2008-05-20 21:35:40) elb: that filing was actually approved before the current board was formed
(2008-05-20 21:35:44) lschiere: my wife is impatient for this meeting to be over. I'll send an email tomorrow with both meetings minutes. I'm sorry I forgot to do that last year
(2008-05-20 21:35:44) elb: it's just ... taking a while
(2008-05-20 21:35:46) seanegan: Exactly
(2008-05-20 21:35:55) seanegan: lschiere: Oh, I banged the gavel a while ago
(2008-05-20 21:35:58) nosnilmot: (does the floor get to shout obscenities yet?)
(2008-05-20 21:36:00) markdoliner: lschiere: Have a good evening!
(2008-05-20 21:36:05) elb: thanks, Luke
(2008-05-20 21:36:19) elb: apologize to your wife and tell her there's no excuse for this to have been an hour and a half
(2008-05-20 21:36:46) faceprint [faceprint@.../Laptop] entered the room.
(2008-05-20 21:36:58) elb: hey Nathan
(2008-05-20 21:36:59) faceprint: sorry i missed it
(2008-05-20 21:37:07) elb: we voted you off the island
(2008-05-20 21:37:07) faceprint: got stuck at work
(2008-05-20 21:37:08) elb: for truancy
(2008-05-20 21:37:18) seanegan: The fee is $750 if you've made or expect to make more than $10,000 a year (which we did), or $300 otherwise
(2008-05-20 21:37:33) ***markdoliner shakes his fist at the gov'ment
(2008-05-20 21:37:45) seanegan: So, do you think we should try a conference call next time?
(2008-05-20 21:37:57) seanegan: make things flow a little easier?
(2008-05-20 21:38:26) ***markdoliner doesn't have a preference either way
(2008-05-20 21:38:30) elb: or have a plan
(2008-05-20 21:38:35) elb: one of the two ;-)
(2008-05-20 21:38:57) markdoliner: A meatier plan seems like it would help a lot
(2008-05-20 21:39:11) evands left the room.
(2008-05-20 21:39:29) seanegan: Ok. I'll get more organized next time
(2008-05-20 21:39:33) markdoliner: I actually kind of like the pace of using a chatroom
(2008-05-20 21:39:39) nosnilmot: I assume the meeting is officially over, and that my speaking here won't be considered an intrusion, but if you make it a conference call, please consider international observers
(2008-05-20 21:39:47) seanegan: oh, yeah
(2008-05-20 21:39:58) seanegan: We'll do it as a chat, but I'll just be a better chairman.
(2008-05-20 21:40:08) markdoliner: If we did a conference call, do you think it'll be like a really awkward hour and a half long phone call?
(2008-05-20 21:41:03) seanegan: Oh, we should write a totally awesome plugin that the participants can use that add a nice "current motion" text box" and give "aye" and "nay" voting buttons and stuff.
(2008-05-20 21:41:11) elb: it's bad enough sitting in front of this window for an hour and a half ;-)
(2008-05-20 21:41:14) faceprint: haha
(2008-05-20 21:41:17) evands [tekjew@.../Adium0D9001B8] entered the room.
(2008-05-20 21:41:26) elb: nosnilmot: an excellent point
(2008-05-20 21:41:32) nosnilmot: you should add voice support and just use pidgin for your conference call :-P
(2008-05-20 21:41:44) evands: seconded
(2008-05-20 21:41:54) seanegan: evands: we're not doing that anymore
(2008-05-20 21:41:54) evands-2 [tekjew@.../Adium] entered the room.
(2008-05-20 21:41:58) seanegan: ;)
(2008-05-20 21:42:00) elb: note that Mark (Spencer) offered an exchange for this; I'm sure he could arrange for some voip feeds for international observation ;-)
(2008-05-20 21:42:08) evands: seanegan: ;)
(2008-05-20 21:42:49) nosnilmot: elb: that would be fine
(2008-05-20 21:43:13) elb: (that said, I prefer chat)
(2008-05-20 21:43:18) elb: (faster chat)
(2008-05-20 21:44:00) evands: I, too, prefer text, unless voice would make a very significant difference.... which I don't think it would. We really only lapsed into threaded chaos once
(2008-05-20 21:44:29) elb: yeah, you can't do recursive motions ;-)
(2008-05-20 21:44:59) elb: no doubt we'll get another scathing email about playing office :-P
(2008-05-20 21:45:34) seanegan: I thought you could move to ammend a motion
(2008-05-20 21:45:45) seanegan: you have to shoot the first one down first?
(2008-05-20 21:46:42) elb: you can move to amend
(2008-05-20 21:46:58) elb: but we had a lot more than movements to amend going on
(2008-05-20 21:47:06) elb: we had two motions up at the same time *plus* an amendment
(2008-05-20 21:47:07) elb: or something
(2008-05-20 21:47:10) seanegan: really? I didn't think so.
(2008-05-20 21:47:15) seanegan: It was just confusing, is all
(2008-05-20 21:47:51) elb: for example: "seanegan: elb: Do you want to defer voting on a conflict of interest policy that I can't load right now, or have evan mirror it?"
(2008-05-20 21:48:04) elb: that's not an up/down ;-)
(2008-05-20 21:48:11) seanegan: well, I was trying to make it clearer ;)
(2008-05-20 21:48:34) seanegan: Evan moved to ammend the motion to accept the irs.gov thing to make the motion to accept the evanspage.com thing
(2008-05-20 21:48:38) elb: yes, I understood the various motions on the floor, just not which one I was voting on ;-)
(2008-05-20 21:48:53) seanegan: yeah, I think that hypothetical plugin would be badass
(2008-05-20 21:49:00) elb: yes, it would
(2008-05-20 21:49:45) elb: "Aye" "Nay" "Request information: " "Amend: "
(2008-05-20 21:49:50) elb: nosnilmot: are you listening?
(2008-05-20 21:50:09) seanegan: nosnilmot: We'll give you a spot on the board if you write it!
(2008-05-20 21:50:18) elb: he can have mine
(2008-05-20 21:50:28) markdoliner: Ha ha
(2008-05-20 21:50:33) faceprint: did we just do bylaws and conflict of interest?
(2008-05-20 21:50:51) evands-2 left the room.
(2008-05-20 21:51:02) elb: we deferred conflict of interest, and we voted to open an interest-bearing account
(2008-05-20 21:51:04) seanegan: we re-elected you!
(2008-05-20 21:51:11) faceprint: cool
(2008-05-20 21:51:20) elb: the bylaws is a bit more complicated
(2008-05-20 21:51:24) faceprint: hooray, more paperwork!
(2008-05-20 21:51:40) elb: we did the simple amendment (change of address)
(2008-05-20 21:51:53) faceprint: luckily only about half the paperwork vs. if we weren't non-profit
(2008-05-20 21:51:59) elb: and clarified the president's signatures on contracts and international treaties
(2008-05-20 21:52:11) seanegan: haha
(2008-05-20 21:52:23) elb: and then we decided that anyone can sign a check, if I tell them to
(2008-05-20 21:52:32) elb: so I'll tell Sean, since he's the only one with checks
(2008-05-20 21:52:38) faceprint: heh
(2008-05-20 21:52:38) seanegan: I'll send you some!
(2008-05-20 21:52:52) seanegan: (in 10 months)
(2008-05-20 21:52:59) seanegan: That's how long it takes me to send a check
(2008-05-20 21:53:02) seanegan: as you know
(2008-05-20 21:53:29) rekkanoryo: someone should bludgeon seanegan for taking 10 months to send a check :-P
(2008-05-20 21:53:39) seanegan: seconded
(2008-05-20 21:53:47) elb: yes, I'll be bludgeoning him when we get smacked with fees for trying to cash an expired check
(2008-05-20 21:54:01) rekkanoryo: fortunately business drafts are not staledated until 366 days after their issue date unless otherwise stated on the face of the check
(2008-05-20 21:54:46) elb: the face of the check is in the mail
(2008-05-20 21:54:53) elb: I will be examining it when it arrives
(2008-05-20 21:54:54) seanegan: supposedly
(2008-05-20 21:54:58) elb: yeah, supposedly
(2008-05-20 21:55:00) elb: I don't have it yet
(2008-05-20 21:55:42) seanegan: If it's any consolation (I don't know why it would be), I had to remove it from my own pile of checks to me of comperable age.
(2008-05-20 21:55:55) seanegan: So, it's not like I specifically have a thing against IM Freedom.
(2008-05-20 21:55:55) ***nosnilmot wonders what he's supposed to be writing
(2008-05-20 21:56:11) seanegan: I just hate checks, apparently.
(2008-05-20 21:56:27) elb: I know I do
(2008-05-20 21:56:38) elb: primitive pieces of apper
(2008-05-20 21:56:39) elb: paper
(2008-05-20 21:56:47) nosnilmot: they're cheques :-P
(2008-05-20 21:56:54) elb: we wish
(2008-05-20 21:57:00) elb: because they they wouldn't be in USD
(2008-05-20 21:57:07) elb: in which case it would have *appreciated* over the past 10 months
(2008-05-20 21:57:16) elb: instead of plummeting through the floor
(2008-05-20 21:57:45) seanegan: alright, time to head home.
(2008-05-20 21:57:51) nosnilmot: heh, I have a USD cheque book
(2008-05-20 21:57:55) seanegan: Sorry for the poorly chaired meeting!
(2008-05-20 21:58:07) seanegan: See you guys later.
(2008-05-20 21:58:11) elb: 'night
(2008-05-20 21:58:17) elb: yeah the bank sometimes calls them cheques
(2008-05-20 21:58:23) elb: I think they just want to sound fancy
(2008-05-20 21:58:36) rekkanoryo: checks need to die quicker than they are
(2008-05-20 21:58:38) elb: like how bills are actually "bank notes" but no one calls them that
(2008-05-20 21:58:53) markdoliner: seanegan: Peace be with you
(2008-05-20 21:58:55) nosnilmot: I think it's because it's a USD account in the UK (which is such a bad idea)
(2008-05-20 21:58:59) evands: 'night, all
(2008-05-20 21:59:30) elb: nosnilmot: can you see the value falling out of it?
(2008-05-20 22:00:44) nosnilmot: it's dripping with lost value
(2008-05-20 22:01:38) evands left the room.
(2008-05-20 22:02:20) Robby left the room.
(2008-05-20 22:06:14) BigBrownChunx left the room.
(2008-05-20 22:06:34) markdoliner left the room.
(2008-05-20 22:38:22) khc left the room.
(2008-05-20 23:16:22) Masca left the room.
(2008-05-21 03:31:40) Robby [robby.is.on@.../Adium] entered the room.
(2008-05-21 03:31:56) Robby left the room.
(2008-05-21 03:44:54) PhilHannent [phil@.../Work] entered the room.
(2008-05-21 03:46:13) PhilHannent left the room.
(2008-05-21 06:17:28) faceprint left the room.
(2008-05-21 06:17:55) Robby [robby.is.on@.../Adium] entered the room.
(2008-05-21 06:18:11) Robby left the room.
(2008-05-21 06:20:39) Robby [robby.is.on@.../Adium] entered the room.
(2008-05-21 06:20:45) Robby left the room.
(2008-05-21 07:04:13) luke-adium left the room.

The minutes of the previous meeting were read and approved.

The board voted to re-elect all officers to their current roles.

The board voted to amend the by-laws to state that "The mailing address of the corporation shall be 2515 4th Ave. #1108, Seattle, Washington. The corporation may have offices within or without this state as the board may from time to time determine or the business of the corporation may require."

The board voted to amend the by-laws Article IV, Section 3: "She or he shall, when duly authorized by the Board of Directors, sign and execute all contracts in the name of the Corporation."

The board voted to amend the by-laws such that Article IV Section 1 reads: Unless otherwise provided for in the Certificate of Incorporation, the Board may elect or appoint a President, one or more Vice-Presidents, a Secretary and a Treasurer, and such other officers as it may determine, who shall have such duties, powers and functions as hereafter provided. All officers shall be elected or appointed to hold office until the annual meeting of the Board. Each officer shall hold office for the term for which she or he is elected or appointed and until her or his successor has been elected or appointed or qualified. Any officer may, with the approval of the Treasurer, sign all checks, drafts, notes, and order for the payment of money, as duly authorized by the Board of Directors."

The board noted that its understanding of this new text requires both that the board authorize the expenditure and that the Treasurer must approve of the check being signed.

The board then voted to remove from Article IV Section 5 (Treasurer) of the by-laws the clause requiring that the Treasurer sign all checks, drafts, notes and orders for the payment of money.

The board voted to defer consideration of a conflict of interest policy, and to vote on said policy via email.

The Treasurer gave his report: noting that we started the year 2007 with $9,627.74 and ended the year with $7810.64. The Treasurer detailed out the expenditures that account for this difference. The board approved this report, noting that the expenditure on credit card processing was to enable us to receive donations via credit card, but that we did not, as yet, have an interface to do so.

The board voted, approving the Treasurer's request to open a savings account.

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iCal event invitation: IMF Board Meeting

2009-11-20T05:33:58Z

Evan Schoenberg has invited you to the iCal event: IMF Board Meeting, scheduled for November 23, 2009 at 5:00 PM (Central Standard Time). To accept or decline this invitation, click the link below.

[iCal-20091120-073250.ics]

BEGIN:VCALENDAR CALSCALE:GREGORIAN VERSION:2.0 METHOD:REQUEST PRODID:-//Apple Inc.//iCal 4.0.1//EN BEGIN:VTIMEZONE TZID:US/Central BEGIN:DAYLIGHT TZOFFSETFROM:-0600 RRULE:FREQ=YEARLY;BYMONTH=3;BYDAY=2SU DTSTART:20070311T020000 TZNAME:CDT TZOFFSETTO:-0500 END:DAYLIGHT BEGIN:STANDARD TZOFFSETFROM:-0500 RRULE:FREQ=YEARLY;BYMONTH=11;BYDAY=1SU DTSTART:20071104T020000 TZNAME:CST TZOFFSETTO:-0600 END:STANDARD END:VTIMEZONE BEGIN:VEVENT CREATED:20091120T133030Z UID:A03DFEA8-DBD6-428C-8183-1050FA0EAEB8 DTEND;TZID=US/Central:20091123T190000 ATTENDEE;CN="Mark Doliner";CUTYPE=INDIVIDUAL;EMAIL="mark@...";PA RTSTAT=NEEDS-ACTION;RSVP=TRUE:mailto:mark@... ATTENDEE;CN="Sean Egan";CUTYPE=INDIVIDUAL;EMAIL="seanegan@...";PAR TSTAT=NEEDS-ACTION;RSVP=TRUE:mailto:seanegan@... ATTENDEE;CN="Nathan Walp";CUTYPE=INDIVIDUAL;EMAIL="faceprint@... om";PARTSTAT=NEEDS-ACTION;RSVP=TRUE:mailto:faceprint@... ATTENDEE;CN="Evan Schoenberg";CUTYPE=INDIVIDUAL;PARTSTAT=ACCEPTED:mailto :evan.s@... ATTENDEE;CN="board@...";CUTYPE=INDIVIDUAL;EMAIL="board@imfreed om.org";PARTSTAT=NEEDS-ACTION;RSVP=TRUE:mailto:board@... ATTENDEE;CN="Ethan Blanton";CUTYPE=INDIVIDUAL;EMAIL="elb@...";PART STAT=NEEDS-ACTION;RSVP=TRUE:mailto:elb@... ATTENDEE;CN="Luke Schierer";CUTYPE=INDIVIDUAL;EMAIL="luke@..."; PARTSTAT=NEEDS-ACTION;RSVP=TRUE:mailto:luke@... ATTENDEE;CN="Evan Schoenberg";CUTYPE=INDIVIDUAL;EMAIL="evan@..."; PARTSTAT=NEEDS-ACTION;RSVP=TRUE:mailto:evan@... ATTENDEE;CN="Mark Spencer";CUTYPE=INDIVIDUAL;EMAIL="markster@..." ;PARTSTAT=NEEDS-ACTION;RSVP=TRUE:mailto:markster@... ATTENDEE;CN="John Bailey";CUTYPE=INDIVIDUAL;EMAIL="rekkanoryo@rekkanoryo .org";PARTSTAT=NEEDS-ACTION;RSVP=TRUE:mailto:rekkanoryo@... TRANSP:OPAQUE SUMMARY:IMF Board Meeting DTSTART;TZID=US/Central:20091123T170000 DTSTAMP:20091120T133250Z ORGANIZER;CN="Evan Schoenberg":mailto:evan.s@... SEQUENCE:13 END:VEVENT END:VCALENDAR

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Re: 2009 Board Meeting

2009-11-17T20:45:16Z

Works for me any time other than 3pm CST. Can someone send out a calendar invite when the date/time is finalized?

Mark Spencer
Digium, Inc. | Founder and Chief Technology Officer
445 Jan Davis Drive NW – Huntsville, AL 35806 – USA
direct: +1 256-428-6275
fax: +1 256-428-6057
twitter: markster | skype: digium1
Check us out at: www.digium.com & www.asterisk.org

----- Original Message -----
From: "Mark Doliner" <mark@...>
To: "Evan Schoenberg, M.D." <evan.s@...>
Cc: "Evan Schoenberg" <evan@...>, "Luke Schierer" <luke@...>, "Nathan Walp" <faceprint@...>, board@...
Sent: Tuesday, November 17, 2009 12:47:22 PM GMT -06:00 US/Canada Central
Subject: Re: 2009 Board Meeting

On Tue, Nov 17, 2009 at 10:42 AM, Evan Schoenberg, M.D.
<evan.s@...> wrote:
> Alternately, would Monday, November 23rd work for the board?

Monday, November 23rd works for me.

-Mark

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Re: 2009 Board Meeting

2009-11-17T18:06:02Z

Sean Egan spake unto us the following wisdom:
> Any of these days is fine with me. It looks like almost everyone's
> fine with the 23rd, 6pm est?

Looks like it's OK for the same set of people as the 24th. You folks
just make up your minds and let me know. :-P

Ethan

--
The laws that forbid the carrying of arms are laws [that have no remedy
for evils]. They disarm only those who are neither inclined nor
determined to commit crimes.
-- Cesare Beccaria, "On Crimes and Punishments", 1764

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Re: 2009 Board Meeting

2009-11-17T17:25:25Z

Any of these days is fine with me. It looks like almost everyone's
fine with the 23rd, 6pm est?

On Tue, Nov 17, 2009 at 2:02 PM, Luke Schierer <luke@...> wrote:

>
> On Nov 17, 2009, at 13:47 EST, Mark Doliner wrote:
>
>> On Tue, Nov 17, 2009 at 10:42 AM, Evan Schoenberg, M.D.
>> <evan.s@...> wrote:
>>> Alternately, would Monday, November 23rd work for the board?
>>
>> Monday, November 23rd works for me.
>>
>> -Mark
>
> I can do the 23rd or the 2nd or 3rd, but not the 1st or 4th.
>
> Luke
>
>
> _______________________________________________
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> Board@...
> http://pidgin.im/cgi-bin/mailman/listinfo/board
>

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Re: 2009 Board Meeting

2009-11-17T15:45:26Z

Luke Schierer spake unto us the following wisdom:
> I am willing to continue as secretary. But considering how little I
> do for any IMFreedom sponsored project (basically just some irregular
> routine server maintenance), I would understand if y'all wanted me to
> retire in favor of someone more active in open source instant
> messaging.

I think you should continue, then.

> My understanding, with Sean and Nathan both stepping down, we need a
> minimum of two seats filled. I second John's nomination for one of
> the two.

Sean offered to stay on the board, and we're making him do so. ;-)

> Do we have anyone willing to take on being President?

This is indeed an excellent question.

Ethan

--
The laws that forbid the carrying of arms are laws [that have no remedy
for evils]. They disarm only those who are neither inclined nor
determined to commit crimes.
-- Cesare Beccaria, "On Crimes and Punishments", 1764

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Re: 2009 Board Meeting

2009-11-17T15:39:40Z

On Nov 17, 2009, at 13:14 EST, Ethan Blanton wrote:

> Sean Egan spake unto us the following wisdom:
>
>>> From now until the meeting, I am accepting items for the agenda, and
>> nominations for directors and officers. I do not wish to be
>> re-nominated as President this year; do speak up if you do not wish to
>> be re-nominated for your current directorship of officership, so we
>> know which roles we need to fill.
>
> So, for officers, we have the following positions and
> nominations/volunteers:
>
> President: <none>
> Vice President: Mark Doliner
> Treasurer: Ethan Blanton
> Secretary: ?

I am willing to continue as secretary. But considering how little I do for any IMFreedom sponsored project (basically just some irregular routine server maintenance), I would understand if y'all wanted me to retire in favor of someone more active in open source instant messaging.

>
> (It is not clear whether Luke wishes to continue in his capacity as
> secretary.
>
> We also need to fill at least one seat, regardless of whether we add
> seats to the board. I nominate John Bailey for this position.

My understanding, with Sean and Nathan both stepping down, we need a minimum of two seats filled. I second John's nomination for one of the two.

Do we have anyone willing to take on being President?

Luke

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Re: 2009 Board Meeting

2009-11-17T14:02:46Z

On Nov 17, 2009, at 13:47 EST, Mark Doliner wrote:

> On Tue, Nov 17, 2009 at 10:42 AM, Evan Schoenberg, M.D.
> <evan.s@...> wrote:
>> Alternately, would Monday, November 23rd work for the board?
>
> Monday, November 23rd works for me.
>
> -Mark

I can do the 23rd or the 2nd or 3rd, but not the 1st or 4th.

Luke

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Re: 2009 Board Meeting

2009-11-17T10:47:22Z

On Tue, Nov 17, 2009 at 10:42 AM, Evan Schoenberg, M.D.
<evan.s@...> wrote:
> Alternately, would Monday, November 23rd work for the board?

Monday, November 23rd works for me.

-Mark

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Re: 2009 Board Meeting

2009-11-17T10:29:08Z

On Tue, Nov 17, 2009 at 10:14 AM, Ethan Blanton <elb@...> wrote:
> Sean Egan spake unto us the following wisdom:
> We require 4 members to make quorum; it sounds like the 24th is
> possible, the 1st is probably not. Do we want to go ahead and make it
> the 24th, understanding that we have at least quorum?

I should be able to make it on the 24th--let's plan for that. 6pm EST?

> We also need to fill at least one seat, regardless of whether we add
> seats to the board. I nominate John Bailey for this position.

I second that (do we need to second stuff? I don't remember).

-Mark

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Re: 2009 Board Meeting

2009-11-17T10:14:31Z

Sean Egan spake unto us the following wisdom:
> We are currently overdue for our annual board meeting.

... and it looks like we're going to continue that way.

> Let us try to meet some time the week of the 24th or Dec 1st. These
> two week straddle Thanksgiving, so let me know if either week is
> better or worse for you. I'm thinking Tuesday evening EST, which is
> the day and time we've met in the past.

Myself, Evan, and Luke indicated possible attendance next Tuesday, the
24th. Presumably Sean can make it, as he sent this email. Mark
indicated that it was inconvenient for him, but I wasn't clear if he
could make it if necessary.

Neither Luke nor Evan can make it on the 1st; I can, presumably Sean
can.

Nathan has stepped down, and did not indicate that he could attend
either meeting.

We require 4 members to make quorum; it sounds like the 24th is
possible, the 1st is probably not. Do we want to go ahead and make it
the 24th, understanding that we have at least quorum?

> >From now until the meeting, I am accepting items for the agenda, and
> nominations for directors and officers. I do not wish to be
> re-nominated as President this year; do speak up if you do not wish to
> be re-nominated for your current directorship of officership, so we
> know which roles we need to fill.

So, for officers, we have the following positions and
nominations/volunteers:

President: <none>
Vice President: Mark Doliner
Treasurer: Ethan Blanton
Secretary: ?

(It is not clear whether Luke wishes to continue in his capacity as
secretary.

We also need to fill at least one seat, regardless of whether we add
seats to the board. I nominate John Bailey for this position.

> Here's a rough, informal initial agenda. Let me know if there are
> additions you would like to add.
>
> 1. Call to Order
> 2. Roll Call
> 3. Approval of Minutes
> 4. Treasurer's financial report
> 5. Election of directors and officers
> 6. Vote to amend Article I of the by-laws to change the address of the
> corporation
> 7. Adjournment

So far, we wish to vote on:

Accepting Adium into the IMF.
Accepting Vulture into the IMF.

I plan to also put together concrete proposals for the following,
although I understand time is getting short:

Adding two positions to the board, to be filled at a later date.
Setting a deadline for doing something about donations.

Ethan

--
The laws that forbid the carrying of arms are laws [that have no remedy
for evils]. They disarm only those who are neither inclined nor
determined to commit crimes.
-- Cesare Beccaria, "On Crimes and Punishments", 1764

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Re: 2009 Board Meeting

2009-11-07T16:34:43Z

Nathan Walp spake unto us the following wisdom:
> Sean informs me that this email never made it through to the list back
> in September when I sent it. Sorry for not following up and verifying.

Yes, we had filtering problems -- basically, this list got so little
legitimate traffic that everything was being marked as spam. I've
rolled it into the active lists' spam filters to prevent this in the
future. Apologies.

> Nathan Walp wrote:
>> With sadness, I hearby tender my resignation from the Board of
>> Directors of Instant Messaging Freedom, Inc. This resignation is
>> effective immediately.
>>
>> Due to increased demands on my time, I have been unable to
>> meaningfully contribute to Pidgin in quite a while. Given my lack of
>> recent contributions, and the mountain of paperwork I would need to
>> fill out to continue an "outside directorship" at my day job,
>> resignation seems like the appropriate course of action at this time.
>>
>> I wish everyone the best, and hope all the IM Freedom projects
>> continue to prosper in the future.

I'm sorry to hear this, but wish you all the best in your current
endeavors. I hope we see you back when life slows down. Keep in
touch!

Ethan

--
The laws that forbid the carrying of arms are laws [that have no remedy
for evils]. They disarm only those who are neither inclined nor
determined to commit crimes.
-- Cesare Beccaria, "On Crimes and Punishments", 1764

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Re: 2009 Board Meeting

2009-11-05T05:13:20Z

On Nov 5, 2009, at 6:31 AM, Luke Schierer wrote:

On Thu, Nov 05, 2009 at 12:18:14AM -0800, Mark Doliner wrote:
On Tue, Nov 3, 2009 at 1:18 PM, Sean Egan <seanegan@...> wrote:
Let us try to meet some time the week of the 24th or Dec 1st. These
two week straddle Thanksgiving, so let me know if either week is
better or worse for you. I'm thinking Tuesday evening EST, which is
the day and time we've met in the past.

Thanksgiving week isn't great for me... could we try to find a time
the week of November 30th that works for Luke? What about Monday,
Wednesday or Thursday evenings, or Saturday or Sunday around 11am EST?
Any time the week of November 16th is also good with me.

From now until the meeting, I am accepting items for the agenda, and
nominations for directors and officers. I do not wish to be
re-nominated as President this year; do speak up if you do not wish to
be re-nominated for your current directorship of officership, so we
know which roles we need to fill.

I'd like to be on the board again. Either as vice-president again or
as a general board member (and specifically not as president).

-Mark

Monday the 30th and Thurs the 3rd both work for me. I can also do Sat
the 5th @ 11 EST.

I couldn't commit to any of these times in advance. I would love to stay on the board, but it may make sense for me to ask Zac to assume my chair, which he has offered to do, as it's sadly impossible for me to schedule obligations beyond the current month.

-Evan

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Re: 2009 Board Meeting

2009-11-05T04:31:15Z

On Thu, Nov 05, 2009 at 12:18:14AM -0800, Mark Doliner wrote:

> On Tue, Nov 3, 2009 at 1:18 PM, Sean Egan <seanegan@...> wrote:
> > Let us try to meet some time the week of the 24th or Dec 1st. These
> > two week straddle Thanksgiving, so let me know if either week is
> > better or worse for you. I'm thinking Tuesday evening EST, which is
> > the day and time we've met in the past.
>
> Thanksgiving week isn't great for me... could we try to find a time
> the week of November 30th that works for Luke? What about Monday,
> Wednesday or Thursday evenings, or Saturday or Sunday around 11am EST?
> Any time the week of November 16th is also good with me.
>
> > From now until the meeting, I am accepting items for the agenda, and
> > nominations for directors and officers. I do not wish to be
> > re-nominated as President this year; do speak up if you do not wish to
> > be re-nominated for your current directorship of officership, so we
> > know which roles we need to fill.
>
> I'd like to be on the board again. Either as vice-president again or
> as a general board member (and specifically not as president).
>
> -Mark

Monday the 30th and Thurs the 3rd both work for me. I can also do Sat
the 5th @ 11 EST.

Luke

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Re: 2009 Board Meeting

2009-11-05T00:18:19Z

On Tue, Nov 3, 2009 at 9:04 PM, Ethan Blanton <elb@...> wrote:

>> >From now until the meeting, I am accepting items for the agenda, and
>> nominations for directors and officers. I do not wish to be
>> re-nominated as President this year; do speak up if you do not wish to
>> be re-nominated for your current directorship of officership, so we
>> know which roles we need to fill.
>
> Zac West has approached me about Adium joining IMF. They wish to join
> our umbrella, and are willing to provide financial and manpower
> support to IMF in return. I think we should take a vote on whether or
> not we wish to accept the Adium project as an official addition to
> IMF. I have attached a copy of his rough proposal, with his
> permission. (Note that we voted to invite Adium to join IMF in 2005
> or so, so I don't anticipate this being controversial.)

I'm in favor of voting on this. I like Adium, I like Zac and Evan,
and I love their proposal.

> I would also like to discuss either engaging the donation system or
> letting the processing mechanism die; perhaps set a hard deadline by
> which point we must either have donations working, or cancel the
> processing. (One of the two processing fees is no longer showing up
> on our accounts anyway, probably due to a snafu in our bank
> changeover.)
>
> Finally, I would like to discuss an extension of the board to include
> two new members. Response times for "active" members are long, and
> the number of inactive members is growing. If we want to keep IMF
> healthy, we need an active board; one way to do this is member
> turnover, and another is ensuring a large enough board that a quorum
> can be reached effectively.
>
> Note that we don't have to *do* anything with either of the latter two
> items during the meeting, necessarily. If people are interested, I
> can hammer together statements for an official vote during the
> meeting, or we can discuss them at the meeting, between now and the
> meeting, or in some other time frame, and vote by email.

I think it would be great if we could vote on these at the meeting. I
think it would be more efficient than email voting. But I certainly
won't hold it against you if you don't hammer together statements
beforehand.

> Regarding Adium, I suggest that we vote during the meeting on
> inclusion, and finalize the details between ourselves and Adium after
> the fact.

That sounds good to me.

-Mark

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Re: 2009 Board Meeting

2009-11-05T00:18:14Z

On Tue, Nov 3, 2009 at 1:18 PM, Sean Egan <seanegan@...> wrote:
> Let us try to meet some time the week of the 24th or Dec 1st. These
> two week straddle Thanksgiving, so let me know if either week is
> better or worse for you. I'm thinking Tuesday evening EST, which is
> the day and time we've met in the past.

Thanksgiving week isn't great for me... could we try to find a time
the week of November 30th that works for Luke? What about Monday,
Wednesday or Thursday evenings, or Saturday or Sunday around 11am EST?
Any time the week of November 16th is also good with me.

> From now until the meeting, I am accepting items for the agenda, and
> nominations for directors and officers. I do not wish to be
> re-nominated as President this year; do speak up if you do not wish to
> be re-nominated for your current directorship of officership, so we
> know which roles we need to fill.

I'd like to be on the board again. Either as vice-president again or
as a general board member (and specifically not as president).

-Mark

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Re: 2009 Board Meeting

2009-11-04T15:04:21Z

On Nov 4, 2009, at 14:25 EST, Luke Schierer wrote:

>>
>> On Nov 3, 2009, at 2:18 PM, Sean Egan wrote:
>>
>>> Let us try to meet some time the week of the 24th or Dec 1st. These
>>> two week straddle Thanksgiving, so let me know if either week is
>>> better or worse for you. I'm thinking Tuesday evening EST, which is
>>> the day and time we've met in the past.
>>
>> Tues, Nov 24th, evening EST would work well for me. I am unable to
>> predict if I could attend a meeting on Tues Dec 1st, as I may be on
>> call in the ICU.
>>
>> If Dec 1st is better for others, however, I can ask Zac West to
>> present both as my proxy and on behalf of Adium, as (as noted by
>> Ethan), we would like to discuss a proposal to add Adium to the IMF
>> umbrella.
>>
>> -Evan
>>
>
> I certainly cannot do Dec 1st. I need to check if I can do the 24th.
> Tuesdays are, in general, bad for me.
>
> Luke

I am able to meet on the 24th.

Luke

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Re: 2009 Board Meeting

2009-11-04T11:25:50Z

>
> On Nov 3, 2009, at 2:18 PM, Sean Egan wrote:
>
>> Let us try to meet some time the week of the 24th or Dec 1st. These
>> two week straddle Thanksgiving, so let me know if either week is
>> better or worse for you. I'm thinking Tuesday evening EST, which is
>> the day and time we've met in the past.
>
> Tues, Nov 24th, evening EST would work well for me. I am unable to
> predict if I could attend a meeting on Tues Dec 1st, as I may be on
> call in the ICU.
>
> If Dec 1st is better for others, however, I can ask Zac West to
> present both as my proxy and on behalf of Adium, as (as noted by
> Ethan), we would like to discuss a proposal to add Adium to the IMF
> umbrella.
>
> -Evan
>

I certainly cannot do Dec 1st. I need to check if I can do the 24th.
Tuesdays are, in general, bad for me.

Luke

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Re: 2009 Board Meeting

2009-11-04T06:47:32Z

Luke Schierer spake unto us the following wisdom:
>> Zac West has approached me about Adium joining IMF. They wish to join
>> our umbrella, and are willing to provide financial and manpower
>> support to IMF in return. I think we should take a vote on whether or
>> not we wish to accept the Adium project as an official addition to
>> IMF. I have attached a copy of his rough proposal, with his
>> permission. (Note that we voted to invite Adium to join IMF in 2005
>> or so, so I don't anticipate this being controversial.)
>
> I would have sworn that adium already was under our umbrella.

We offered them a position, but they turned it down, citing concerns
that IMF would try to control development and generally cramp their
style.

Ethan

--
The laws that forbid the carrying of arms are laws [that have no remedy
for evils]. They disarm only those who are neither inclined nor
determined to commit crimes.
-- Cesare Beccaria, "On Crimes and Punishments", 1764

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Re: 2009 Board Meeting

2009-11-04T04:35:24Z

On Nov 3, 2009, at 23:04 EST, Ethan Blanton wrote:

> Sean Egan spake unto us the following wisdom:
>> Let us try to meet some time the week of the 24th or Dec 1st. These
>> two week straddle Thanksgiving, so let me know if either week is
>> better or worse for you. I'm thinking Tuesday evening EST, which is
>> the day and time we've met in the past.
>
> I am currently unaware of any specific conflicts during this time
> period; obviously the 25th, 26th, and 27th are likely to be bad.
> Either Tuesday is workable.
>
>>> From now until the meeting, I am accepting items for the agenda, and
>> nominations for directors and officers. I do not wish to be
>> re-nominated as President this year; do speak up if you do not wish
>> to
>> be re-nominated for your current directorship of officership, so we
>> know which roles we need to fill.
>
> Zac West has approached me about Adium joining IMF. They wish to join
> our umbrella, and are willing to provide financial and manpower
> support to IMF in return. I think we should take a vote on whether or
> not we wish to accept the Adium project as an official addition to
> IMF. I have attached a copy of his rough proposal, with his
> permission. (Note that we voted to invite Adium to join IMF in 2005
> or so, so I don't anticipate this being controversial.)

I would have sworn that adium already was under our umbrella.

Luke

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Re: 2009 Board Meeting

2009-11-03T20:04:07Z

Sean Egan spake unto us the following wisdom:
> Let us try to meet some time the week of the 24th or Dec 1st. These
> two week straddle Thanksgiving, so let me know if either week is
> better or worse for you. I'm thinking Tuesday evening EST, which is
> the day and time we've met in the past.

I am currently unaware of any specific conflicts during this time
period; obviously the 25th, 26th, and 27th are likely to be bad.
Either Tuesday is workable.

> >From now until the meeting, I am accepting items for the agenda, and
> nominations for directors and officers. I do not wish to be
> re-nominated as President this year; do speak up if you do not wish to
> be re-nominated for your current directorship of officership, so we
> know which roles we need to fill.

Zac West has approached me about Adium joining IMF. They wish to join
our umbrella, and are willing to provide financial and manpower
support to IMF in return. I think we should take a vote on whether or
not we wish to accept the Adium project as an official addition to
IMF. I have attached a copy of his rough proposal, with his
permission. (Note that we voted to invite Adium to join IMF in 2005
or so, so I don't anticipate this being controversial.)

I would also like to discuss either engaging the donation system or
letting the processing mechanism die; perhaps set a hard deadline by
which point we must either have donations working, or cancel the
processing. (One of the two processing fees is no longer showing up
on our accounts anyway, probably due to a snafu in our bank
changeover.)

Finally, I would like to discuss an extension of the board to include
two new members. Response times for "active" members are long, and
the number of inactive members is growing. If we want to keep IMF
healthy, we need an active board; one way to do this is member
turnover, and another is ensuring a large enough board that a quorum
can be reached effectively.

Note that we don't have to *do* anything with either of the latter two
items during the meeting, necessarily. If people are interested, I
can hammer together statements for an official vote during the
meeting, or we can discuss them at the meeting, between now and the
meeting, or in some other time frame, and vote by email.

Regarding Adium, I suggest that we vote during the meeting on
inclusion, and finalize the details between ourselves and Adium after
the fact.

I am ambivalent about keeping the position of Treasurer. If someone
wants it, let me (or the board) know. I am also willing to keep this
position. I am likewise willing to continue on the board.

Ethan

--
The laws that forbid the carrying of arms are laws [that have no remedy
for evils]. They disarm only those who are neither inclined nor
determined to commit crimes.
-- Cesare Beccaria, "On Crimes and Punishments", 1764

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Re: 2009 Board Meeting

2009-11-03T17:49:35Z

Note, the discussions list is open and anyone willing to be considered
for a possition on the board can step up there.

Luke

On Tue, Nov 03, 2009 at 12:18:22PM -0800, Sean Egan wrote:

> Hello Board,
>
> We are currently overdue for our annual board meeting.
>
> Let us try to meet some time the week of the 24th or Dec 1st. These
> two week straddle Thanksgiving, so let me know if either week is
> better or worse for you. I'm thinking Tuesday evening EST, which is
> the day and time we've met in the past.
>
> From now until the meeting, I am accepting items for the agenda, and
> nominations for directors and officers. I do not wish to be
> re-nominated as President this year; do speak up if you do not wish to
> be re-nominated for your current directorship of officership, so we
> know which roles we need to fill.
>
> Here's a rough, informal initial agenda. Let me know if there are
> additions you would like to add.
>
> 1. Call to Order
> 2. Roll Call
> 3. Approval of Minutes
> 4. Treasurer's financial report
> 5. Election of directors and officers
> 6. Vote to amend Article I of the by-laws to change the address of the
> corporation
> 7. Adjournment

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2009 Board Meeting

2009-11-03T12:18:22Z

Hello Board,

We are currently overdue for our annual board meeting.

Let us try to meet some time the week of the 24th or Dec 1st. These
two week straddle Thanksgiving, so let me know if either week is
better or worse for you. I'm thinking Tuesday evening EST, which is
the day and time we've met in the past.

>From now until the meeting, I am accepting items for the agenda, and
nominations for directors and officers. I do not wish to be
re-nominated as President this year; do speak up if you do not wish to
be re-nominated for your current directorship of officership, so we
know which roles we need to fill.

Here's a rough, informal initial agenda. Let me know if there are
additions you would like to add.

1. Call to Order
2. Roll Call
3. Approval of Minutes
4. Treasurer's financial report
5. Election of directors and officers
6. Vote to amend Article I of the by-laws to change the address of the
corporation
7. Adjournment

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Re: Google Summer of Code mentor summit reimbursements

2009-10-31T17:39:13Z

Ethan Blanton spake unto us the following wisdom:

OK, I have recorded four yea votes on this issue (Sean, Evan, Mark,
and Luke), which is a majority. I will be cutting the checks ASAP.

Ethan

--
The laws that forbid the carrying of arms are laws [that have no remedy
for evils]. They disarm only those who are neither inclined nor
determined to commit crimes.
-- Cesare Beccaria, "On Crimes and Punishments", 1764

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Re: Google Summer of Code mentor summit reimbursements

2009-10-30T19:52:24Z

I vote yea!

(Sorry, I don't often check this e-mail these days, maybe once a week.)

On Tue, Oct 27, 2009 at 6:21 PM, Ethan Blanton <elb@...> wrote:

> Ethan Blanton spake unto us the following wisdom:
>> If directors could vote 'Yea' or "Nay' on the following proposal in a
>> timely fashion, I would appreciate it:
>>
>> IMF, Inc. shall reimburse mentors traveling to the 2009 Google
>> Summer of Code Mentor Summit for their actual travel expenses
>> (those expenses to be reimbursed to IMF by Google at a later date,
>> and no others) once appropriate receipts demonstrating actual
>> expenses have been provided.
>>
>> As I am a reimbursed party under this proposal, I recuse myself from
>> this vote.
>
> For the record, the final total value of these tickets was $752.81.
>
> I require one more 'yea' vote to be able to cut these checks.
>
> Ethan
>
> --
> The laws that forbid the carrying of arms are laws [that have no remedy
> for evils]. They disarm only those who are neither inclined nor
> determined to commit crimes.
> -- Cesare Beccaria, "On Crimes and Punishments", 1764
>
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>
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>
> _______________________________________________
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>
>

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Re: Google Summer of Code mentor summit reimbursements

2009-10-28T00:58:58Z

Sean? Nathan? Mark S?

-Mark

On Fri, Oct 23, 2009 at 1:14 PM, Evan Schoenberg, M.D.
<evan.s@...> wrote:

>
> On Oct 23, 2009, at 2:14 AM, Mark Doliner <mark@...> wrote:
>
>> On Thu, Oct 22, 2009 at 1:43 PM, Luke Schierer <luke@...> wrote:
>>>>
>>>> Hi all,
>>>>
>>>> As most of you are probably aware, each year we send a couple of
>>>> Summer of Code mentors to the Google Summer of Code Mentor Summit in
>>>> Mountain View. Google reimburses mentors for their travel expenses
>>>> for this summit. This year, those reimbursements are being paid en
>>>> bloc with our mentor payments for Summer of Code. As those mentor
>>>> payments have in the past taken some time to get completely settled, I
>>>> would like to request authorization to reimburse the mentors traveling
>>>> to the summit (Gary Kramlich and myself) once I have collected the
>>>> appropriate travel receipts, and before the Google reimbursement
>>>> arrives. I anticipate the total being somewhere around $700.
>>>>
>>>> Note that this does not represent any actual outlay on the part of
>>>> IMF, Inc., aside from any interest which might have been earned on the
>>>> reimbursement money in the interim. We are simply causing IMF to
>>>> float the debt rather than individual mentors.
>>>>
>>>> If directors could vote 'Yea' or "Nay' on the following proposal in a
>>>> timely fashion, I would appreciate it:
>>>>
>>>> IMF, Inc. shall reimburse mentors traveling to the 2009 Google
>>>> Summer of Code Mentor Summit for their actual travel expenses
>>>> (those expenses to be reimbursed to IMF by Google at a later date,
>>>> and no others) once appropriate receipts demonstrating actual
>>>> expenses have been provided.
>>>
>>> This seems reasonable to me. Having mentors for the summer of code is
>>> important, and I think we, having few expenses, are in a better possition
>>> to float the debt than an individual mentor. I vote in favor of this.
>>>
>>> Luke
>>
>> I vote yea!
>
> I, too, vote yes.

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Re: Google Summer of Code mentor summit reimbursements

2009-10-27T18:21:38Z

Ethan Blanton spake unto us the following wisdom:

> If directors could vote 'Yea' or "Nay' on the following proposal in a
> timely fashion, I would appreciate it:
>
> IMF, Inc. shall reimburse mentors traveling to the 2009 Google
> Summer of Code Mentor Summit for their actual travel expenses
> (those expenses to be reimbursed to IMF by Google at a later date,
> and no others) once appropriate receipts demonstrating actual
> expenses have been provided.
>
> As I am a reimbursed party under this proposal, I recuse myself from
> this vote.

For the record, the final total value of these tickets was $752.81.

I require one more 'yea' vote to be able to cut these checks.

Ethan

--
The laws that forbid the carrying of arms are laws [that have no remedy
for evils]. They disarm only those who are neither inclined nor
determined to commit crimes.
-- Cesare Beccaria, "On Crimes and Punishments", 1764

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