imfreedom/www.imfreedom.org

Add the minutes for the 2020-04-22 board meeting

2020-04-30, Gary Kramlich
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Children 40088968a475
Add the minutes for the 2020-04-22 board meeting
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    +---
    +title: "Minutes for the 2020-04-22 Board Meeting"
    +date: 2020-04-22
    +audio:
    + - "https://data.imfreedom.org/public/board-meetings/audio-20200422.ogg"
    +videos:
    + - "https://data.imfreedom.org/public/board-meetings/video-20200422.mp4"
    +---
    +
    +IM Freedom Board Meeting 2020-04-22 00:00 UTC using Zoom.us. All time listed
    +below in UTC.
    +
    +* Preamble and call to order: 03:14
    +* Directors Present
    + * John Baily, President/Treasure
    + * Matthew Needham, Vice President
    + * Gary Kramlich, Secretary
    + * Ethan Blanton, Director
    + * Richard Laager, Director
    + * Peter Lawler, Director
    +* Treasurer's report:
    + * 2019: Opened $29,553.22 USD, closed with $29,875.11 USD.
    + * Primary income was spreadshirt at $137.30 USD.
    + * Bank fees from 2018 refunded $180.00 USD
    + * 2020: Opened with $29.875.11
    + * Year to date we have collected $1.43 USD in interest.
    +* Board Election
    + * Ethan moves to adopt the existing slate of directors
    + * Gary seconds
    + * Passes unanimously
    +* Old Business
    + * Gary Provided an infrastructure update
    + * All Instant Messaging Freedom, Pidgin, and Adium domains have been moved
    + under an organization account on gandi.net.
    + * We will meet the cut off date for Bitbucket.org.
    + * Our Kubernetes cluster has been sponsored by Digital Ocean.
    + * Trac and the IMF wiki have yet to migrate.
    + * Email will be moved to our nicobar VPS once Trac has been migrated.
    + * Gary created a new Mercurial hosting tool named HGKeeper.
    + * Retired planet.pidgin.im
    + * Trac is going to move to issues.imfreedom.org.
    + * Code needs to be written for this because our Trac destroys the
    + existing migration tools. Gary already wrote a tool for Bitbucket
    + issue importing that will be gaining Trac support to make this happen.
    + * John mentions that both YouTrack and Teamcity are using Open Source
    + licenses.
    + * Code review will most likely be done via Reviewboard. An demo version is
    + up and running at reviews.imfreedom.org.
    + * Concerns are raised about GDPR, John mentions that GDPR only kicks in for
    + for-profit businesses of which we are not.
    + * Gary mentions the tooling behind keep.imfreedom.org our new mercurial
    + hosting.
    + * Gary Provided Pidgin update
    + * Next Pidgin release will be 2.14.0
    + * This will be the last 2.x release and mark the end of feature
    + development for Pidgin 2.
    + * 2.14.y will be released as necessary.
    + * Reasoning is that Pidgin 3 development needs to take precedent when it
    + comes to our resources.
    + * This release is stuck on a number of Windows specific issues.
    + * John is working through them.
    + * We need to ship/patch a CVE in Pango. This is tricky due to our
    + current Glib/Gtk setup on Windows.
    + * Gary mentions the Oscar code hasn't been removed yet due to AIM Phoenix
    + * The plan is to pull the protocol plugin out of tree.
    + * Pidgin 3
    + * GPlugin 1.0 is getting near.
    + * This is to get it into the Debian New Queue sooner rather than later.
    + * It is already in Fedora, Arch, and other Linux distributions.
    + * It did not make Ubuntu 20.04.
    + * It's been put on the back burner because of the Bitbucket migration.
    + * Gary mentions the packagecloud.io account for hosting our own
    + distribution specific repositories.
    + * Also a lot of gaps in the API were found while cleaning up the
    + purple3 plugin code.
    + * With GPlugin as it stands today all Libpurple users will be able to
    + support plugins written in C/C++, Vala, Genie, Python3, Lua, and
    + Perl5. There is no TCL support at this time.
    + * There is also the Tiny C Compiler loader that will load plugins from
    + .c files.
    + * Talkatu is a re-imagining of GtkIMHTML and was born out of the need to
    + remove webkit1 and not having a viable solution that worked across all
    + platforms.
    + * It is a Gtk Widget library containing Widgets for IM clients and
    + contains widgets for input, the format bar, history, a send button.
    + More will be coming in the near future.
    + * Long end of the story, Pidgin 3 is still a long ways out.
    + * It's usable right now, but it's missing some important features.
    + * Libgnt got pulled out into it's own repository.
    + * This as been done so that it's easier to discover and make it usable
    + to others.
    + * Pidgin/Finch 2.14.0 will be the first Finch release to use the out of
    + tree Libgnt.
    + * Soname will be changed in the near future.
    + * Gary's been given a lot of heat for ignore maintainability with Pidgin
    + 2. There's a plan to come back on the back end of the release to figure
    + out how to extend an olive branch to the old plugins.
    + * Gary mentions the purple2 GPlugin loader that _could_ become an
    + option, but Gary has no interest in continuing it.
    + * Gary is trying to make libpurple3 have the features to get people to
    + port their plugins. Stuff like voice and video, reactions, threads,
    + inline images, etc.
    +* New Business
    + * John renewed the imfreedom.org domain name $145.80 USD John asks to be
    + reimbursed.
    + * Ethan moves to reimburse John.
    + * Gary Seconds
    + * Passes unanimously
    + * Gary talks about the idea of dissolving the corporation.
    + * Gary mentions it seems like we're doing a disservice to our goals.
    + * Ethan mentions that we never had a way to lose, and that the corporation
    + was created to have a war chest of money in case we ran afoul of any
    + providers. The war chest idea seems less urgent and we've attempted to
    + find other avenues to sponsor/support but have yet to find something.
    + He also mentioned that our existence was always the goal especially since
    + the creation of the corporation happened right after a lawsuit was
    + settled.
    + * John mentions that typically today, the providers are more interested in
    + terms of service violations as well as trademark infringement and we
    + haven't seen or heard of a case of a third party client being sued.
    + * John also mentions that he doesn't have any strong feelings on whether or
    + not to keep the corporation going. If we dissolve that's fine, and if we
    + don't, that's fine as well. Gary echoes John's sentiment.
    + * Gary mentions that if existence in the goal, then that is fine.
    + * Ethan also does not have strong feelings either way.
    + * He mentions that after 12 years he feels he hasn't been giving it the
    + attention it deserves.
    + * Ethan mentions that our Non profit status needs to be filed by May 15th,
    + maybe next year, but it should be done this year. We have to file our
    + e-post card. We also have to file with the state of Delaware.
    + * Gary mentioned he believes it is the responsibility of the President.
    + * Gary mentions that if we're going to keep the corporation going, we need
    + to get the address corrected.
    + * Ethan to figure out how to get in contact with CT Corp.
    + * Gary mentions that spreadshirt is a mess and he hasn't done anything with
    + it as to his knowledge we weren't able to be paid at the moment.
    + * Matthew mentions that we have a payment coming.
    + * Ethan mentions that if we can pay someone to fix our address we should
    + probably do it.
    + * Ethan points out that in order to dissolve we have to fix our address and
    + everything as well.
    + * Peter moves to pay a reasonable amount of money to our registered agent
    + to sort this out for us.
    + * Ethan seconds
    + * Passes unanimously
    + * Ethan mentions that if we are going to make decisions to dissolve the
    + corporation, we should do it before the end of the calendar year as it
    + is the end of our fiscal year and if we continue to January 1st of 2021,
    + then we might as well wait until the end of 2021.
    + * Ethan passed the relevant data for the treasure to John.
    + * As well as a signing card out to John.
    + * Colin need to be removed from the account.
    + * Ethan mentions that our Paypal account might have some issues.
    + * Matthew mentions that he created a sub account for the treasure and gave
    + it to Ethan.
    + * Ethan verifies that this did work.
    + * Treasure email will need to be moved.
    + * Ethan mentions he has a folder of treasurer paper work and asks if John
    + wants it.
    + * John says it's fine to send.
    + * Ethan says he's find to hold onto it for now as well.
    + * John is fine with him holding onto it for now.
    + * Ethan mentions there's some holes in the paper record due to his move and
    + the bank not sending him paper statements.
    + * Ethan moves that we give John the authority to decide if we would like to
    + use CT corp as our mail forwarding agent and that we pay them up to $300
    + USD a year if that seems like the thing we should do.
    + * Peter and Gary Seconds
    + * Motion carries
    + * Richard mentions that he searched to see if we're listed at all in
    + Washington.
    + * Ethan mentions that, if we were ever incorporated in Washington it's
    + expired.
    + * Richard mentions then we should just worry about Delaware.
    + * Both John and Ethan mention that they do not recall ever recall any
    + mention of Washington.
    + * Gary mentions that we are listed on Amazon Smile but has no idea if we've
    + seen a payout and thinks it could be related to our address as it's
    + displayed in Washington.
    + * Ethan says we have never received a payment from them.
    + * John says that this should fall to him after the meeting.
    + * Ethan says he has done some work on this previously, he doesn't remember
    + what happened with it.
    + * Ethan will look this up to see what happened with it.
    + * Gary and Ethan discuss that we may not yet have hit a threshold to
    + receive a payment.
    + * Richard mentions that according to their website the payout is $5 USD.
    + * Ethan registers us once a year with Benevity and that we have received
    + a significant amount of money from them in the past.
    + * Gary mentions he has started creating archives for releases and source code
    + repositories.
    + * He has two copies of each and that he will be mailing the additional
    + copies to John.
    + * Ethan mentions that we should get all of our releases put onto
    + archive.org.
    + * Gary says he will make that happen.
    + * Ethan mentions that archive.org would be a good target for some of our
    + funds.
    + * Gary brings up that COVID-19 has put him in a bind since he needs to find
    + a job and was wondering if we could attempt to do something similar to the
    + idea of last year of having a proposal to pay him some amount of money.
    + * Ethan is for this, but says there needs to be a proposal.
    + * Gary asks if that proposal can include work that was already done as so
    + much of his current workload is done by the seat of his pants and
    + impossible to plan.
    + * Peter says we should consider throwing a couple of grand USD in Gary's
    + direction as he's been doing work that's supporting the project and that
    + a proposal for new work isn't necessary as there has already been a
    + considerable amount of work completely.
    + * Ethan is open to this idea.
    + * John mentions that Gary has done the legwork to get the Digital Ocean
    + infrastructure, he built HGKeeper, he did all the work to move our XMPP
    + server, he wrote the integration between hub and prosody, and he's
    + continuing to do work to get us off of Bitbucket and off of Trac to
    + something that is more maintainable. John is definitely in favor of
    + giving Gary $5,000 USD because of the ridiculous amount of work he has
    + put in.
    + * Peter moves to give Gary $5,000 USD based on the work he has done in
    + up to this point in time.
    + * Ethan mentions he's taking a minute to think because that is 1/6th of
    + our holdings and we do not currently have an income stream.
    + * Richard asks if it's the opinion of the board that IMF does not make
    + technical decisions for the projects. For example, their choice of
    + version control.
    + * Ethan responds with yes.
    + * Richard concludes from there that since Pidgin is using hg continuing
    + to use hg is a Pidgin decision and not an IMF one and since there are
    + few viable other options are we in consensus that its reasonable to
    + self host.
    + * Ethan mentions there are no other options.
    + * Some discussion about the alternatives followed.
    + * Ethan mentions that yes Pidgin has to either self host or move away
    + from Mercurial and that it is not a decision that IM Freedom can
    + make. But it might be a decision that Pidgin should have at some
    + time.
    + * Richard makes a point that it is not IMF's place to dictate to Pidgin
    + what Pidgin does.
    + * However, given that Pidgin is using Mercurial, is it reasonable for
    + IMF to support the infrastructure.
    + * Ethan states that that is our primary charter.
    + * Gary mentions that Adium's project status, while difficult at the
    + moment that more or less they're code is still in Mercurial as
    + well. And that to say that this is just Pidgin is a bit short
    + sighted.
    + * Richard asks if Gary isn't involved and if IM Freedom was paying
    + for hosting, we would consider it within the charter of IMF to pay
    + for that service.
    + * Both Ethan and Richard agree.
    + * Ethan states that if we could have thrown some money at Bitbucket
    + to stay there then we would have.
    + * Ethan states that while their is a conflict of interest specter,
    + and that's why we previously wanted a proposal and so on. But it's
    + also not just HGKeeper that we're talking about, it's the lion's
    + share of the maintenance of our infrastructure for a couple of
    + years as well as lion's share of the development works that's been
    + done in the past few years as well.
    + * Ethan's only reservation is that it's 1/6th of our total cash, and
    + what else might we use that on. While in the past 13 years we've
    + only had an expanse this large (percentage wise) which was our
    + original branding for Pidgin.
    + * Peter points out that was roughly a quarter of our funds.
    + * Ethan corrects that to between 1/5th and 1/6th.
    + * John points out that this is a once a decade type expenditure.
    + * Ethan notes that we haven't spent anything on branding since
    + then.
    + * Gary mentions that he has spent a fair amount for new designs
    + and stickers for Pidgin but has not asked IMF for
    + reimbursement.
    + * Peter points out that Pidgin has spent money on branding not
    + IMF.
    + * Ethan states that we need to answer this in two stages.
    + * Do we think this is a reasonable expenditure of IMF's funds and how
    + much is it worth to us.
    + * With a side question of how do we feel about the conflict of interest
    + concern.
    + * John points out that if we were to go out and contract this work from
    + an external party it would cost us a significant amount more and that
    + we would most likely have on going fees.
    + * Ethan points out that Gary did all of this without expectation of
    + reimbursement.
    + * John says that at this point, he believes this discussion has absolved
    + us of the conflict of interest.
    + * Richard asks if Gary leaves if we still have a quorum.
    + *** Gary leaves the call ***
    + * Ethan asks if Richard had a specific concern or just make sure that we
    + were free of conflict of interest.
    + * Richard said the later and that the involved person should be removed
    + from the discussion.
    + * Richard states that any money we would have given to anyone else would
    + have been significantly more since Gary has been working on this stuff
    + for months.
    + * Ethan states that if Gary had not continued to push on Pidgin
    + specifically there would have been no development on Pidgin in the past
    + 5 years and while the project may not be where any of us hoped it would
    + be including Gary, if he hadn't been pushing it it would have died.
    + * Ethan continues that what we're not just paying arrears from the last
    + meeting, but instead it's for a span of time that goes back for half
    + a decade.
    + * John points out that the infrastructure work has been going on for
    + two and a half years and that HGKeeper wasn't started until after the
    + board meeting last year. And that the Kubernetes cluster has been
    + going on for two/two and a half years.
    + * Richard points out that the infrastructure migration is nearly done,
    + and that once Trac is imported those Network Redux VMs go away.
    + * Ethan states that to be clear he is comfortable with this idea.
    + Particularly since we have the precedent of spending this size of
    + our war chest for an arguably less critical infrastructure in the past.
    + * Peter is rather pissed at Gary for not writing the proposal last year,
    + and that in the future we need proposals in the future.
    + * Ethan points out that we most likely can't do this again in the future,
    + unless we get more income.
    + * Peter points out that this is a special circumstance and that since
    + Gary is in a bad position due to the pandemic when it comes to finding
    + work that this is to help Gary keep the infrastructure running during
    + this time and not just for what Gary has done in the past.
    + * Ethan states that he believes this is the argument for not forcing a
    + proposal in the future. Ethan also notes that he's annoyed Gary
    + didn't provide a proposal last year noting that he understands that
    + our plan of moving to more Atlassian services got the rug pulled out
    + from under us when they announced they were dropping Mercurial
    + support.
    + * Ethan is comfortable with the proposal but not necessarily the amount
    + as he has been treasuring this organization for the past 13 years. But
    + Ethan does agree that if we were to pull it out to going rates, $5,000
    + USD does not cover a developer for a month. It's not that it's unfair
    + it's that we have so little of it. But if that amount is what others
    + are comfortable with. he is as well.
    + * Richard states that if we choose to spend our money to zero, one thing
    + that gives him pause is, are there more potential for underlying costs.
    + Domain renewals may be tricker but he's unsure of how real these issues
    + are.
    + * Peter states that these concerns should be a secondary funding
    + proposal rather than this one.
    + * Ethan states that his earlier discussion about history is to make
    + sure that we remember that that pile of money has value just being a
    + pile of money because we got sued. Although that may be a historical
    + bias that is no longer relevant. However, that pile of cash may be
    + better served by giving it to EFF, SPI, or archive.org.
    + * Ethan states that we do have somewhere between 100-300 USD a year
    + expenses that he has been paying out of pocket. For keeping our
    + various registrations as well as CT Corp. So we need to keep a few
    + thousand dollars around for those expenses.
    + * Peter states that if we're planning on having another meeting in
    + August, that this discussion is more well suited for that meeting.
    + * Richard states that if he's trying to make sure he's asking the right
    + questions and that if someone was supporting Adium would ask for
    + support that he doesn't see a problem with that.
    + * Richard feels that it would have been cheaper, at least in time, to
    + move everything to Github. So is there a concern that we're paying for
    + the wrong thing. However that decision wasn't done under the IMF
    + umbrella. But if you weigh that against the cost of development, it
    + occurs to him that under any reasonable theory of what we're paying for
    + you can get to $5,000 USD, so the question becomes, what do we say we
    + are paying for?
    + * Ethan says that it does matter what we say we're paying for and that
    + we will need to lay that out.
    + * Ethan states that the Pidgin project should be the one to have the
    + discussion about version control. However, since Gary is
    + contributing and Gary wants to use Mercurial, then that is Gary's
    + choice right now. That said, he does not see a path that switching
    + to git would magically get Pidgin contributors. If it did, it should
    + be a discussion to have, but he doesn't believe that is what is
    + slowing down contributors and that instead it's that people aren't as
    + interested in instant messaging anymore. However, if Gary's vision
    + of Pidgin comes to fruition when it comes to inline images, emoji,
    + as well as voice and video, it could bring in a younger audience that
    + doesn't want to run a million separate applications. So Ethan's
    + argument is if it keep Gary productive, working, and happy, he is our
    + Pidgin developer right now and that is argument enough for sticking
    + with Mercurial.
    + * Peter states that the meeting is running past the scheduled time and he
    + needs to leave in about 30 minutes.
    + * Richard asks if there is concern about precedent that Gary isn't the
    + only one to have done infrastructure work while both John and Richard
    + have as well.
    + * Peter mentions that due to the pandemic that the person doing the
    + work is in need of a job and that that is the reason behind it and
    + that it's not about setting a precedent.
    + * Ethan agrees with Peter but is concern with precedent and that
    + it was Gary's decision to make this his primary work and it is not
    + the responsibility of the board. That said, all of the other
    + infrastructure work that Ethan, John, Richard, etc have been doing
    + wouldn't have happened if the project wasn't alive and that there's
    + only person that has kept the project alive.
    + * Ethan states that going back to the precedent question, it has
    + to be made clear that this not a thing we can frequently do and
    + that this is potentially opening the door to using our war chest to
    + buy time which is not something we have done directly, but there is
    + precedent for accepting money from other organizations and using
    + it to buy time directly.
    + * Ethan and Richard discuss Google Summer of Code payouts and that the
    + amount of money being discussed is slightly less than the Google
    + Summer of Code stipend for a student in 2020.
    + * Ethan states that the question isn't that is it worth $5,000 USD it's
    + if it's worth that much to us when we have $29,000 USD in the whole
    + world but he is comfortable with it.
    + * Ethan makes a motion to compensate Gary, for among other things,
    + HGKeeper, the migration of our services from Network Redux to Digital
    + Ocean, as well as other infrastructure work, as well as the ongoing
    + development of GPlugin and Talkatu over the last year, but without
    + specifying a dollar amount. If the motion is passed, then a dollar
    + amount will be determined.
    + * Peter withdraws his previous motion and seconds Ethan's motion.
    + * Passes unanimously
    + * Peter makes a motion that the value should be $5,000 USD.
    + * Matthew seconds
    + * Passes unanimously
    + * Ethan mentions that we simply afford to do this again unless we decide
    + we're closing the organization or find additional income.
    + * Peter mentions that there would need to be a written proposal.
    + * John and Ethan agree.
    + *** Gary rejoins the call ***
    + * John recaps the passed two motions and basic discussion to Gary.
    + * Ethan states he had a concern about how many times we can do this is
    + based purely on our funds and that we would need to find additional
    + income to do this again.
    + * Gary thanks everyone for their generosity and asks a few questions
    + about taxes.
    + * It is determine that John should be the one to write the check, but
    + Matthew is capable as well. Ethan says he can look it up online.
    +* Ethan makes a mention to conclude the meeting
    + * Gary seconds
    + * Passes unanimously
    +* Meeting ends at 5:25
    +