--- a/hugo/content/minutes/2007-05-05.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,44 +0,0 @@
----
-title: "Minutes for the 2007-05-15 Board Meeting"
-date: 2007-05-15
----
-
-Luke Schierer, Ethan Blanton, Evan Schoenberg, Nathan Walp and Sean Egan in attendence.
-
-Mark Doliner and Mark Spencer absent.
-
-Sean: Legal obligations resolved until 20080504, when we can no longer use "Gaim". Non-profit status not yet filed.
-
-Elb:
-
-* 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.
-
-Luke: Reported on Server costs and explained the advantages of a server.
-
-The board voted to defer this decision pending more research.
-
-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@imfreedom.org
-
-The board voted that the president would invite devel@pidgin.im and adium-devl@adiumx.com to disccusion@imfreedom.org
-
-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.
-
-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.
-
-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@imfreedom.org, and the archives of board@imfreedom.org (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.
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/minutes/2007-05-15.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,44 @@
+---
+title: "Minutes for the 2007-05-15 Board Meeting"
+date: 2007-05-15
+---
+
+Luke Schierer, Ethan Blanton, Evan Schoenberg, Nathan Walp and Sean Egan in attendence.
+
+Mark Doliner and Mark Spencer absent.
+
+Sean: Legal obligations resolved until 20080504, when we can no longer use "Gaim". Non-profit status not yet filed.
+
+Elb:
+
+* 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.
+
+Luke: Reported on Server costs and explained the advantages of a server.
+
+The board voted to defer this decision pending more research.
+
+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@imfreedom.org
+
+The board voted that the president would invite devel@pidgin.im and adium-devl@adiumx.com to disccusion@imfreedom.org
+
+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.
+
+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.
+
+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@imfreedom.org, and the archives of board@imfreedom.org (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.
--- a/hugo/content/minutes/2008-05-05.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,48 +0,0 @@
----
-title: "Minutes for the 2011-04-14 Board Meeting"
-date: 2011-04-14
----
-
-The minutes of the previous meeting were read and approved.
-
-The board re-elected all officers and directors to their current position, there being no one running opposed.
-
-The board unanimously voted to amend the by-laws to read:
-
-> 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 unanimously voted to amend Article IV, Section 3 of the by-laws to read:
-
-> 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 Article IV, Section 1 of the by-laws to read:
-
-> 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 voted to amend Article IV Section 5 to remove the clause that read
-
-> he 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
-
-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 voted to defer decision on conflict of interest policy, and to vote via email. Ethan reminded the Board that an email notice is required, followed by a one week deferal. Voting shall open on May 28th and close on the 31st at midnight.
-
-Treasurer's report:
-
-* 2007 accounts: We opened the year with $9,627.74, and closed the year with $7,810.64. We spent:
- * $801 on artwork
- * $775 on legal fees
- * $218.87 on credit card processing
- * $21 on bank charges
- * $1.23 on postage
-* 2008 accounts: We have spent:
- * $150 on credit card processing
- * $25 in bank feesThe treasurer believes the $25 to be erroneous, and is working with the bank to straighten this out.
-
-The VP requests info on what the credit card processing is. The treasurer reports: 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.
-
-The books were approved.
-
-The Board authorizes the Treasurer to open an interest bearing savings account at our current institution, Chater One/RBS Citizens Bank.
-
-The Board adjourned.
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/minutes/2008-05-20.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,48 @@
+---
+title: "Minutes for the 2008-05-20 Board Meeting"
+date: 2008-05-20
+---
+
+The minutes of the previous meeting were read and approved.
+
+The board re-elected all officers and directors to their current position, there being no one running opposed.
+
+The board unanimously voted to amend the by-laws to read:
+
+> 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 unanimously voted to amend Article IV, Section 3 of the by-laws to read:
+
+> 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 Article IV, Section 1 of the by-laws to read:
+
+> 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 voted to amend Article IV Section 5 to remove the clause that read
+
+> he 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
+
+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 voted to defer decision on conflict of interest policy, and to vote via email. Ethan reminded the Board that an email notice is required, followed by a one week deferal. Voting shall open on May 28th and close on the 31st at midnight.
+
+Treasurer's report:
+
+* 2007 accounts: We opened the year with $9,627.74, and closed the year with $7,810.64. We spent:
+ * $801 on artwork
+ * $775 on legal fees
+ * $218.87 on credit card processing
+ * $21 on bank charges
+ * $1.23 on postage
+* 2008 accounts: We have spent:
+ * $150 on credit card processing
+ * $25 in bank feesThe treasurer believes the $25 to be erroneous, and is working with the bank to straighten this out.
+
+The VP requests info on what the credit card processing is. The treasurer reports: 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.
+
+The books were approved.
+
+The Board authorizes the Treasurer to open an interest bearing savings account at our current institution, Chater One/RBS Citizens Bank.
+
+The Board adjourned.
--- a/hugo/content/minutes/2011-04-04.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,78 +0,0 @@
----
-title: "Minutes for the 2011-04-14 Board Meeting"
-date: 2011-04-14
----
-
-The 2011 Board Meeting was held at 21:00 UTC on 2011-04-11.
-
-Meeting was by phone, with the conference generously provided by Mark Spencer. The meeting began at 12 minutes after the hour.
-
-Members present were John Bailey, Ethan Blanton, Mark Doliner, Sean Egan, and Zachary West (in proxy for Evan Schoenberg). John Bailey arrived during the Old Business.
-
-The minutes of the meeting follow.
-
-### Officer and director reelections
-
-Unanimously reelected everyone to their present positions.
-
-### Treasurer's report
-
-* Treasurer read 2009 financials:
-
- We started the year with $15,472.48. We closed the year with $18,782.06.
-
- We spent $987.81, with $235 going to credit card processing and $752.81 to travel reimbursements.
-
- We took in $4,297.39, with $3,500 coming from SoC mentorship payments, $752.81 coming from Google for SoC travel expenses, and $44.58 in interest income on our accounts.
-
- * Approved
-
-* Treasurer read 2010 financials:
-
- We started the year with $18,782.06. We closed the year with $20,364.42.
-
- We spent $1,783.39, with $60 going to credit card processing, $358 to legal fees incurred during incorporation, $1,353.39 to travel reimbursement, and $12 to bank services (cashier's checks).
-
- We took in $3,365.75, with $2,000 coming from SoC mentorship payments, $1,353.39 in travel reimbursements, and $12.36 in interest on our accounts.
-
- * Amended, legal fees were for Delaware presence (attached report is as read, not as amended)
- * Approved
-
-* Treasurer read 2011 financials (to date):
-
- We started the year with $20,364.42. As of 2011-04-11, we have $20,843.59.
-
- We have spent $20 on CC processing.
-
- We have taken in 499.17, with $495 coming from Spreadshirt Payments and $4.17 in interest.
-
- * Approved
-
-### Old Business
-
-* Pinnacle Processing stopped deducting fees in July 2009
- * Sean will look into this
-
-* There are several paper bank statements missing from 2009, between the treasurer (Ethan Blanton)'s move and the change of banks from Charter One to Old National (due to the IMF accounts being purchased, beyond our control)
- * Ethan would like to request replacement statements from the bank
- * John says the statements should be about $8
- * If this requires authorization (after consulting the bylaws), Ethan will request an email vote
-
-* 2011 Spreadshirt income of $495 is from Adium
- * Zac West has access to the Spreadshirt accounts
- * Another payment for $55 being issued now
-
-* Karen from SFLC notified us that some maintenance is required for our Delaware presence to keep our business in good standing
- * Sean will follow up on this
-
-### New Business
-
-* Closing credit card processing
- * We don't use this, we will issue an email vote to close these accounts
-
-* Now that Adium is selling Spreadshirt shirts, the Pidgin project may wish to do so as well
- * Mark will look into this and report on options
-
-* We will file an IRS e-Postcard for 2011, as we do not have enough income to require a complete filing
-
-Meeting adjourned at 39 after the hour
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/minutes/2011-04-14.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,78 @@
+---
+title: "Minutes for the 2011-04-14 Board Meeting"
+date: 2011-04-14
+---
+
+The 2011 Board Meeting was held at 21:00 UTC on 2011-04-11.
+
+Meeting was by phone, with the conference generously provided by Mark Spencer. The meeting began at 12 minutes after the hour.
+
+Members present were John Bailey, Ethan Blanton, Mark Doliner, Sean Egan, and Zachary West (in proxy for Evan Schoenberg). John Bailey arrived during the Old Business.
+
+The minutes of the meeting follow.
+
+### Officer and director reelections
+
+Unanimously reelected everyone to their present positions.
+
+### Treasurer's report
+
+* Treasurer read 2009 financials:
+
+ We started the year with $15,472.48. We closed the year with $18,782.06.
+
+ We spent $987.81, with $235 going to credit card processing and $752.81 to travel reimbursements.
+
+ We took in $4,297.39, with $3,500 coming from SoC mentorship payments, $752.81 coming from Google for SoC travel expenses, and $44.58 in interest income on our accounts.
+
+ * Approved
+
+* Treasurer read 2010 financials:
+
+ We started the year with $18,782.06. We closed the year with $20,364.42.
+
+ We spent $1,783.39, with $60 going to credit card processing, $358 to legal fees incurred during incorporation, $1,353.39 to travel reimbursement, and $12 to bank services (cashier's checks).
+
+ We took in $3,365.75, with $2,000 coming from SoC mentorship payments, $1,353.39 in travel reimbursements, and $12.36 in interest on our accounts.
+
+ * Amended, legal fees were for Delaware presence (attached report is as read, not as amended)
+ * Approved
+
+* Treasurer read 2011 financials (to date):
+
+ We started the year with $20,364.42. As of 2011-04-11, we have $20,843.59.
+
+ We have spent $20 on CC processing.
+
+ We have taken in 499.17, with $495 coming from Spreadshirt Payments and $4.17 in interest.
+
+ * Approved
+
+### Old Business
+
+* Pinnacle Processing stopped deducting fees in July 2009
+ * Sean will look into this
+
+* There are several paper bank statements missing from 2009, between the treasurer (Ethan Blanton)'s move and the change of banks from Charter One to Old National (due to the IMF accounts being purchased, beyond our control)
+ * Ethan would like to request replacement statements from the bank
+ * John says the statements should be about $8
+ * If this requires authorization (after consulting the bylaws), Ethan will request an email vote
+
+* 2011 Spreadshirt income of $495 is from Adium
+ * Zac West has access to the Spreadshirt accounts
+ * Another payment for $55 being issued now
+
+* Karen from SFLC notified us that some maintenance is required for our Delaware presence to keep our business in good standing
+ * Sean will follow up on this
+
+### New Business
+
+* Closing credit card processing
+ * We don't use this, we will issue an email vote to close these accounts
+
+* Now that Adium is selling Spreadshirt shirts, the Pidgin project may wish to do so as well
+ * Mark will look into this and report on options
+
+* We will file an IRS e-Postcard for 2011, as we do not have enough income to require a complete filing
+
+Meeting adjourned at 39 after the hour
--- a/hugo/content/minutes/2012-04-04.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,54 +0,0 @@
----
-title: "Minutes for the 2016-08-24 Board Meeting"
-date: 2016-08-24
----
-
-The 2012 Board Meeting was held at 23:00 UTC on 2012-04-18.
-
-Meeting was by phone, with the conference generously provided by Evan Schoenberg. The meeting began at 12 minutes after the hour.
-
-Members present were John Bailey, Ethan Blanton, Mark Doliner, Sean Egan, Luke Schierer, and Evan Schoenberg. Luke Schierer arrived during the reading of the financials.
-
-The minutes of the meeting follow.
-
-### Approve minutes
-
-Ethan read the minutes from our 2011 meeting. We voted and approved them.
-
-### Treasurer's report
-
-* Treasurer read 2011 financials:
-
- We started the year with $20,364.42. We closed the year with $20,830.86.
-
- We spent $156, with $30 going to credit card processing and $126.00 to our business registration with NRA Inc.
-
- We took in $622.44. $610 of that is earmarked for Adium, coming in through their Spreadshirt account. The remaining $12.44 is from interest on our bank accounts.
-
- * Voted on and approved
-
-* Treasurer read 2012 financials (to date):
-
- We started the year with $20,830.86. We have $20,894.95 as of our last bank statement.
-
- We have spent no money this year, but we have $171.88 in Accounts Payable to Ethan Blanton for our business registration.
-
- We have taken in $64.09 YTD; $60 is earmarked for Adium through their Spreadshirt account, and $4.09 is interest.
-
- * Voted on and approved
-
-### Tax filing status
-
-Confirmed that we have transferred our corporate status in Delaware from CT Corp to National Registered Agents, Inc., and we are in good standing.
-
-### Credit card processing status
-
-Confirmed that we have closed our credit card processing account.
-
-### Officer and director elections
-
-Sean renominated all board members for the same positions. Ethan seconded. We voted on and approved this.
-
-### New corporate mailing address
-
-Sean has a new address, so we voted and approved changing the mailing address for Instant Messaging Freedom, Inc. to 3719 37 Avenue South, Seattle, WA 98114.
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/minutes/2012-04-18.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,54 @@
+---
+title: "Minutes for the 2012-04-18 Board Meeting"
+date: 2012-04-18
+---
+
+The 2012 Board Meeting was held at 23:00 UTC on 2012-04-18.
+
+Meeting was by phone, with the conference generously provided by Evan Schoenberg. The meeting began at 12 minutes after the hour.
+
+Members present were John Bailey, Ethan Blanton, Mark Doliner, Sean Egan, Luke Schierer, and Evan Schoenberg. Luke Schierer arrived during the reading of the financials.
+
+The minutes of the meeting follow.
+
+### Approve minutes
+
+Ethan read the minutes from our 2011 meeting. We voted and approved them.
+
+### Treasurer's report
+
+* Treasurer read 2011 financials:
+
+ We started the year with $20,364.42. We closed the year with $20,830.86.
+
+ We spent $156, with $30 going to credit card processing and $126.00 to our business registration with NRA Inc.
+
+ We took in $622.44. $610 of that is earmarked for Adium, coming in through their Spreadshirt account. The remaining $12.44 is from interest on our bank accounts.
+
+ * Voted on and approved
+
+* Treasurer read 2012 financials (to date):
+
+ We started the year with $20,830.86. We have $20,894.95 as of our last bank statement.
+
+ We have spent no money this year, but we have $171.88 in Accounts Payable to Ethan Blanton for our business registration.
+
+ We have taken in $64.09 YTD; $60 is earmarked for Adium through their Spreadshirt account, and $4.09 is interest.
+
+ * Voted on and approved
+
+### Tax filing status
+
+Confirmed that we have transferred our corporate status in Delaware from CT Corp to National Registered Agents, Inc., and we are in good standing.
+
+### Credit card processing status
+
+Confirmed that we have closed our credit card processing account.
+
+### Officer and director elections
+
+Sean renominated all board members for the same positions. Ethan seconded. We voted on and approved this.
+
+### New corporate mailing address
+
+Sean has a new address, so we voted and approved changing the mailing address for Instant Messaging Freedom, Inc. to 3719 37 Avenue South, Seattle, WA 98114.
--- a/hugo/content/minutes/2013-04-04.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,60 +0,0 @@
----
-title: "Minutes for the 2016-08-24 Board Meeting"
-date: 2016-08-24
----
-
-The 2013 Board Meeting was held at 22:30 UTC on 2013-04-15 via conference call using the service [Rondee](http://www.rondee.com/).
-
-Meeting started at 18:30 EDT on April 15Th 2013.
-
-Called to order at 18:36.
-
-Mark Doliner: Present
-Ethan Blanton: Present
-Luke Schierer: Present
-John Bailey: Present
-Sean Egan: Absent
-Mark Spencer: Absent
-Even Schoenberg: Absent - arrived during treasurer's report.
-
-### Approve minutes
-
-Minutes from the previous meeting posted at [https://imfreedom.org/minutes-20120418.php](https://imfreedom.org/minutes-20120418.php).
-
-Motion to approve the minutes as posted was unanimously approved.
-
-### Treasurer's report
-
-* Books closed for 2012.
- Started the year with 20,830.86
- took in 2,706.59
- 86.10 from Adium and credited to them.
- 607.97 from affiliate account
- 12.38 interest
- 2,000.00 from summer of code
- -14.27 from fees for affiliate payment
- Ended year with 23,523.18
-
- Opened a pay-pal account with no activity.
-* 2013 to date (as of 2013/04/09)
- Opened year with 23523.18
- 219.18 Affiliate Payments ◊
- 10,505.00 from donations
- 5.00 from Mark Doliner
- The rest from Google UK
- -342.32 in fees so far.
-
-
-Treasurer's Report Approved unanimously.
-
-### Officer and director elections
-
-Motion to renominate all board members to current positions was unanimously passed. Reelection was passed unanimously.
-
-### Other
-
-Ethan notified the board that he had not yet paid himself the authorized reimbursement for registering IMF with the state of Delaware.
-
-Ethan motioned to pre-approve the renewal fee with Delaware. This was 170.00 last year. This motion was passed unanimously.
-
-Meeting adjourned at 18:49.
\ No newline at end of file
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/minutes/2013-04-15.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,60 @@
+---
+title: "Minutes for the 2013-04-15 Board Meeting"
+date: 2013-04-15
+---
+
+The 2013 Board Meeting was held at 22:30 UTC on 2013-04-15 via conference call using the service [Rondee](http://www.rondee.com/).
+
+Meeting started at 18:30 EDT on April 15Th 2013.
+
+Called to order at 18:36.
+
+Mark Doliner: Present
+Ethan Blanton: Present
+Luke Schierer: Present
+John Bailey: Present
+Sean Egan: Absent
+Mark Spencer: Absent
+Even Schoenberg: Absent - arrived during treasurer's report.
+
+### Approve minutes
+
+Minutes from the previous meeting posted at [https://imfreedom.org/minutes-20120418.php](https://imfreedom.org/minutes-20120418.php).
+
+Motion to approve the minutes as posted was unanimously approved.
+
+### Treasurer's report
+
+* Books closed for 2012.
+ Started the year with 20,830.86
+ took in 2,706.59
+ 86.10 from Adium and credited to them.
+ 607.97 from affiliate account
+ 12.38 interest
+ 2,000.00 from summer of code
+ -14.27 from fees for affiliate payment
+ Ended year with 23,523.18
+
+ Opened a pay-pal account with no activity.
+* 2013 to date (as of 2013/04/09)
+ Opened year with 23523.18
+ 219.18 Affiliate Payments ◊
+ 10,505.00 from donations
+ 5.00 from Mark Doliner
+ The rest from Google UK
+ -342.32 in fees so far.
+
+
+Treasurer's Report Approved unanimously.
+
+### Officer and director elections
+
+Motion to renominate all board members to current positions was unanimously passed. Reelection was passed unanimously.
+
+### Other
+
+Ethan notified the board that he had not yet paid himself the authorized reimbursement for registering IMF with the state of Delaware.
+
+Ethan motioned to pre-approve the renewal fee with Delaware. This was 170.00 last year. This motion was passed unanimously.
+
+Meeting adjourned at 18:49.
\ No newline at end of file
--- a/hugo/content/minutes/2016-06-06.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,84 +0,0 @@
----
-title: "Minutes for the 2016-08-24 Board Meeting"
-date: 2016-08-24
----
-
-IM Freedom board meeting 2016-06-07 19:00 EDT using [https://www.freeconference.com/](https://www.freeconference.com/)
-
-Meeting called to order at 19:05 EDT.
-
-President - Sean Egan: present
-Vice President - Mark Doliner: present
-Secretary - Luke Schierer: present
-Treasurer - Ethan Blanton: present
-Director - John Bailey : present
-Director - Evan Schoenberg: not present
-Director - Mark Spencer: not present
-
-Gary: present
-
-Approve minutes
-
-Read previous meeting minutes from https://imfreedom.org/minutes-20130415.php
-
-Meeting minutes approved unanimously.
-
-### Treasurer's Report
-
-* 2013:
- opened with $23523.18
- closed with $26318.16
- income
- $695.76 in affiliate payments
- $10505.00 in donations
- $2880.11 in SoC mentor stipends & travel reimbursement
- $5.84 interest
- $44.00 from Spreadshirt
- expenses
- $10000.00 in development funding to Tomasz Wasilczyk
- $455.00 in banking and paypal fees
- $880.11 reimbursement to Elliot Sales de Andrade for SoC travel
-
- Mark informs us that "affiliate payments" are from SourceForge, due to the traffic we direct them, and the ads they thus get to display. See the "SourceForge.net Accelerator Program"
-* 2014:
- opened with $26318.16
- closed with $26689.04
- Income:
- $549.66 in affiliate payments
- $15000.00 in donations
- $4.94 interest
- $27.00 from Spreadshirt
- Expenses:
- $15000.00 in development funding to Tomasz Wasilczyk
- $165.34 in banking and paypal fees
- $45.38 in unrecorded expenses (presumed to be paypal fees)
-* 2015:
- opened with $26689.04
- closed with $27254.17
- Income:
- $576.45 in affiliate payments
- $4.95 interest
- Expenses:
- $16.27 in banking and paypal fees
- The SoC payment did not arrive until 2016.
-
-Treasure's report approved unanimously.
-
-### Officer and director elections
-
-* Sean would like to step down from the board.He would particularly like to step down as president.
-* Mark Doliner would also like to step down.
-* Motion to re-elect current board members, with a period of seeking for replacements for those who wish to step down.
- Passed unanimously.
-
-Old Business: Ethan has still not been payed from 2013.This will be taken care of in 2016.
-
-### New Business
-
-* We stopped receiving notices from our representation in Delaware.
-* We thus stopped paying bills.We need to restart this to have a physical presence in Delaware, and avoid tax problems.
-* We are suspended from the Point of view of the State of Delaware. We have not been filing our annual reports.
-* motion that the treasure can pay the representation bill annually upon notifying the board that [s]he has is doing so, and provided that the bill does not change significantly from the previous year.
- Approved unanimously.
-
-adjourned at 19:30 EDT.
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/minutes/2016-06-07.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,84 @@
+---
+title: "Minutes for the 2016-06-07 Board Meeting"
+date: 2016-06-07
+---
+
+IM Freedom board meeting 2016-06-07 19:00 EDT using [https://www.freeconference.com/](https://www.freeconference.com/)
+
+Meeting called to order at 19:05 EDT.
+
+President - Sean Egan: present
+Vice President - Mark Doliner: present
+Secretary - Luke Schierer: present
+Treasurer - Ethan Blanton: present
+Director - John Bailey : present
+Director - Evan Schoenberg: not present
+Director - Mark Spencer: not present
+
+Gary: present
+
+Approve minutes
+
+Read previous meeting minutes from https://imfreedom.org/minutes-20130415.php
+
+Meeting minutes approved unanimously.
+
+### Treasurer's Report
+
+* 2013:
+ opened with $23523.18
+ closed with $26318.16
+ income
+ $695.76 in affiliate payments
+ $10505.00 in donations
+ $2880.11 in SoC mentor stipends & travel reimbursement
+ $5.84 interest
+ $44.00 from Spreadshirt
+ expenses
+ $10000.00 in development funding to Tomasz Wasilczyk
+ $455.00 in banking and paypal fees
+ $880.11 reimbursement to Elliot Sales de Andrade for SoC travel
+
+ Mark informs us that "affiliate payments" are from SourceForge, due to the traffic we direct them, and the ads they thus get to display. See the "SourceForge.net Accelerator Program"
+* 2014:
+ opened with $26318.16
+ closed with $26689.04
+ Income:
+ $549.66 in affiliate payments
+ $15000.00 in donations
+ $4.94 interest
+ $27.00 from Spreadshirt
+ Expenses:
+ $15000.00 in development funding to Tomasz Wasilczyk
+ $165.34 in banking and paypal fees
+ $45.38 in unrecorded expenses (presumed to be paypal fees)
+* 2015:
+ opened with $26689.04
+ closed with $27254.17
+ Income:
+ $576.45 in affiliate payments
+ $4.95 interest
+ Expenses:
+ $16.27 in banking and paypal fees
+ The SoC payment did not arrive until 2016.
+
+Treasure's report approved unanimously.
+
+### Officer and director elections
+
+* Sean would like to step down from the board.He would particularly like to step down as president.
+* Mark Doliner would also like to step down.
+* Motion to re-elect current board members, with a period of seeking for replacements for those who wish to step down.
+ Passed unanimously.
+
+Old Business: Ethan has still not been payed from 2013.This will be taken care of in 2016.
+
+### New Business
+
+* We stopped receiving notices from our representation in Delaware.
+* We thus stopped paying bills.We need to restart this to have a physical presence in Delaware, and avoid tax problems.
+* We are suspended from the Point of view of the State of Delaware. We have not been filing our annual reports.
+* motion that the treasure can pay the representation bill annually upon notifying the board that [s]he has is doing so, and provided that the bill does not change significantly from the previous year.
+ Approved unanimously.
+
+adjourned at 19:30 EDT.
--- a/hugo/content/minutes/2016-08-08.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,48 +0,0 @@
----
-title: "Minutes for the 2016-08-24 Board Meeting"
-date: 2016-08-24
----
-
-IM Freedom board meeting 2016-08-24 23:00 UTC using a Google Hangout.
-
-* Preamble and call to order 2300
-* Elections start 2315
- *Proposed slate:
- * P: Eion
- * V: Matthew
- * T: Ethan
- * S: John
- * Matthew moves to accept slate
-
- * John seconds
-
- * carries unanimously
-
-* Old Business
- * Registration with Delaware 2323
- * Register Eion as point of contact if possible, if not, John.
- * Reimbursement for Ethan 2325
- * John moves to reimburse
- * Eion seconds
- * carries unanimously
- * Eion requested to know when NRAI is due, Ethan will find out
- * Richard asked about upcoming expenses, Ethan stated that he is unaware of any (unless there are minor expenses related to Delaware paperwork)
-* New Business
- * Gary mentioned linuxconf.au IM mini conference organized by Eion and Peter Lawler
- * Eion submitted a proposal to linuxconf.au and is awaiting information about the approval from the organizers of linuxconf. There may be funding options available for travel if the mini-conference is approved.
-
- * We will address anything related to this as it comes up, if IMF can be involved in some way.
- * Ethan brought up rules and bylaws for IMF and will send around some information.
- * Richard asked if we need to update the address in our bylaws.
- * John will follow up with Sean and the SFLC to find out what needs to happen here.
- * Richard asked about the domain registrations and whether we need to update their contact information, Gary added that the DNS records for these domains are stale and need to be updated.
- * Gary will follow up on this.
- * Gary asked about getting a logo for IMF.
- * Ethan mentioned that letterhead would help things on the business side from time to time.
- * Gary also pointed out T-shirts.
- * Ethan suggested tabling this for an email discussion that Gary will start.
- * Gary asked about a Pidgin meetup and whether IMF might get involved, Eion suggested that if IMF gets involved we might make it a broader meetup.
-* Ethan summarized closing the meeting and next steps at 2355
-* John made motion to adjourn at 2400
- * Richard seconds
- * motion carries, meeting adjourned
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/minutes/2016-08-24.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,48 @@
+---
+title: "Minutes for the 2016-08-24 Board Meeting"
+date: 2016-08-24
+---
+
+IM Freedom board meeting 2016-08-24 23:00 UTC using a Google Hangout.
+
+* Preamble and call to order 2300
+* Elections start 2315
+ *Proposed slate:
+ * P: Eion
+ * V: Matthew
+ * T: Ethan
+ * S: John
+ * Matthew moves to accept slate
+
+ * John seconds
+
+ * carries unanimously
+
+* Old Business
+ * Registration with Delaware 2323
+ * Register Eion as point of contact if possible, if not, John.
+ * Reimbursement for Ethan 2325
+ * John moves to reimburse
+ * Eion seconds
+ * carries unanimously
+ * Eion requested to know when NRAI is due, Ethan will find out
+ * Richard asked about upcoming expenses, Ethan stated that he is unaware of any (unless there are minor expenses related to Delaware paperwork)
+* New Business
+ * Gary mentioned linuxconf.au IM mini conference organized by Eion and Peter Lawler
+ * Eion submitted a proposal to linuxconf.au and is awaiting information about the approval from the organizers of linuxconf. There may be funding options available for travel if the mini-conference is approved.
+
+ * We will address anything related to this as it comes up, if IMF can be involved in some way.
+ * Ethan brought up rules and bylaws for IMF and will send around some information.
+ * Richard asked if we need to update the address in our bylaws.
+ * John will follow up with Sean and the SFLC to find out what needs to happen here.
+ * Richard asked about the domain registrations and whether we need to update their contact information, Gary added that the DNS records for these domains are stale and need to be updated.
+ * Gary will follow up on this.
+ * Gary asked about getting a logo for IMF.
+ * Ethan mentioned that letterhead would help things on the business side from time to time.
+ * Gary also pointed out T-shirts.
+ * Ethan suggested tabling this for an email discussion that Gary will start.
+ * Gary asked about a Pidgin meetup and whether IMF might get involved, Eion suggested that if IMF gets involved we might make it a broader meetup.
+* Ethan summarized closing the meeting and next steps at 2355
+* John made motion to adjourn at 2400
+ * Richard seconds
+ * motion carries, meeting adjourned
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/minutes/2017-09-07.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,78 @@
+---
+title: "Minutes for the 2017-09-07 Board Meeting"
+date: 2017-09-07
+---
+
+IM Freedom Board Meeting 2017-09-07 01:30 UTC using a Google Hangout. All times listed below in UTC.
+
+* Preamble and call to order 0150
+ * Directors Present:
+ * Eion Robb, President
+ * Matthew Needham, Vice President
+ * John Bailey, Secretary
+ * Ethan Blanton, Treasurer
+ * Gary Kramlich, Director
+ * Richard Laager, Director (late join, 0215)
+* Minutes from previous meeting read at 0151.
+ * John moves to accept minutes as read at 0153. Matthew seconds. Carries unanimously 0153.
+* Matthew moves to accept treasurer's report at 0157, John seconds. Carries unanimously at 0157.
+* Old Business
+ * Eion discussed the proposal for linux.conf.au last year was submitted but not accepted. No proposal was input for this year, but may revisit next year.
+ * Gary states no progress was made on the logos and t-shirts.
+ * Gary says further follow-up is needed on the DNS records.
+ * John never followed up with Sean and SFLC on address updates in the bylaws.
+* New Business
+ * Clarification on bylaws regarding directors
+ * Gary mentioned that Jorge had tendered his resignation as Director due to conflict of interest with current employer.
+ * Gary brought up a Pidgin meetup. A co-worker of his is involved with GNOME Foundation. They do periodic get-togethers. He's been working with her and would like their meetups to include a Pidgin meetup. Gary has been checking into options--biggest problems are travel, accommodations, timing, and pricing. He will continue to work on this and report back as needed.
+ * John mentioned that he can no longer continue as Secretary due to conflict of interest with his employment. This serves as his resignation.
+ * Ethan moves to elect Gary as IMF Secretary at 0203, Matthew seconds. Carries unanimously at 0204.
+ * Eion asked for ideas to expand IMF's outreach beyond Pidgin and libpurple both in Directors and in "the rest of the world." Work with other IM clients and reach out to them?
+ * Gary pointed out Bitlbee.
+ * Ethan points out that Bitlbee is another libpurple project.
+ * Ethan mentions that we have reached out to other projects before. What do other projects need to do? Essentially nothing. Projects walk away. If we want to create interest, we need to come up with something to do. We have a small war chest of money that we could use to propose doing things, like travel grants, funding infrastructure, other things as discussed. These may help create interest based on IMF's activity.
+ * Gary suggests reacing out to the people behind the Conversations Android app. Ethan and Eion agreed.
+ * Eion asked if anyone knew of meetups, conferences, etc. that IMF could sponsor.
+ * Gary mentioned Hack and Tell in Milwaukee, IMF could sponsor a lunch or similar. It's a meetup where people work on code for the day and present it to other attendees.
+ * Ethan mentioned looking at linuxconf and other schedules for events
+ * Gary mentioned CluCon in Chicago put on by FreeSWITCH. Involves SIP, Asterisk, etc. Not directly IM related but is communications related.
+ * Eion said he could reach out to Miranda and Bitlbee people,
+ * Gary said he could reach out to Robert McQueen, former Pidgin "Crazy Patch Writer," who is involved in GNOME and determining what to do to replace Telepathy as their IM client. He could be a good board addition. Gary will reach out.
+ * Gary mentions that he has started streaming his FLOSS work on twitch.tv, inviting additional commentary outside the meeting.
+ * Ethan suggests reaching out to Adium's mailing lists and people like Rob McQueen and others for board members and other ideas for projects to reach out to.
+ * John moves that the board follow Ethan's suggestion at 0219. Gary seconds. Carries unanimously 0220.
+ * Richard mentioned that he'd be willing to cede his Director seat if someone better could fill it. Ethan suggested that most of the Directors would do the same.
+ * Gary questioned the donations in the Treasurer's Report. Ethan replied that most came from Google as mentor stipends that the mentors donated to IMF. Discussion about how to donate to IMF.
+ * Ethan mentioned our Paypal is set up to accept donations but we don't advertise it. Ethan and Gary will discuss outside the meeting.
+ * Ethan mentioned that for donations to be tax-deductible there must be a receipt issued with certain information including a boilerplate statement and IMF's tax ID number. He is willing to issue a limited number of such receipts for interested donors, but beyond a certain point there will need to be a process discussion.
+ * Gary suggested Patreon as a method to accept donations. Ethan reminded us all that a formal motion to the Board would be needed to start a Patreon account.
+ * Eion asked if the automated receipts could be altered to include the necessary tax information. Ethan said maybe for PayPal, not sure about Patreon. Investigation is required.
+ * Richard and Gary brought up moving IMF resources to a cPanel instance donated by his employer (Wikstrom Telephone Company, a small ISP in Minnesota). This would be a simple month-to-month donation of service provided by Wiktel with no formal contract or acknowledgement requested. Would be on a standard cPanel instance so that it's easily portable from Wiktel to any other cPanel hosting provider via backup and restore. If Pidgin decides not to run self-hosting anymore, IMF needs new hosting. Best to migrate before Pidgin does so. Ethan moves to take this discussion to e-mail with a hard deadline of year end (2017-12-31 23:59:59 UTC) at 0233, Gary seconds; carries unanimously at 0234.
+ * Ethan moves to re-elect all current board members except Jorge and re-elect current Pres, VP, and Treasurer at 0234, Matthew and Gary both second. Carries unanimously at 0234.
+* There being no further business, John moves to adjourn the meeting at 0236, Ethan seconds; carries unanimously at 0236.
--- a/hugo/content/minutes/2017-09-09.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,78 +0,0 @@
----
-title: "Minutes for the 2017-09-07 Board Meeting"
-date: 2017-09-07
----
-
-IM Freedom Board Meeting 2017-09-07 01:30 UTC using a Google Hangout. All times listed below in UTC.
-
-* Preamble and call to order 0150
- * Directors Present:
- * Eion Robb, President
- * Matthew Needham, Vice President
- * John Bailey, Secretary
- * Ethan Blanton, Treasurer
- * Gary Kramlich, Director
- * Richard Laager, Director (late join, 0215)
-* Minutes from previous meeting read at 0151.
- * John moves to accept minutes as read at 0153. Matthew seconds. Carries unanimously 0153.
-* Matthew moves to accept treasurer's report at 0157, John seconds. Carries unanimously at 0157.
-* Old Business
- * Eion discussed the proposal for linux.conf.au last year was submitted but not accepted. No proposal was input for this year, but may revisit next year.
- * Gary states no progress was made on the logos and t-shirts.
- * Gary says further follow-up is needed on the DNS records.
- * John never followed up with Sean and SFLC on address updates in the bylaws.
-* New Business
- * Clarification on bylaws regarding directors
- * Gary mentioned that Jorge had tendered his resignation as Director due to conflict of interest with current employer.
- * Gary brought up a Pidgin meetup. A co-worker of his is involved with GNOME Foundation. They do periodic get-togethers. He's been working with her and would like their meetups to include a Pidgin meetup. Gary has been checking into options--biggest problems are travel, accommodations, timing, and pricing. He will continue to work on this and report back as needed.
- * John mentioned that he can no longer continue as Secretary due to conflict of interest with his employment. This serves as his resignation.
- * Ethan moves to elect Gary as IMF Secretary at 0203, Matthew seconds. Carries unanimously at 0204.
- * Eion asked for ideas to expand IMF's outreach beyond Pidgin and libpurple both in Directors and in "the rest of the world." Work with other IM clients and reach out to them?
- * Gary pointed out Bitlbee.
- * Ethan points out that Bitlbee is another libpurple project.
- * Ethan mentions that we have reached out to other projects before. What do other projects need to do? Essentially nothing. Projects walk away. If we want to create interest, we need to come up with something to do. We have a small war chest of money that we could use to propose doing things, like travel grants, funding infrastructure, other things as discussed. These may help create interest based on IMF's activity.
- * Gary suggests reacing out to the people behind the Conversations Android app. Ethan and Eion agreed.
- * Eion asked if anyone knew of meetups, conferences, etc. that IMF could sponsor.
- * Gary mentioned Hack and Tell in Milwaukee, IMF could sponsor a lunch or similar. It's a meetup where people work on code for the day and present it to other attendees.
- * Ethan mentioned looking at linuxconf and other schedules for events
- * Gary mentioned CluCon in Chicago put on by FreeSWITCH. Involves SIP, Asterisk, etc. Not directly IM related but is communications related.
- * Eion said he could reach out to Miranda and Bitlbee people,
- * Gary said he could reach out to Robert McQueen, former Pidgin "Crazy Patch Writer," who is involved in GNOME and determining what to do to replace Telepathy as their IM client. He could be a good board addition. Gary will reach out.
- * Gary mentions that he has started streaming his FLOSS work on twitch.tv, inviting additional commentary outside the meeting.
- * Ethan suggests reaching out to Adium's mailing lists and people like Rob McQueen and others for board members and other ideas for projects to reach out to.
- * John moves that the board follow Ethan's suggestion at 0219. Gary seconds. Carries unanimously 0220.
- * Richard mentioned that he'd be willing to cede his Director seat if someone better could fill it. Ethan suggested that most of the Directors would do the same.
- * Gary questioned the donations in the Treasurer's Report. Ethan replied that most came from Google as mentor stipends that the mentors donated to IMF. Discussion about how to donate to IMF.
- * Ethan mentioned our Paypal is set up to accept donations but we don't advertise it. Ethan and Gary will discuss outside the meeting.
- * Ethan mentioned that for donations to be tax-deductible there must be a receipt issued with certain information including a boilerplate statement and IMF's tax ID number. He is willing to issue a limited number of such receipts for interested donors, but beyond a certain point there will need to be a process discussion.
- * Gary suggested Patreon as a method to accept donations. Ethan reminded us all that a formal motion to the Board would be needed to start a Patreon account.
- * Eion asked if the automated receipts could be altered to include the necessary tax information. Ethan said maybe for PayPal, not sure about Patreon. Investigation is required.
- * Richard and Gary brought up moving IMF resources to a cPanel instance donated by his employer (Wikstrom Telephone Company, a small ISP in Minnesota). This would be a simple month-to-month donation of service provided by Wiktel with no formal contract or acknowledgement requested. Would be on a standard cPanel instance so that it's easily portable from Wiktel to any other cPanel hosting provider via backup and restore. If Pidgin decides not to run self-hosting anymore, IMF needs new hosting. Best to migrate before Pidgin does so. Ethan moves to take this discussion to e-mail with a hard deadline of year end (2017-12-31 23:59:59 UTC) at 0233, Gary seconds; carries unanimously at 0234.
- * Ethan moves to re-elect all current board members except Jorge and re-elect current Pres, VP, and Treasurer at 0234, Matthew and Gary both second. Carries unanimously at 0234.
-* There being no further business, John moves to adjourn the meeting at 0236, Ethan seconds; carries unanimously at 0236.
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/minutes/2018-05-03.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,86 @@
+---
+title: "Minutes for the 2018-05-03 Board Meeting"
+date: 2018-05-03
+---
+
+IM Freedom Board Meeting 2018-05-03 01:30 UTC using a Zoom.us. All times listed below in UTC.
+
+* Preamble and call to order 01:35
+* Directors Present:
+ * Eion Robb, President
+ * Matthew Needham, Vice President
+ * Ethan Blanton, Treasurer
+ * Gary Kramlich, Secretary
+ * John Bailey, Director
+ * Richard Laager, Director
+* Minutes from previous read at 01:37
+* John moves to accept minutes as read, Eion seconds, motion carries unanimously
+* Treasurer’s report was not completed at time of meeting
+* Eion Moved to follow up with it in writing
+* Old Business
+ * Richard mentioned CPanel stuff
+ * John mentions we should take it up at least for IMF
+ * More discussion followed about how to make that happen
+ * Eion asks from someone to reach out to luke to take over the imfreedom.org domain registration
+ * Talk about reach out to non pidgin/purple developers
+ * Gary mentions Colin Barrett is in attendance for this
+ * Eion points out that Peter Lawler is here as well
+* New Business
+ * Ethan is looking for a replacement as treasurer before the next meeting
+ * John mentions calling another meeting for elections
+ * Eion mentions doing elections today
+ * Discussion about treasurer’s duties
+ * Discussion about signatories
+ * Eion mentions that he would like to step down as president
+ * John mentions he can can take over president or vice president
+ * It was determined that we need to elect our board this year and we should wait until we have the resignations
+ * Richard describes our potential board positions
+ * John president
+ * Matthew vice president
+ * Ethan to hand off to Colin as treasurer
+ * Gary to remain as secretary
+ * Ethan makes a motion to add a seat to the board
+ * Richard seconds
+ * Motion Passes
+ * Ethan moves to make a slate of directors of
+ * Eion Robb
+ * Matthew Needham
+ * Ethan Blanton
+ * Gary Kramlich
+ * John Bailey
+ * Richard Laager
+ * Colin Barrett
+ * Peter Lawler
+ * Gary Seconds
+ * Passes unanimously
+ * Gary brings up the corporation address and phone number to solve code signing certificate
+ * Ethan mentions voicepulse
+ * Discussion continues
+ * John Makes a motion to allow pidgin to use a code signing cert obtained by IMF
+ * Ethan seconds
+ * Passes unanimously
+ * Some discussion about making sure our incorporation is in order as it may have been done in Washington so that we can change it.
+ * Colin makes a motion to reimburse Gary for $200 for code signing cert
+ * Matthew seconds, carries unanimously
+ * Richard to investigate getting a phone number
+ * Gary and Ethan to work with Sean and SFLC
+ * Gary Mentions 1password account for sharing secrets
+ * Colin Seconds
+ * Carries unanimously
+ * Access will be determined via need to access and determined via email with two directors having access at all times
+ * Eion Moves to elect officers
+ * Ethan amends the motion to say that he will be closing out the 2017 books by the end of July and get them to Colin at that point
+ * Official hand off to Colin to happen when the 2017 books are closed
+ * Officers
+ * John President
+ * Matthew Vice President
+ * Ethan as Treasurer until 2017 books are closed (by the end of July)
+ * Colin as Treasurer when 2017 books are closed
+ * Gary as Secretary
+ * Richard ammeds
+ * John seconds
+ * Carries unanimously
+ * Ethan moves to adjourn
+ * Gary seconds
+ * Carries unanimously
+* Meeting ended at 02:39 UTC
--- a/hugo/content/minutes/2018-05-05.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,86 +0,0 @@
----
-title: "Minutes for the 2018-05-03 Board Meeting"
-date: 2018-05-03
----
-
-IM Freedom Board Meeting 2018-05-03 01:30 UTC using a Zoom.us. All times listed below in UTC.
-
-* Preamble and call to order 01:35
-* Directors Present:
- * Eion Robb, President
- * Matthew Needham, Vice President
- * Ethan Blanton, Treasurer
- * Gary Kramlich, Secretary
- * John Bailey, Director
- * Richard Laager, Director
-* Minutes from previous read at 01:37
-* John moves to accept minutes as read, Eion seconds, motion carries unanimously
-* Treasurer’s report was not completed at time of meeting
-* Eion Moved to follow up with it in writing
-* Old Business
- * Richard mentioned CPanel stuff
- * John mentions we should take it up at least for IMF
- * More discussion followed about how to make that happen
- * Eion asks from someone to reach out to luke to take over the imfreedom.org domain registration
- * Talk about reach out to non pidgin/purple developers
- * Gary mentions Colin Barrett is in attendance for this
- * Eion points out that Peter Lawler is here as well
-* New Business
- * Ethan is looking for a replacement as treasurer before the next meeting
- * John mentions calling another meeting for elections
- * Eion mentions doing elections today
- * Discussion about treasurer’s duties
- * Discussion about signatories
- * Eion mentions that he would like to step down as president
- * John mentions he can can take over president or vice president
- * It was determined that we need to elect our board this year and we should wait until we have the resignations
- * Richard describes our potential board positions
- * John president
- * Matthew vice president
- * Ethan to hand off to Colin as treasurer
- * Gary to remain as secretary
- * Ethan makes a motion to add a seat to the board
- * Richard seconds
- * Motion Passes
- * Ethan moves to make a slate of directors of
- * Eion Robb
- * Matthew Needham
- * Ethan Blanton
- * Gary Kramlich
- * John Bailey
- * Richard Laager
- * Colin Barrett
- * Peter Lawler
- * Gary Seconds
- * Passes unanimously
- * Gary brings up the corporation address and phone number to solve code signing certificate
- * Ethan mentions voicepulse
- * Discussion continues
- * John Makes a motion to allow pidgin to use a code signing cert obtained by IMF
- * Ethan seconds
- * Passes unanimously
- * Some discussion about making sure our incorporation is in order as it may have been done in Washington so that we can change it.
- * Colin makes a motion to reimburse Gary for $200 for code signing cert
- * Matthew seconds, carries unanimously
- * Richard to investigate getting a phone number
- * Gary and Ethan to work with Sean and SFLC
- * Gary Mentions 1password account for sharing secrets
- * Colin Seconds
- * Carries unanimously
- * Access will be determined via need to access and determined via email with two directors having access at all times
- * Eion Moves to elect officers
- * Ethan amends the motion to say that he will be closing out the 2017 books by the end of July and get them to Colin at that point
- * Official hand off to Colin to happen when the 2017 books are closed
- * Officers
- * John President
- * Matthew Vice President
- * Ethan as Treasurer until 2017 books are closed (by the end of July)
- * Colin as Treasurer when 2017 books are closed
- * Gary as Secretary
- * Richard ammeds
- * John seconds
- * Carries unanimously
- * Ethan moves to adjourn
- * Gary seconds
- * Carries unanimously
-* Meeting ended at 02:39 UTC
--- a/hugo/content/transcripts/2007-05-05.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,387 +0,0 @@
----
-title: "Transcript for the 2007-05-15 Board Meeting"
-date: 2007-05-15
----
-
-Transcript for the 2007-05-15 Board Meeting
--------------------------------------------
-
-Times listed are EDT.
-
-(20:15:53) seanegan: The first annual meeting of the board of directors of Instant Messaging Freedom, Inc is called to order.
-(20:17:17) seanegan: Quorum call shows that Luke Schierer, Ethan Blanton, Evan Schoenberg, Nathan Walp, and myself Sean Egan are in attendance. Mark Doliner and Mark Spencer are absent.
-(20:17:47) seanegan: The chair apologizes for not sending an agenda beforehand.
-(20:18:12) seanegan: First item on the imaginary agenda is the president's annual report.
-(20:18:27) bleeter left the room.
-(20:19:29) seanegan: Our legal obligations are, to the best of our knowledge, entirely resolved until May 4th 2008, at which date we are no longer allowed to refer to "Gaim," even in reference to it being the former name of Pidgin.
-(20:21:04) Vorondil entered the room.
-(20:21:07) seanegan: Our non-profit application is not yet filed with the IRS, although it is mostly complete. We have (I believe) 24 months from the date of formation in which to file, but we aim to file before our taxes are due, which is in October. In either case, the attorneys feel no rush.
-(20:21:36) seanegan: Everything else is great.
-(20:21:54) seanegan: The chair recognizes the treasurer to give an annual report.
-(20:22:02) mark.doliner entered the room.
-(20:22:20) elb: We have, as of May 9, 2007, $7,996.64 in our account
-(20:22:52) elb: We have taken in $15,000, of which $3,000 was held for Adium Summer of Code mentors, and disbursed to them
-(20:23:07) elb: we have spent $3,090.96 on artwork
-(20:23:25) elb: we have spent $26 on wire fees
-(20:23:56) elb: we have spent $103.87 on the setup of our credit card processing system, for such time as we are able to accept donations
-(20:24:05) elb: we have spent $7.63 on postage
-(20:24:28) elb: lastly, we have spent $775 on legal fees for incorporation and the settlement with AOL LLC
-(20:24:31) elb: that is all I have
-(20:24:59) seanegan: Thank you. Does the vice president have anything to report?
-(20:25:06) mark.doliner: Nope
-(20:25:15) seanegan: Does the secretary have anything to report?
-(20:26:42) seanegan: lschiere: Does the secretary have anything to report?
-(20:26:42) lschiere: The Secretary has looked into the cost of a second Server. DVLabs is unable to offer us anything other than a second vhost right now, due to temporary power constraints. Kevin's company has an offer of a server more than adequate for our needs, for $80/month + a link/logo on the webpage footer. They would be donating bandwidth to do that. I am unable to find Kevin's email with the details of the machine right now though.
-(20:27:00) luke: This is substantially less than ServerBeach or other reputable commercial hosting would offer
-(20:27:40) luke: RLaager's company would not be able to match that, they would be mroe like $200/month, but Rlaager would need to get a firm quote from his boss
-(20:28:03) evands: lschiere: Could you explain which the purposes for which we're interested in a second server?
-(20:28:21) luke: The advantage of a second server woudl be to to offload the trac load, which is, despite the changes we have made, still the most significant load on the server
-(20:28:29) evands: (these were mentioned on devl, but I think they're worth mentioning now)
-(20:28:48) luke: splitting hte load would make it easier to survive a /. or other major news post without gooing down
-(20:29:06) luke: and would also, on a daily basis, make it easier to enable functions that have currently been disabled, such as donations, to avoid extra load
-(20:29:14) luke: or the trac mtn integration
-(20:29:38) luke: the trac mtn integration alone makes this worth considering, because even without it, trac is pulling significant cpu time
-(20:29:43) luke: and enabling it costs far more
-(20:30:53) luke: The disadvantages are that it woudl be another machine to maintain, and that it would cost
-(20:31:14) mark.doliner: luke: Do you know if there are any bandwidth limitations from Kevin's company?
-(20:31:23) luke: There are.
-(20:31:35) luke: It woudl be rate limited to approximately 10kbit/sec
-(20:32:02) luke: which is more than we pulled on SF on a daily basis not counting downloads, mailing lists, or commits
-(20:32:17) seanegan: The chair proposes that the secretary continue to investigate the best solution to manage our server resources and report back to the board with the best solution.
-(20:32:37) elb: second
-(20:32:48) seanegan: All those in favor say 'aye'.
-(20:32:51) mark.doliner: Aye
-(20:32:52) elb: aye
-(20:32:55) faceprint: aye
-(20:33:00) evands: aye
-(20:33:01) luke: abstain.
-(20:33:13) seanegan: The ayes have it.
-(20:33:27) luke: The Secretary records 4 votes, 1 abstention, and no nays
-(20:33:49) luke: s/4 votes/4 ayes/
-(20:33:59) siege@pidgin.im entered the room.
-(20:34:21) luke: that concludes my report btw
-(20:35:10) seanegan: Thank you, Luke.
-(20:35:17) seanegan: The chair proposes that the vice president continue to look into the possibilities of selling Pidgin tee-shirts and other merchandise, following up on http://developer.pidgin.im/wiki/Merchandise
-(20:35:24) ***lschiere seconds
-(20:35:31) seanegan: All those in favor say 'aye.'
-(20:35:34) faceprint: aye.
-(20:35:35) lschiere: aye
-(20:35:35) elb: aye
-(20:35:42) mark.doliner: Sounds good to me, aye
-(20:35:51) evands: aye, it'd be foolish not to
-(20:36:02) seanegan: The ayes have it.
-(20:36:19) lschiere: The Secretary records unanimous ayes
-(20:36:50) ZeeGeek entered the room.
-(20:37:18) seanegan: The chair proposes that the president looks into creating a proper website at http://imfreedom.org to hold information relative to our organization, such as records, bylaws, etc.
-(20:37:33) ***lschiere strongly seconds
-(20:37:34) elb: second
-(20:37:41) seanegan: All those in favor, say 'aye.'
-(20:37:43) lschiere: aye
-(20:37:44) elb: aye
-(20:37:46) mark.doliner: Aye
-(20:38:05) mark.doliner: It'd be neat if we could find a talented volunteer to whip up something simple...
-(20:38:11) faceprint: aye
-(20:38:41) evands: Perhaps a post to the Pidgin devl list after the meeting would give rise to a volunteer
-(20:39:03) evands: if nobody in attendance is interested
-(20:39:26) lschiere: the Secretary motions that the chair give thanks in a footer to DVLabs for our current hosting and to Blend for the webpage work they've donated
-(20:39:43) lschiere: in the form of a logo/link
-(20:40:05) seanegan: the chair motions that lschiere waits until one resolution is cleared before starting a new one, thank you very much ;)
-(20:40:11) seanegan: All those opposed say nay.
-(20:40:31) faceprint: i'm confused...what's the current motion
-(20:40:43) seanegan: Creating imfreedom.org
-(20:40:48) seanegan: evands has not yet voted.
-(20:41:10) lschiere: the current motion is for an imfreedom.org webpage. the volunteer stuff is otu of order, as its not phrased as an amendment
-(20:41:19) ***seanegan bangs gavel
-(20:41:24) seanegan: The ayes have it.
-(20:41:24) evands: sorry, aye
-(20:41:40) ZeeGeek left the room.
-(20:41:49) ***lschiere records 5 ayes and 1 late vote (also aye)
-(20:41:50) evands: I was pondering the next. I'm in full agreement regarding imfreedom.org
-(20:42:23) seanegan: The chair requests that members abstain from speaking until recognized by the chair. The floor will be open to other business at the meeting's end.
-(20:43:42) seanegan: Sweet.
-(20:45:06) seanegan: As our goal is to promote freedom in instant messaging, I propose that we start an open discussion on a mailing list about the best ways that our corporation can do this, to then be discussed at the next meeting of directors.
-(20:45:23) lschiere: point of information: which list?
-(20:46:01) seanegan: devel@pidgin.im would be most appropriate, although clearly not totally appropriate.
-(20:46:25) seanegan: If the motion is seconded, the chair can open the floor to discussion.
-(20:46:31) elb: second
-(20:46:53) seanegan: The floor is open for discussion
-(20:47:26) evands: A new mailing list would be most appropriate but would have the least possible audience
-(20:47:46) mark.doliner: I agree, I think using devel@pidgin.im is a good idea
-(20:47:52) luke: one thought would be to create a discussion@imfreedom.org list, but yes, the limited audience would be a concern. If we did the new webpage first, we could request suggestions there
-(20:47:58) seanegan: Everyone is recognized :)
-(20:47:59) evands: Does anyone think that creating a new list for such discussion would be better than carrying it out on devel@pidgin.im, which would reach a larger audience?
-(20:48:35) faceprint: i'd like a clairification on the use of Gaim after may of next year: the penalty for an individual using the term would be a potential lawsuit against that person, and would not endanger IMFreedom, or the Pidgin, Finch, or Adium projects, correct?
-(20:48:50) elb: I think an open discussion is not only warranted, but desirable; however, I think we should make some effort to scope the discussion. There already seems to be confusion about the possibility that IM Freedom, Inc. intends to somehow control Pidgin development.
-(20:48:52) seanegan: Nathan, the floor is open for discussion of the present issue.
-(20:49:24) faceprint: gah, sorry, got confused again
-(20:49:26) evands: I would like to encourage Adium developers to be participants in the discussion and in related discussions; doing so would be easiest on a new, dedicated list, scoped for general instant messaging freedom discussions and not discussion of instances of that freedom
-(20:49:26) luke: elb: abating such confusion is a necessary activity
-(20:49:37) mark.doliner: seanegan: I'm wondering what kind of feedback you're looking for? The question "how can we make IM more free?" seems a bit open-ended
-(20:49:57) seanegan: "how can we turn money into IM freedom?"
-(20:51:03) mark.doliner: Hmm, ok
-(20:52:27) elb: This is a good way to ask the question; I think we should pose that question, and make it clear that it is a) not money to guide or control Pidgin development, and b) a decision which will have to ultimately rest with the board of directors of IM Freedom, Inc.
-(20:53:22) seanegan: It seems the board is favorable to creating a new mailing list hosted on imfreedom.org for purposes of public discussion of the affairs of Instant Messaging Freedom, Inc.
-(20:53:43) seanegan: Does anyone have a suggested name?
-(20:53:45) faceprint: and that we move the board@ list there, as it would be a more appropriate location
-(20:53:55) seanegan: Nathan, the board@ list is hosted there.
-(20:54:06) faceprint: wow...i apologize
-(20:54:13) elb: projects@, perhaps?
-(20:54:19) evands: I suggest discussion@imfreedom.org
-(20:54:25) lschiere: both work for receiving, they got out as @imfreedom.org
-(20:54:25) evands: for general discussion
-(20:54:32) seanegan: I second discussion@imfreedom.org
-(20:54:33) ***lschiere seconds discussion@
-(20:54:47) elb: i also prefer discussion@ to projects@
-(20:54:52) seanegan: Any comments on discussion@imfreedom.org?
-(20:55:03) mark.doliner: The name of the list seems good to me, but I'm still not sure I have a preference on using that verse using devel@pidgin.im
-(20:55:23) evands: Would it be out of line to joke that we should discuss whether it should have its emails prefixed with [imfreedom-discussion]?
-(20:55:25) lschiere: mark.doliner: evands comment about involving adium developers seems persuasive to me
-(20:55:50) salinasv entered the room.
-(20:55:56) mark.doliner: lschiere: Oh I missed that, thanks
-(20:56:00) ***seanegan bangs gavel at evands!
-(20:56:20) evands: *makes conciliatory gestures at seanegan*
-(20:56:24) ***mark.doliner looks at seanegan's bright green inflatable gavel and chuckles inwardly
-(20:56:29) seanegan: Motion to vote on creating a new public list at discussion@imfreedom.org
-(20:56:33) evands: seconded
-(20:56:54) seanegan: All those in favor say aye
-(20:56:56) mark.doliner: aye
-(20:56:56) faceprint: aye.
-(20:56:57) lschiere: aye
-(20:56:59) evands: aye
-(20:57:03) elb: aye
-(20:57:11) seanegan: The ayes have it.
-(20:57:21) ***lschiere records unanimous ayes
-(20:58:11) evands: Chair, I request the floor to make a proposal
-(20:58:26) seanegan: request DENIED, punk!
-(20:58:42) evands: (hmph, I thought that was the right magic phrase.)
-(20:58:53) seanegan: I take that back. The chair recognizes Evan Schoenberg
-(20:58:57) evands: Motion to ask the president to email devel@pidgin.im and adium-devl@adiumx.com inviting parties interested in constructive discussion of instant messaging freedom, outside the scope of specific projects' development and implementation, to join discussion@imfreedom.org once it has been created
-(20:58:58) lschiere: apparently the chair has other ideas on the next
-(20:59:12) ***lschiere seconds evands's motion
-(20:59:51) seanegan: The floor is open to comments on the motion.
-(21:00:23) evands: Clarification: 'once it has been created' refers to the timing of the outgoing message. There is no reason to ask people to join a list which will be created in the future.
-(21:00:35) seanegan: Acknowledged.
-(21:00:42) seanegan: All those in favor, say 'aye.'
-(21:00:44) lschiere: aye
-(21:00:44) faceprint: aye
-(21:00:46) elb: aye
-(21:00:52) mark.doliner: aye
-(21:01:32) evands: Point of information: does one vote on one's own motion?
-(21:01:40) lschiere: typically yes
-(21:01:42) seanegan: You may.
-(21:01:44) evands: aye
-(21:02:04) seanegan: The chair, though, typically abstains from voting except to break ties.
-(21:02:14) seanegan: The ayes have it.
-(21:02:38) seanegan: The chair asks for confirmation that the treasurer no longer requires the floor.
-(21:03:05) elb: confirmed
-(21:04:26) seanegan: Next point of business is director and officer elections. Currently all positions are up for re-election, and no position is opposed. Does anyone wish to nominate someone for a director or officer position at this time?
-(21:05:09) lschiere: nominations can be made by /msg if you do not have voice
-(21:05:35) seanegan: Motion to re-elect all directors and officers to their current positions.
-(21:05:40) elb: second
-(21:05:54) CWAL entered the room.
-(21:05:56) CWAL left the room.
-(21:05:58) seanegan: all those in favor of reelecting all directors and officers to their current positions say 'aye.'
-(21:06:03) elb: aye
-(21:06:04) lschiere: aye
-(21:06:04) evands: aye
-(21:06:07) mark.doliner: aye
-(21:06:16) faceprint: aye
-(21:06:24) seanegan: The ayes have it.
-(21:07:40) seanegan: Does any director have business to bring before the board?
-(21:07:49) ***lschiere requests the floor
-(21:07:56) seanegan: The secretary has the floor.
-(21:07:57) lschiere: (for a motion)
-(21:08:33) ***lschiere moves that future board meetings have a published adgenda no less than 1 week in advance posted to discussion@imfreedom.org for public comment before we vote on a given issue
-(21:09:38) seanegan: Does anyone second the motion?
-(21:09:44) evands: Point of information: Would issues not in the published agenda then be excluded from discussion?
-(21:09:56) lschiere: only from vote
-(21:10:29) ak10864 left the room.
-(21:10:43) ak10864 entered the room.
-(21:11:00) seanegan: Last call for a second.
-(21:11:06) mark.doliner: I think having a published agenda is a good idea, but I think we should keep open the possibility of voting on random stuff on the spur of the moment
-(21:11:41) seanegan: Perhaps what Mark meant was "I second and move to ammend? ;)"
-(21:12:33) mark.doliner: I second and move to ammend
-(21:12:33) faceprint: i second and move to amend
-(21:12:51) seanegan: The vice president has the floor
-(21:13:37) seanegan: Actually, strike that.
-(21:14:01) seanegan: Let's discuss the first motion first, and then ammend it.
-(21:14:35) lschiere: On previous votes, we used cabal for discussion then voted in board. We had a week's lapse between proposal and vote
-(21:14:36) mark.doliner: I don't see a need to force ourselves to put issues on the agenda in order to vote on them at a board meeting
-(21:14:48) mark.doliner: It seems like it'd be cumbersome
-(21:14:48) lschiere: I *think* but am not sure, that we actually required that of ourselves when we set up board@
-(21:16:07) elb: Luke's proposal would require follow-up meetings at least one week after an existing meeting, to cover any new agenda items, if we wanted agenda items to be handled only at board meetings
-(21:16:17) evands: With meetings as a common occurrence, or a rolling discussion such as on a mailing list, that proposal makes a lot of sense
-(21:16:20) seanegan: The chair suggests that he will do his best to create a proper agenda before a meeting, but that it perhaps should not be legistlated. Also, if a meeting is properly announced, and a quorum of the board is willing to vote on an issue, there should be no need to artificially delay one week.
-(21:16:29) elb: however, we have the option of handling the voting on any items which are brought up at the meeting and require a vote by email
-(21:16:41) seanegan: Voting on mailing lists makes sense for a week, because we need to make sure everyone gets a chance to read it.
-(21:16:52) evands: but.. the rest of my thought is fully mirrored by elb's comments above.
-(21:18:07) seanegan: Is there a motion to ammend that we not require all issues to be published at least one week before voting?
-(21:18:28) mark.doliner: Yes, I motion to amend that we not require all issues to be published at least one week before voting?
-(21:18:40) mark.doliner: s/?//
-(21:18:48) seanegan: Is the motion seconded?
-(21:18:48) lschiere: my concern is that right now, we bring something up, and its easy for us to vote on it before those not board members have a chance to comment, particularly if we aren't paying attention to /msg or devel@c.p.i at that moment
-(21:19:21) seanegan: That being the motion to ammend.
-(21:20:19) seanegan: or amend, if you're picky about spelling.
-(21:20:30) lschiere: what is the amendment at this point? I'm confused
-(21:21:04) evands: Let's state the proposal in its entirety, superseding previous statements.
-(21:21:21) seanegan: The amendment is to remove the requirement that only issues on the agenda may be voted on.
-(21:21:53) lschiere: query: that would leave of the motion only the requirement of the published agenda?
-(21:22:01) seanegan: Correct
-(21:22:57) elb: second
-(21:23:27) evands: query: Is the published agenda simply a good faith effort at structure for the meeting, then, with no impact on actual discussion?
-(21:23:49) seanegan: evands: A much needed one! Look at me bumbling around up here!
-(21:24:01) evands: seanegan: I didn't intend that to be a critique!
-(21:24:09) seanegan: The floor is open to discussion about the amendment.
-(21:24:27) evands: 'simply' in this context means "nothing more than" with no judgement call, and I agree that such an effort would be worthwhile
-(21:24:55) lschiere: It would mean that anything not on the agenda could only be discussed as "new business"
-(21:25:00) elb: The amended motion would ensure that we at least know what is "old business" versus "new business", what is scheduled to be discussed, and what will be discussed when said scheduled material is finished
-(21:25:00) lschiere: (and possibly voted on)
-(21:25:37) evands: So with an agenda, all scheduled material is first discussed; once that is complete, any new business may be discussed and, given a quorum, voted upon.
-(21:25:39) evands: Correct?
-(21:25:45) lschiere: that is my understanding
-(21:27:28) seanegan: Does anyone have any other comments about the amendment?
-(21:28:56) seanegan: The present proposal is to amend Luke's proposal to remove the requirement that all issues up for vote be included on an agenda at least one week prior to the vote.
-(21:29:22) ***lschiere moves that said amendment be accepted
-(21:29:23) seanegan: After voting on the amendment, we will vote on the original proposal, with or without the amendment as appropriate.
-(21:29:43) seanegan: All those in favor of the amendment say aye
-(21:29:46) lschiere: aye
-(21:29:48) mark.doliner: aye
-(21:29:55) elb: aye
-(21:29:58) evands: aye
-(21:30:08) faceprint: aye
-(21:30:17) seanegan: The ayes have it.
-(21:30:34) seanegan: Would the secretary please state the current proposal, in its amended form?
-(21:31:11) lschiere: In amended form, the current proposal is that there be a published agenda no less than one week prior to the meeting
-(21:31:42) seanegan: Are there any comments about the proposal?
-(21:31:52) mark.doliner: I think it rocks!
-(21:31:56) ryanbarrett left the room.
-(21:32:00) evands: This sounds totally absolutely awesome!
-(21:32:19) seanegan: Motion to vote on the amended proposal.
-(21:32:23) evands: seconded
-(21:32:33) seanegan: All those in favor say aye.
-(21:32:36) evands: aye
-(21:32:36) mark.doliner: Aye
-(21:32:39) ryanbarrett entered the room.
-(21:32:40) elb: aye
-(21:32:40) lschiere: aye
-(21:32:43) faceprint: aye
-(21:32:49) seanegan: The ayes have it.
-(21:33:00) seanegan: Do any other members have business to bring before the board?
-(21:33:27) ***lschiere requests the floor
-(21:33:37) seanegan: The secretary has the floor.
-(21:34:26) ***lschiere motions that any proposal dealing with more than $100 outlay not be voted on except by email
-(21:35:29) seanegan: Motion acknowledged. Does anyone second the motion?
-(21:35:41) elb: second, and move to amend
-(21:36:10) seanegan: The treasurer has the floor
-(21:37:12) elb: I would like to amend the motion to read "Any proposal dealing with more than $100 in total outlay (one-time or recurring) shall be voted on only by email, with one week of notice, or in a board meeting, having been present in the agenda published one week ahead of time."
-(21:37:42) ***lschiere is confused by that wording
-(21:38:12) seanegan: The chair requests clearer wording :)
-(21:38:18) elb: one second
-(21:39:58) elb: 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.
-(21:40:19) ***lschiere seconds amendment
-(21:40:30) seanegan: Does anyone have any comment on the ammendment?
-(21:40:53) lschiere: That is a better execution of my intent with the original motion
-(21:41:12) elb: I agree with the purpose (as I perceive it) of Luke's proposal, which is to ensure that all outlays of any moment are known about and voted on publically
-(21:41:29) evands: I second the proposal
-(21:41:31) seanegan: The purpose of the current amendment is to allow such expenses to occur outside of e-mail, yet remain such that there is proper time to discuss the proposal before hand.
-(21:41:53) seanegan: evands: It's already been seconded ;)
-(21:41:56) elb: however, the amended motion is intended to capture this idea, while still allowing discussion and vote at a board meeting if so desired
-(21:42:00) evands: Apologies, I missed that.
-(21:42:17) ***lschiere moves to vote on the amendment
-(21:42:32) seanegan: Is the motion to vote on the amendment seconded?
-(21:42:39) mark.doliner: Second
-(21:42:53) seanegan: All in favor of introducing the amendment say aye.
-(21:42:54) mark.doliner: Aye
-(21:42:55) lschiere: aye
-(21:43:04) elb: aye
-(21:43:04) evands: aye
-(21:43:10) faceprint: aye
-(21:43:14) seanegan: The ayes have it.
-(21:43:28) seanegan: The present proposal is: 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.
-(21:43:38) seanegan: Are there any comments about the proposal?
-(21:44:18) seanegan: Motion to vote on the proposal.
-(21:44:21) faceprint: second
-(21:44:21) lschiere: seconded
-(21:44:22) evands: seconded
-(21:44:27) seanegan: All those in favor say aye.
-(21:44:28) mark.doliner: Aye
-(21:44:28) lschiere: aye
-(21:44:29) faceprint: aye
-(21:44:30) elb: aye
-(21:44:58) evands: aye
-(21:45:03) seanegan: The ayes have it.
-(21:45:17) seanegan: Does any director have business to bring before the board?
-(21:45:21) ***lschiere surrenders the floor
-(21:45:36) seanegan: The board recognized Ethan Blanton
-(21:45:42) seanegan: The chair, that is.
-(21:45:49) seanegan: And recognizes, that is
-(21:46:24) elb: I would like to make a motion that the following information be put on the IM Freedom web page, when it is ready:
-(21:46:50) elb: 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.
-(21:47:49) elb: 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 activities of IM Freedom, Inc. or the disbursement of their donation.
-(21:48:24) elb: 3) Information regarding the public mailing list, discussion@imfreedom.org, and the archives of board@imfreedom.org (as appropriate).
-(21:49:12) elb: 4) A regularly updated statement on the activities being pursued by IM Freedom, Inc. as discussed on discussion@ and voted on by the board.
-(21:49:17) elb: (end motion)
-(21:49:23) lschiere: seconded
-(21:49:30) seanegan: Any comments regarding the motion?
-(21:49:54) lschiere: #2 requires, legally, that we refund any directed donation after we achive 501c status
-(21:50:17) lschiere: because a directed donation can legally only be used for the purpose the person donating directs
-(21:50:30) lschiere: (I've seen this happen with Churches)
-(21:50:35) faceprint: have we accepted any directed donations?
-(21:50:41) elb: #2 we may wish to discuss in the future -- in particular, I can see, once we put up bounties, that individuals may wish to donate for a particular bounty
-(21:50:50) evands: Are we planning not to accept donations toward particular project bounties?
-(21:52:11) lschiere: we need to discuss how bounties are to be handled, so as to avoid appearing to direct the development of a libpurple project
-(21:52:32) elb: bounties are not on the table now, they are an issue we will have to discuss in their own time
-(21:52:40) lschiere: right
-(21:52:42) faceprint: perhaps we should amend #2 to simply state that donations do not earn anyone control over the board?
-(21:52:44) evands: I think #2 overlaps with bounties
-(21:53:02) elb: evands: yes, but this can always be amended later, once bounties actually exist
-(21:53:16) elb: (oops, I think I only get to comment twice)
-(21:54:32) evands: I propose to amend part 2 of the motion under discussion to read: A statement that any funds donated to IM Freedom, Inc. in no way entitle the donator to any special privileges or control over the activities of IM Freedom, Inc. or the disbursement of their donation, excepting if IM Freedom, Inc. or an accepted third party has agreed that such funds will be used for a specific purpose
-(21:54:53) seanegan: Motion acknowledged. Is there a second?
-(21:56:09) seanegan: Last call for a second.
-(21:57:10) seanegan: The motion to amend is dead.
-(21:57:51) seanegan: Is there a motion to vote on the original motion: that the following information be put on the IM Freedom web page, when it is ready:
-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 activities of IM Freedom, Inc. or the disbursement of their donation.
-3) Information regarding the public mailing list, discussion@imfreedom.org, and the archives of board@imfreedom.org (as appropriate).
-(21:58:09) seanegan: Or does anyone have any further comment on the present motion?
-(21:58:09) ***lschiere moves to vote
-(21:58:36) evands: (original motion also includes:
-4) A regularly updated statement on the activities being pursued by IM Freedom, Inc. as discussed on discussion@ and voted on by the board.)
-(21:58:39) faceprint: wasn't there a #4?
-(21:58:48) seanegan: My apologies
-(21:59:48) seanegan: Is the motion to vote seconded?
-(21:59:48) mark.doliner: I second the motion to vote
-(21:59:48) faceprint: i second the motion to vote (with #4)
-(21:59:48) seanegan: All those in favor of the proposal say 'aye'
-(21:59:49) elb: aye
-(21:59:53) faceprint: aye
-(21:59:54) lschiere: aye
-(21:59:55) mark.doliner: Aye
-(21:59:59) evands: aye
-(22:00:11) seanegan: The 'ayes' have it.
-(22:01:02) seanegan: Is there any other business to be brought before the board?
-(22:01:50) seanegan: Going once
-(22:02:24) seanegan: twice
-(22:03:22) seanegan: The chair thanks everyone for coming here tonight, and apologizes for the shakiness of our first shot at this.
-(22:03:50) seanegan: The secretary should write up minutes and introduce them at the next meeting.
-(22:04:01) lschiere: willdo
-(22:04:11) seanegan: Which will be at a date to be discussed on board@pidgin.im
-(22:04:23) seanegan: Motion to adjourn.
-(22:04:26) faceprint: second
-(22:04:31) ***seanegan bangs gavel
-(22:04:38) seanegan: The meeting is adjourned.
-(22:04:43) mark.doliner: Sorry for being late!
-(22:04:48) evands: Seconded
-(22:04:52) elb: thanks, guys
-(22:05:02) faceprint left the room.
-(22:05:03) seanegan: I've lifted the moderator flag
-(22:05:04) evands: Thanks everyone, particularly to Sean as chair for leading the meeting
-(22:05:29) seanegan: So if anyone wants to stay around to be grilled by the peanut gallery, they're free to do so
-(22:05:59) luke: that's mostly happened in devel@c.p.i in real time
-(22:06:01) elb: I will be here for at least a short while
-(22:06:04) luke: for those who *joined*
-(22:06:18) luke: I'll see any backlog, but I won't be around to respond
-(22:06:54) evands: I'm to sleep; a long summer of work begins tomorrow morning. I'd missed the memo of devel@c.p.i, though I should have guessed and joined
-(22:08:03) siege@pidgin.im left the room.
-(22:08:59) boardroom@conference.pidgin.im: seanegan has set the topic to: Boardroom of Instant Messaging Freedom, Inc. | No meeting scheduled
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/transcripts/2007-05-15.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,387 @@
+---
+title: "Transcript for the 2007-05-15 Board Meeting"
+date: 2007-05-15
+---
+
+Transcript for the 2007-05-15 Board Meeting
+-------------------------------------------
+
+Times listed are EDT.
+
+(20:15:53) seanegan: The first annual meeting of the board of directors of Instant Messaging Freedom, Inc is called to order.
+(20:17:17) seanegan: Quorum call shows that Luke Schierer, Ethan Blanton, Evan Schoenberg, Nathan Walp, and myself Sean Egan are in attendance. Mark Doliner and Mark Spencer are absent.
+(20:17:47) seanegan: The chair apologizes for not sending an agenda beforehand.
+(20:18:12) seanegan: First item on the imaginary agenda is the president's annual report.
+(20:18:27) bleeter left the room.
+(20:19:29) seanegan: Our legal obligations are, to the best of our knowledge, entirely resolved until May 4th 2008, at which date we are no longer allowed to refer to "Gaim," even in reference to it being the former name of Pidgin.
+(20:21:04) Vorondil entered the room.
+(20:21:07) seanegan: Our non-profit application is not yet filed with the IRS, although it is mostly complete. We have (I believe) 24 months from the date of formation in which to file, but we aim to file before our taxes are due, which is in October. In either case, the attorneys feel no rush.
+(20:21:36) seanegan: Everything else is great.
+(20:21:54) seanegan: The chair recognizes the treasurer to give an annual report.
+(20:22:02) mark.doliner entered the room.
+(20:22:20) elb: We have, as of May 9, 2007, $7,996.64 in our account
+(20:22:52) elb: We have taken in $15,000, of which $3,000 was held for Adium Summer of Code mentors, and disbursed to them
+(20:23:07) elb: we have spent $3,090.96 on artwork
+(20:23:25) elb: we have spent $26 on wire fees
+(20:23:56) elb: we have spent $103.87 on the setup of our credit card processing system, for such time as we are able to accept donations
+(20:24:05) elb: we have spent $7.63 on postage
+(20:24:28) elb: lastly, we have spent $775 on legal fees for incorporation and the settlement with AOL LLC
+(20:24:31) elb: that is all I have
+(20:24:59) seanegan: Thank you. Does the vice president have anything to report?
+(20:25:06) mark.doliner: Nope
+(20:25:15) seanegan: Does the secretary have anything to report?
+(20:26:42) seanegan: lschiere: Does the secretary have anything to report?
+(20:26:42) lschiere: The Secretary has looked into the cost of a second Server. DVLabs is unable to offer us anything other than a second vhost right now, due to temporary power constraints. Kevin's company has an offer of a server more than adequate for our needs, for $80/month + a link/logo on the webpage footer. They would be donating bandwidth to do that. I am unable to find Kevin's email with the details of the machine right now though.
+(20:27:00) luke: This is substantially less than ServerBeach or other reputable commercial hosting would offer
+(20:27:40) luke: RLaager's company would not be able to match that, they would be mroe like $200/month, but Rlaager would need to get a firm quote from his boss
+(20:28:03) evands: lschiere: Could you explain which the purposes for which we're interested in a second server?
+(20:28:21) luke: The advantage of a second server woudl be to to offload the trac load, which is, despite the changes we have made, still the most significant load on the server
+(20:28:29) evands: (these were mentioned on devl, but I think they're worth mentioning now)
+(20:28:48) luke: splitting hte load would make it easier to survive a /. or other major news post without gooing down
+(20:29:06) luke: and would also, on a daily basis, make it easier to enable functions that have currently been disabled, such as donations, to avoid extra load
+(20:29:14) luke: or the trac mtn integration
+(20:29:38) luke: the trac mtn integration alone makes this worth considering, because even without it, trac is pulling significant cpu time
+(20:29:43) luke: and enabling it costs far more
+(20:30:53) luke: The disadvantages are that it woudl be another machine to maintain, and that it would cost
+(20:31:14) mark.doliner: luke: Do you know if there are any bandwidth limitations from Kevin's company?
+(20:31:23) luke: There are.
+(20:31:35) luke: It woudl be rate limited to approximately 10kbit/sec
+(20:32:02) luke: which is more than we pulled on SF on a daily basis not counting downloads, mailing lists, or commits
+(20:32:17) seanegan: The chair proposes that the secretary continue to investigate the best solution to manage our server resources and report back to the board with the best solution.
+(20:32:37) elb: second
+(20:32:48) seanegan: All those in favor say 'aye'.
+(20:32:51) mark.doliner: Aye
+(20:32:52) elb: aye
+(20:32:55) faceprint: aye
+(20:33:00) evands: aye
+(20:33:01) luke: abstain.
+(20:33:13) seanegan: The ayes have it.
+(20:33:27) luke: The Secretary records 4 votes, 1 abstention, and no nays
+(20:33:49) luke: s/4 votes/4 ayes/
+(20:33:59) siege@pidgin.im entered the room.
+(20:34:21) luke: that concludes my report btw
+(20:35:10) seanegan: Thank you, Luke.
+(20:35:17) seanegan: The chair proposes that the vice president continue to look into the possibilities of selling Pidgin tee-shirts and other merchandise, following up on http://developer.pidgin.im/wiki/Merchandise
+(20:35:24) ***lschiere seconds
+(20:35:31) seanegan: All those in favor say 'aye.'
+(20:35:34) faceprint: aye.
+(20:35:35) lschiere: aye
+(20:35:35) elb: aye
+(20:35:42) mark.doliner: Sounds good to me, aye
+(20:35:51) evands: aye, it'd be foolish not to
+(20:36:02) seanegan: The ayes have it.
+(20:36:19) lschiere: The Secretary records unanimous ayes
+(20:36:50) ZeeGeek entered the room.
+(20:37:18) seanegan: The chair proposes that the president looks into creating a proper website at http://imfreedom.org to hold information relative to our organization, such as records, bylaws, etc.
+(20:37:33) ***lschiere strongly seconds
+(20:37:34) elb: second
+(20:37:41) seanegan: All those in favor, say 'aye.'
+(20:37:43) lschiere: aye
+(20:37:44) elb: aye
+(20:37:46) mark.doliner: Aye
+(20:38:05) mark.doliner: It'd be neat if we could find a talented volunteer to whip up something simple...
+(20:38:11) faceprint: aye
+(20:38:41) evands: Perhaps a post to the Pidgin devl list after the meeting would give rise to a volunteer
+(20:39:03) evands: if nobody in attendance is interested
+(20:39:26) lschiere: the Secretary motions that the chair give thanks in a footer to DVLabs for our current hosting and to Blend for the webpage work they've donated
+(20:39:43) lschiere: in the form of a logo/link
+(20:40:05) seanegan: the chair motions that lschiere waits until one resolution is cleared before starting a new one, thank you very much ;)
+(20:40:11) seanegan: All those opposed say nay.
+(20:40:31) faceprint: i'm confused...what's the current motion
+(20:40:43) seanegan: Creating imfreedom.org
+(20:40:48) seanegan: evands has not yet voted.
+(20:41:10) lschiere: the current motion is for an imfreedom.org webpage. the volunteer stuff is otu of order, as its not phrased as an amendment
+(20:41:19) ***seanegan bangs gavel
+(20:41:24) seanegan: The ayes have it.
+(20:41:24) evands: sorry, aye
+(20:41:40) ZeeGeek left the room.
+(20:41:49) ***lschiere records 5 ayes and 1 late vote (also aye)
+(20:41:50) evands: I was pondering the next. I'm in full agreement regarding imfreedom.org
+(20:42:23) seanegan: The chair requests that members abstain from speaking until recognized by the chair. The floor will be open to other business at the meeting's end.
+(20:43:42) seanegan: Sweet.
+(20:45:06) seanegan: As our goal is to promote freedom in instant messaging, I propose that we start an open discussion on a mailing list about the best ways that our corporation can do this, to then be discussed at the next meeting of directors.
+(20:45:23) lschiere: point of information: which list?
+(20:46:01) seanegan: devel@pidgin.im would be most appropriate, although clearly not totally appropriate.
+(20:46:25) seanegan: If the motion is seconded, the chair can open the floor to discussion.
+(20:46:31) elb: second
+(20:46:53) seanegan: The floor is open for discussion
+(20:47:26) evands: A new mailing list would be most appropriate but would have the least possible audience
+(20:47:46) mark.doliner: I agree, I think using devel@pidgin.im is a good idea
+(20:47:52) luke: one thought would be to create a discussion@imfreedom.org list, but yes, the limited audience would be a concern. If we did the new webpage first, we could request suggestions there
+(20:47:58) seanegan: Everyone is recognized :)
+(20:47:59) evands: Does anyone think that creating a new list for such discussion would be better than carrying it out on devel@pidgin.im, which would reach a larger audience?
+(20:48:35) faceprint: i'd like a clairification on the use of Gaim after may of next year: the penalty for an individual using the term would be a potential lawsuit against that person, and would not endanger IMFreedom, or the Pidgin, Finch, or Adium projects, correct?
+(20:48:50) elb: I think an open discussion is not only warranted, but desirable; however, I think we should make some effort to scope the discussion. There already seems to be confusion about the possibility that IM Freedom, Inc. intends to somehow control Pidgin development.
+(20:48:52) seanegan: Nathan, the floor is open for discussion of the present issue.
+(20:49:24) faceprint: gah, sorry, got confused again
+(20:49:26) evands: I would like to encourage Adium developers to be participants in the discussion and in related discussions; doing so would be easiest on a new, dedicated list, scoped for general instant messaging freedom discussions and not discussion of instances of that freedom
+(20:49:26) luke: elb: abating such confusion is a necessary activity
+(20:49:37) mark.doliner: seanegan: I'm wondering what kind of feedback you're looking for? The question "how can we make IM more free?" seems a bit open-ended
+(20:49:57) seanegan: "how can we turn money into IM freedom?"
+(20:51:03) mark.doliner: Hmm, ok
+(20:52:27) elb: This is a good way to ask the question; I think we should pose that question, and make it clear that it is a) not money to guide or control Pidgin development, and b) a decision which will have to ultimately rest with the board of directors of IM Freedom, Inc.
+(20:53:22) seanegan: It seems the board is favorable to creating a new mailing list hosted on imfreedom.org for purposes of public discussion of the affairs of Instant Messaging Freedom, Inc.
+(20:53:43) seanegan: Does anyone have a suggested name?
+(20:53:45) faceprint: and that we move the board@ list there, as it would be a more appropriate location
+(20:53:55) seanegan: Nathan, the board@ list is hosted there.
+(20:54:06) faceprint: wow...i apologize
+(20:54:13) elb: projects@, perhaps?
+(20:54:19) evands: I suggest discussion@imfreedom.org
+(20:54:25) lschiere: both work for receiving, they got out as @imfreedom.org
+(20:54:25) evands: for general discussion
+(20:54:32) seanegan: I second discussion@imfreedom.org
+(20:54:33) ***lschiere seconds discussion@
+(20:54:47) elb: i also prefer discussion@ to projects@
+(20:54:52) seanegan: Any comments on discussion@imfreedom.org?
+(20:55:03) mark.doliner: The name of the list seems good to me, but I'm still not sure I have a preference on using that verse using devel@pidgin.im
+(20:55:23) evands: Would it be out of line to joke that we should discuss whether it should have its emails prefixed with [imfreedom-discussion]?
+(20:55:25) lschiere: mark.doliner: evands comment about involving adium developers seems persuasive to me
+(20:55:50) salinasv entered the room.
+(20:55:56) mark.doliner: lschiere: Oh I missed that, thanks
+(20:56:00) ***seanegan bangs gavel at evands!
+(20:56:20) evands: *makes conciliatory gestures at seanegan*
+(20:56:24) ***mark.doliner looks at seanegan's bright green inflatable gavel and chuckles inwardly
+(20:56:29) seanegan: Motion to vote on creating a new public list at discussion@imfreedom.org
+(20:56:33) evands: seconded
+(20:56:54) seanegan: All those in favor say aye
+(20:56:56) mark.doliner: aye
+(20:56:56) faceprint: aye.
+(20:56:57) lschiere: aye
+(20:56:59) evands: aye
+(20:57:03) elb: aye
+(20:57:11) seanegan: The ayes have it.
+(20:57:21) ***lschiere records unanimous ayes
+(20:58:11) evands: Chair, I request the floor to make a proposal
+(20:58:26) seanegan: request DENIED, punk!
+(20:58:42) evands: (hmph, I thought that was the right magic phrase.)
+(20:58:53) seanegan: I take that back. The chair recognizes Evan Schoenberg
+(20:58:57) evands: Motion to ask the president to email devel@pidgin.im and adium-devl@adiumx.com inviting parties interested in constructive discussion of instant messaging freedom, outside the scope of specific projects' development and implementation, to join discussion@imfreedom.org once it has been created
+(20:58:58) lschiere: apparently the chair has other ideas on the next
+(20:59:12) ***lschiere seconds evands's motion
+(20:59:51) seanegan: The floor is open to comments on the motion.
+(21:00:23) evands: Clarification: 'once it has been created' refers to the timing of the outgoing message. There is no reason to ask people to join a list which will be created in the future.
+(21:00:35) seanegan: Acknowledged.
+(21:00:42) seanegan: All those in favor, say 'aye.'
+(21:00:44) lschiere: aye
+(21:00:44) faceprint: aye
+(21:00:46) elb: aye
+(21:00:52) mark.doliner: aye
+(21:01:32) evands: Point of information: does one vote on one's own motion?
+(21:01:40) lschiere: typically yes
+(21:01:42) seanegan: You may.
+(21:01:44) evands: aye
+(21:02:04) seanegan: The chair, though, typically abstains from voting except to break ties.
+(21:02:14) seanegan: The ayes have it.
+(21:02:38) seanegan: The chair asks for confirmation that the treasurer no longer requires the floor.
+(21:03:05) elb: confirmed
+(21:04:26) seanegan: Next point of business is director and officer elections. Currently all positions are up for re-election, and no position is opposed. Does anyone wish to nominate someone for a director or officer position at this time?
+(21:05:09) lschiere: nominations can be made by /msg if you do not have voice
+(21:05:35) seanegan: Motion to re-elect all directors and officers to their current positions.
+(21:05:40) elb: second
+(21:05:54) CWAL entered the room.
+(21:05:56) CWAL left the room.
+(21:05:58) seanegan: all those in favor of reelecting all directors and officers to their current positions say 'aye.'
+(21:06:03) elb: aye
+(21:06:04) lschiere: aye
+(21:06:04) evands: aye
+(21:06:07) mark.doliner: aye
+(21:06:16) faceprint: aye
+(21:06:24) seanegan: The ayes have it.
+(21:07:40) seanegan: Does any director have business to bring before the board?
+(21:07:49) ***lschiere requests the floor
+(21:07:56) seanegan: The secretary has the floor.
+(21:07:57) lschiere: (for a motion)
+(21:08:33) ***lschiere moves that future board meetings have a published adgenda no less than 1 week in advance posted to discussion@imfreedom.org for public comment before we vote on a given issue
+(21:09:38) seanegan: Does anyone second the motion?
+(21:09:44) evands: Point of information: Would issues not in the published agenda then be excluded from discussion?
+(21:09:56) lschiere: only from vote
+(21:10:29) ak10864 left the room.
+(21:10:43) ak10864 entered the room.
+(21:11:00) seanegan: Last call for a second.
+(21:11:06) mark.doliner: I think having a published agenda is a good idea, but I think we should keep open the possibility of voting on random stuff on the spur of the moment
+(21:11:41) seanegan: Perhaps what Mark meant was "I second and move to ammend? ;)"
+(21:12:33) mark.doliner: I second and move to ammend
+(21:12:33) faceprint: i second and move to amend
+(21:12:51) seanegan: The vice president has the floor
+(21:13:37) seanegan: Actually, strike that.
+(21:14:01) seanegan: Let's discuss the first motion first, and then ammend it.
+(21:14:35) lschiere: On previous votes, we used cabal for discussion then voted in board. We had a week's lapse between proposal and vote
+(21:14:36) mark.doliner: I don't see a need to force ourselves to put issues on the agenda in order to vote on them at a board meeting
+(21:14:48) mark.doliner: It seems like it'd be cumbersome
+(21:14:48) lschiere: I *think* but am not sure, that we actually required that of ourselves when we set up board@
+(21:16:07) elb: Luke's proposal would require follow-up meetings at least one week after an existing meeting, to cover any new agenda items, if we wanted agenda items to be handled only at board meetings
+(21:16:17) evands: With meetings as a common occurrence, or a rolling discussion such as on a mailing list, that proposal makes a lot of sense
+(21:16:20) seanegan: The chair suggests that he will do his best to create a proper agenda before a meeting, but that it perhaps should not be legistlated. Also, if a meeting is properly announced, and a quorum of the board is willing to vote on an issue, there should be no need to artificially delay one week.
+(21:16:29) elb: however, we have the option of handling the voting on any items which are brought up at the meeting and require a vote by email
+(21:16:41) seanegan: Voting on mailing lists makes sense for a week, because we need to make sure everyone gets a chance to read it.
+(21:16:52) evands: but.. the rest of my thought is fully mirrored by elb's comments above.
+(21:18:07) seanegan: Is there a motion to ammend that we not require all issues to be published at least one week before voting?
+(21:18:28) mark.doliner: Yes, I motion to amend that we not require all issues to be published at least one week before voting?
+(21:18:40) mark.doliner: s/?//
+(21:18:48) seanegan: Is the motion seconded?
+(21:18:48) lschiere: my concern is that right now, we bring something up, and its easy for us to vote on it before those not board members have a chance to comment, particularly if we aren't paying attention to /msg or devel@c.p.i at that moment
+(21:19:21) seanegan: That being the motion to ammend.
+(21:20:19) seanegan: or amend, if you're picky about spelling.
+(21:20:30) lschiere: what is the amendment at this point? I'm confused
+(21:21:04) evands: Let's state the proposal in its entirety, superseding previous statements.
+(21:21:21) seanegan: The amendment is to remove the requirement that only issues on the agenda may be voted on.
+(21:21:53) lschiere: query: that would leave of the motion only the requirement of the published agenda?
+(21:22:01) seanegan: Correct
+(21:22:57) elb: second
+(21:23:27) evands: query: Is the published agenda simply a good faith effort at structure for the meeting, then, with no impact on actual discussion?
+(21:23:49) seanegan: evands: A much needed one! Look at me bumbling around up here!
+(21:24:01) evands: seanegan: I didn't intend that to be a critique!
+(21:24:09) seanegan: The floor is open to discussion about the amendment.
+(21:24:27) evands: 'simply' in this context means "nothing more than" with no judgement call, and I agree that such an effort would be worthwhile
+(21:24:55) lschiere: It would mean that anything not on the agenda could only be discussed as "new business"
+(21:25:00) elb: The amended motion would ensure that we at least know what is "old business" versus "new business", what is scheduled to be discussed, and what will be discussed when said scheduled material is finished
+(21:25:00) lschiere: (and possibly voted on)
+(21:25:37) evands: So with an agenda, all scheduled material is first discussed; once that is complete, any new business may be discussed and, given a quorum, voted upon.
+(21:25:39) evands: Correct?
+(21:25:45) lschiere: that is my understanding
+(21:27:28) seanegan: Does anyone have any other comments about the amendment?
+(21:28:56) seanegan: The present proposal is to amend Luke's proposal to remove the requirement that all issues up for vote be included on an agenda at least one week prior to the vote.
+(21:29:22) ***lschiere moves that said amendment be accepted
+(21:29:23) seanegan: After voting on the amendment, we will vote on the original proposal, with or without the amendment as appropriate.
+(21:29:43) seanegan: All those in favor of the amendment say aye
+(21:29:46) lschiere: aye
+(21:29:48) mark.doliner: aye
+(21:29:55) elb: aye
+(21:29:58) evands: aye
+(21:30:08) faceprint: aye
+(21:30:17) seanegan: The ayes have it.
+(21:30:34) seanegan: Would the secretary please state the current proposal, in its amended form?
+(21:31:11) lschiere: In amended form, the current proposal is that there be a published agenda no less than one week prior to the meeting
+(21:31:42) seanegan: Are there any comments about the proposal?
+(21:31:52) mark.doliner: I think it rocks!
+(21:31:56) ryanbarrett left the room.
+(21:32:00) evands: This sounds totally absolutely awesome!
+(21:32:19) seanegan: Motion to vote on the amended proposal.
+(21:32:23) evands: seconded
+(21:32:33) seanegan: All those in favor say aye.
+(21:32:36) evands: aye
+(21:32:36) mark.doliner: Aye
+(21:32:39) ryanbarrett entered the room.
+(21:32:40) elb: aye
+(21:32:40) lschiere: aye
+(21:32:43) faceprint: aye
+(21:32:49) seanegan: The ayes have it.
+(21:33:00) seanegan: Do any other members have business to bring before the board?
+(21:33:27) ***lschiere requests the floor
+(21:33:37) seanegan: The secretary has the floor.
+(21:34:26) ***lschiere motions that any proposal dealing with more than $100 outlay not be voted on except by email
+(21:35:29) seanegan: Motion acknowledged. Does anyone second the motion?
+(21:35:41) elb: second, and move to amend
+(21:36:10) seanegan: The treasurer has the floor
+(21:37:12) elb: I would like to amend the motion to read "Any proposal dealing with more than $100 in total outlay (one-time or recurring) shall be voted on only by email, with one week of notice, or in a board meeting, having been present in the agenda published one week ahead of time."
+(21:37:42) ***lschiere is confused by that wording
+(21:38:12) seanegan: The chair requests clearer wording :)
+(21:38:18) elb: one second
+(21:39:58) elb: 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.
+(21:40:19) ***lschiere seconds amendment
+(21:40:30) seanegan: Does anyone have any comment on the ammendment?
+(21:40:53) lschiere: That is a better execution of my intent with the original motion
+(21:41:12) elb: I agree with the purpose (as I perceive it) of Luke's proposal, which is to ensure that all outlays of any moment are known about and voted on publically
+(21:41:29) evands: I second the proposal
+(21:41:31) seanegan: The purpose of the current amendment is to allow such expenses to occur outside of e-mail, yet remain such that there is proper time to discuss the proposal before hand.
+(21:41:53) seanegan: evands: It's already been seconded ;)
+(21:41:56) elb: however, the amended motion is intended to capture this idea, while still allowing discussion and vote at a board meeting if so desired
+(21:42:00) evands: Apologies, I missed that.
+(21:42:17) ***lschiere moves to vote on the amendment
+(21:42:32) seanegan: Is the motion to vote on the amendment seconded?
+(21:42:39) mark.doliner: Second
+(21:42:53) seanegan: All in favor of introducing the amendment say aye.
+(21:42:54) mark.doliner: Aye
+(21:42:55) lschiere: aye
+(21:43:04) elb: aye
+(21:43:04) evands: aye
+(21:43:10) faceprint: aye
+(21:43:14) seanegan: The ayes have it.
+(21:43:28) seanegan: The present proposal is: 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.
+(21:43:38) seanegan: Are there any comments about the proposal?
+(21:44:18) seanegan: Motion to vote on the proposal.
+(21:44:21) faceprint: second
+(21:44:21) lschiere: seconded
+(21:44:22) evands: seconded
+(21:44:27) seanegan: All those in favor say aye.
+(21:44:28) mark.doliner: Aye
+(21:44:28) lschiere: aye
+(21:44:29) faceprint: aye
+(21:44:30) elb: aye
+(21:44:58) evands: aye
+(21:45:03) seanegan: The ayes have it.
+(21:45:17) seanegan: Does any director have business to bring before the board?
+(21:45:21) ***lschiere surrenders the floor
+(21:45:36) seanegan: The board recognized Ethan Blanton
+(21:45:42) seanegan: The chair, that is.
+(21:45:49) seanegan: And recognizes, that is
+(21:46:24) elb: I would like to make a motion that the following information be put on the IM Freedom web page, when it is ready:
+(21:46:50) elb: 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.
+(21:47:49) elb: 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 activities of IM Freedom, Inc. or the disbursement of their donation.
+(21:48:24) elb: 3) Information regarding the public mailing list, discussion@imfreedom.org, and the archives of board@imfreedom.org (as appropriate).
+(21:49:12) elb: 4) A regularly updated statement on the activities being pursued by IM Freedom, Inc. as discussed on discussion@ and voted on by the board.
+(21:49:17) elb: (end motion)
+(21:49:23) lschiere: seconded
+(21:49:30) seanegan: Any comments regarding the motion?
+(21:49:54) lschiere: #2 requires, legally, that we refund any directed donation after we achive 501c status
+(21:50:17) lschiere: because a directed donation can legally only be used for the purpose the person donating directs
+(21:50:30) lschiere: (I've seen this happen with Churches)
+(21:50:35) faceprint: have we accepted any directed donations?
+(21:50:41) elb: #2 we may wish to discuss in the future -- in particular, I can see, once we put up bounties, that individuals may wish to donate for a particular bounty
+(21:50:50) evands: Are we planning not to accept donations toward particular project bounties?
+(21:52:11) lschiere: we need to discuss how bounties are to be handled, so as to avoid appearing to direct the development of a libpurple project
+(21:52:32) elb: bounties are not on the table now, they are an issue we will have to discuss in their own time
+(21:52:40) lschiere: right
+(21:52:42) faceprint: perhaps we should amend #2 to simply state that donations do not earn anyone control over the board?
+(21:52:44) evands: I think #2 overlaps with bounties
+(21:53:02) elb: evands: yes, but this can always be amended later, once bounties actually exist
+(21:53:16) elb: (oops, I think I only get to comment twice)
+(21:54:32) evands: I propose to amend part 2 of the motion under discussion to read: A statement that any funds donated to IM Freedom, Inc. in no way entitle the donator to any special privileges or control over the activities of IM Freedom, Inc. or the disbursement of their donation, excepting if IM Freedom, Inc. or an accepted third party has agreed that such funds will be used for a specific purpose
+(21:54:53) seanegan: Motion acknowledged. Is there a second?
+(21:56:09) seanegan: Last call for a second.
+(21:57:10) seanegan: The motion to amend is dead.
+(21:57:51) seanegan: Is there a motion to vote on the original motion: that the following information be put on the IM Freedom web page, when it is ready:
+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 activities of IM Freedom, Inc. or the disbursement of their donation.
+3) Information regarding the public mailing list, discussion@imfreedom.org, and the archives of board@imfreedom.org (as appropriate).
+(21:58:09) seanegan: Or does anyone have any further comment on the present motion?
+(21:58:09) ***lschiere moves to vote
+(21:58:36) evands: (original motion also includes:
+4) A regularly updated statement on the activities being pursued by IM Freedom, Inc. as discussed on discussion@ and voted on by the board.)
+(21:58:39) faceprint: wasn't there a #4?
+(21:58:48) seanegan: My apologies
+(21:59:48) seanegan: Is the motion to vote seconded?
+(21:59:48) mark.doliner: I second the motion to vote
+(21:59:48) faceprint: i second the motion to vote (with #4)
+(21:59:48) seanegan: All those in favor of the proposal say 'aye'
+(21:59:49) elb: aye
+(21:59:53) faceprint: aye
+(21:59:54) lschiere: aye
+(21:59:55) mark.doliner: Aye
+(21:59:59) evands: aye
+(22:00:11) seanegan: The 'ayes' have it.
+(22:01:02) seanegan: Is there any other business to be brought before the board?
+(22:01:50) seanegan: Going once
+(22:02:24) seanegan: twice
+(22:03:22) seanegan: The chair thanks everyone for coming here tonight, and apologizes for the shakiness of our first shot at this.
+(22:03:50) seanegan: The secretary should write up minutes and introduce them at the next meeting.
+(22:04:01) lschiere: willdo
+(22:04:11) seanegan: Which will be at a date to be discussed on board@pidgin.im
+(22:04:23) seanegan: Motion to adjourn.
+(22:04:26) faceprint: second
+(22:04:31) ***seanegan bangs gavel
+(22:04:38) seanegan: The meeting is adjourned.
+(22:04:43) mark.doliner: Sorry for being late!
+(22:04:48) evands: Seconded
+(22:04:52) elb: thanks, guys
+(22:05:02) faceprint left the room.
+(22:05:03) seanegan: I've lifted the moderator flag
+(22:05:04) evands: Thanks everyone, particularly to Sean as chair for leading the meeting
+(22:05:29) seanegan: So if anyone wants to stay around to be grilled by the peanut gallery, they're free to do so
+(22:05:59) luke: that's mostly happened in devel@c.p.i in real time
+(22:06:01) elb: I will be here for at least a short while
+(22:06:04) luke: for those who *joined*
+(22:06:18) luke: I'll see any backlog, but I won't be around to respond
+(22:06:54) evands: I'm to sleep; a long summer of work begins tomorrow morning. I'd missed the memo of devel@c.p.i, though I should have guessed and joined
+(22:08:03) siege@pidgin.im left the room.
+(22:08:59) boardroom@conference.pidgin.im: seanegan has set the topic to: Boardroom of Instant Messaging Freedom, Inc. | No meeting scheduled
--- a/hugo/content/transcripts/2008-05-05.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,453 +0,0 @@
----
-title: "Transcript for the 2008-05-20 Board Meeting"
-date: 2008-05-20
----
-
-Transcript for the 2008-05-20 Board Meeting
--------------------------------------------
-
-Times listed are EDT.
-
-(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@gmail.com/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@hxbc.us/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.im/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@imfreedom.org](mailto:discussion@imfreedom.org)
-
-The board voted that the president would invite [devel@pidgin.im](mailto:devel@pidgin.im) and [adium-devl@adiumx.com](mailto:adium-devl@adiumx.com) to [disccusion@imfreedom.org](mailto:disccusion@imfreedom.org)
-
-(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@imfreedom.org](mailto:discussion@imfreedom.org), and the archives of [board@imfreedom.org](mailto:board@imfreedom.org) (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@imfreedom.org](mailto:board@imfreedom.org).
-(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](http://pidgin.im/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 20:25:19) **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@jabber.org/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 20:34:14) **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. 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 20:34:56) **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. The corporation
-may have offices within or without this state as the board may from time to time determine or the
-(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 20:37:22) **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 20:45:15) **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@linux.mty.itesm.mx/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@jabber.org/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](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](http://evands.penguinmilitia.net/ar03.html) , a mirror of [http://www.irs.gov/instructions/i1023/ar03.html](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 21:07:33) **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 21:09:34) **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 21:26:54) **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@imfreedom.org](mailto:discussion@imfreedom.org)
-(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 21:30:48) **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@faceprint.com/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@gmail.com/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@jabber.org/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 21:49:50) **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.
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/transcripts/2008-05-20.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,453 @@
+---
+title: "Transcript for the 2008-05-20 Board Meeting"
+date: 2008-05-20
+---
+
+Transcript for the 2008-05-20 Board Meeting
+-------------------------------------------
+
+Times listed are EDT.
+
+(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@gmail.com/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@hxbc.us/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.im/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@imfreedom.org](mailto:discussion@imfreedom.org)
+
+The board voted that the president would invite [devel@pidgin.im](mailto:devel@pidgin.im) and [adium-devl@adiumx.com](mailto:adium-devl@adiumx.com) to [disccusion@imfreedom.org](mailto:disccusion@imfreedom.org)
+
+(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@imfreedom.org](mailto:discussion@imfreedom.org), and the archives of [board@imfreedom.org](mailto:board@imfreedom.org) (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@imfreedom.org](mailto:board@imfreedom.org).
+(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](http://pidgin.im/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 20:25:19) **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@jabber.org/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 20:34:14) **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. 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 20:34:56) **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. The corporation
+may have offices within or without this state as the board may from time to time determine or the
+(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 20:37:22) **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 20:45:15) **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@linux.mty.itesm.mx/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@jabber.org/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](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](http://evands.penguinmilitia.net/ar03.html) , a mirror of [http://www.irs.gov/instructions/i1023/ar03.html](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 21:07:33) **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 21:09:34) **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 21:26:54) **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@imfreedom.org](mailto:discussion@imfreedom.org)
+(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 21:30:48) **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@faceprint.com/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@gmail.com/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@jabber.org/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 21:49:50) **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.
--- a/hugo/content/transcripts/2009-11-11.md Mon Jun 17 21:35:50 2019 -0500
+++ /dev/null Thu Jan 01 00:00:00 1970 +0000
@@ -1,334 +0,0 @@
----
-title: "Transcript for the 2009-11-23 Board Meeting"
-date: 2009-11-23
----
-
-Transcript for the 2009-11-23 Board Meeting
--------------------------------------------
-
-Times listed are PST.
-
-(03:03:31 PM) seanegan: Alright... let's get under way.
-(03:04:16 PM) seanegan: Roll call: I note that Ethan, Evan, Luke, Mark Doliner, Mark Spencer and myself are all present.
-(03:04:27 PM) seanegan: Which is everyone.
-(03:04:57 PM) seanegan: The secretary sent out our minutes from last board meeting in an e-mail, but would he like to present them here as well?
-(03:06:16 PM) Luke Schierer: Just an overview. Last meeting we discussed essentially two things, some ammendments to the by-laws in response to the lawyers
-(03:06:39 PM) Luke Schierer: and then the financial report, which showed some expenses, but not many.
-(03:07:06 PM) Luke Schierer: If no one objects to the minutes I emailed, I'd like to submit them as-is for ratification
-(03:07:15 PM) seanegan: Thank you, Luke. Are there any objections?
-(03:07:28 PM) elb: none here
-(03:07:45 PM) evands: No objections.
-(03:07:52 PM) markdoliner: No objections.
-(03:08:25 PM) elb: I motion that we accept the minutes as recorded
-(03:08:27 PM) markster: i wasn't there so i obstain
-(03:08:30 PM) markster: abstain i mean
-(03:08:35 PM) markdoliner: elb: I second
-(03:08:50 PM) seanegan: All those in favor of ratifiying the minutes as sent by Luke say aye
-(03:08:54 PM) Luke Schierer: aye
-(03:08:54 PM) elb: ayte
-(03:08:57 PM) markdoliner: aye
-(03:08:58 PM) evands: aye
-(03:08:59 PM) elb: aye
-(03:09:16 PM) seanegan: all opposed say nay.
-(03:09:44 PM) seanegan: The ayes have it. The minutes are ratified.
-(03:10:05 PM) seanegan: Mr. Treasurer, would you like to present your report?
-(03:10:20 PM) elb: Yes, first, a the 2008 FY report
-(03:17:24 PM) elb: Income, $42.57 in interest accrued
-(03:17:26 PM) elb: Expenses, $225 in CC processing
-(03:18:10 PM) elb: since that time, we have paid 752.81 for flight reimbursements for myself and Gary to the Google SoC Mentor Summit
-(03:18:22 PM) markster: is $225 the minimum fee?
-(03:18:26 PM) elb: we will be reimbursed for that amount by Google
-(03:18:44 PM) elb: markster: it is monthly charges of $25 for minimum fees, yes
-(03:18:52 PM) elb: $30, sorry
-(03:19:05 PM) elb: at some point $25 of that ceased to be withdrawn, and Sean was supposed to look into that
-(03:19:10 PM) markster: gotcha. what CC are we collecting?
-(03:19:23 PM) elb: we have not processed a single payment
-(03:19:29 PM) elb: the plan is to take donations
-(03:19:34 PM) markster: and would we be better getting something that doesn't have a monthly fee but instead uses just percentage like paypal?
-(03:19:40 PM) Luke Schierer: we aren't currently, because we have not figured out how to set up a webpage for that wihtout using a huge software hog like drupal
-(03:19:46 PM) elb: possibly; this isn't part of the treasurer's report, though :-)
-(03:20:00 PM) markster: i think paypal has a "give now" sort of option that is easy to tack onto a web page
-(03:20:13 PM) markster: designed expressly for that purpose
-(03:20:35 PM) elb: we have outstanding receivables of $3500 for SoC mentor payments for 2009, as well as reimbursement for the $752.81 in travel expenses for the mentor summit
-(03:20:45 PM) elb: also since that 10/12 statement
-(03:20:48 PM) evands: markster: we ran an analysis previously which showed this was a better move for a certain threshold of donations. That analysis didn't account for setting it up but not engaging it, of course. We should wait until the treasurer is done with his report to discuss this :)
-(03:20:56 PM) ***seanegan bangs gavel
-(03:21:09 PM) elb: and that is all I have for 2009 YTD, I'd be happy to take questions on that
-(03:21:11 PM) markster: sorry!
-(03:21:15 PM) seanegan: Thank you, Ethan.
-(03:21:23 PM) seanegan: Are there any questions about the treasurer's report?
-(03:21:44 PM) elb: I have one other item, actually
-(03:21:50 PM) seanegan: you have the floor
-(03:22:13 PM) elb: as you all were notified, we changed banks from Charter Bank (a division of RBS, which had problems) to Old National
-(03:22:17 PM) elb: which bought our accounts from Charter
-(03:22:32 PM) elb: this requires no further action from any of you, and I notified the board at the time
-(03:22:40 PM) elb: but I would like it to appear in the minutes
-(03:22:46 PM) Luke Schierer: noted
-(03:22:50 PM) elb: seanegan: that's all
-(03:22:59 PM) seanegan: Thank you. Are there any other questions for the treasurer?
-(03:23:26 PM) seanegan: Thank you, Ethan.
-(03:23:50 PM) seanegan: Moving to item 5 in the agenda, election of directors and officers
-(03:24:11 PM) seanegan: We have one vacancy to fill, as Nathan Walp submitted his resignation.
-(03:25:03 PM) seanegan: I believe we only have one nomination to replace him, in John Bailey.
-(03:25:23 PM) Luke Schierer: My understanding was that there was a nomination to accept Zack from Adium to the board as well
-(03:25:47 PM) elb: Luke Schierer: that was my nomination, and it was part of a proposal which was dropped on the floor
-(03:25:57 PM) evands: No k, actually - just Zac. Zac offered to fill a position if needed.
-(03:27:03 PM) seanegan: Sorry, going through my notes.
-(03:27:10 PM) Luke Schierer: What does the slate of officers otherwise look like?
-(03:27:58 PM) seanegan: I believe all other directors and officers are willing to be re-elected to their current positions. Is that not true of anyone here?
-(03:28:14 PM) elb: I am
-(03:28:25 PM) Luke Schierer: You are willing to remain as president then Sean?
-(03:28:30 PM) elb: I have a request regarding my position for later, however
-(03:28:33 PM) seanegan: I am.
-(03:28:39 PM) markster: i am too
-(03:28:46 PM) markster: or "me too" in aol parlance
-(03:29:01 PM) Luke Schierer: I am willing to retain my position
-(03:29:07 PM) evands: I am willing to retain my position
-(03:29:29 PM) seanegan: And I believe markdoliner is as well?
-(03:29:35 PM) markdoliner: Yew
-(03:29:37 PM) markdoliner: Er, yes
-(03:30:00 PM) seanegan: Then, move to re-elect all directors and officers to their current position
-(03:30:08 PM) Luke Schierer: excepting Nathan
-(03:30:14 PM) seanegan: He resigned
-(03:30:24 PM) evands: Seconded
-(03:30:27 PM) seanegan: effective immediately, as I understood.
-(03:30:38 PM) seanegan: All those in favor say aye.
-(03:30:40 PM) markdoliner: aye
-(03:30:41 PM) elb: aye
-(03:30:43 PM) Luke Schierer: Right, I was just ammending for my own clarity. I vote aye
-(03:32:10 PM) seanegan: all those opposed?
-(03:33:01 PM) evands: Apologies: I voted aye. I thought my 'seconded' sufficed :)
-(03:33:10 PM) seanegan: understood.
-(03:33:15 PM) seanegan: markster: do you intend to abstain?
-(03:33:32 PM) markster: no, i'm sorry
-(03:33:35 PM) markster: i vote aye :)
-(03:33:45 PM) seanegan: Alright, the motion passes unanimously.
-(03:34:21 PM) seanegan: The floor is now open to nominations for our director vacancy. Ethan indicated that has a nomination
-(03:34:35 PM) elb: my nomination was as recorded before, John Bailey
-(03:34:58 PM) elb: he is an active Pidgin/libpurple/finch, as well as Guifications developer, and he has expressed interest to me in the past
-(03:35:35 PM) seanegan: Are there other nominations for the vacant director position?
-(03:35:47 PM) seanegan: such as Zac West?
-(03:36:10 PM) Luke Schierer: I nominate Zac, I did not intend that discussion to get dropped on the floor
-(03:36:38 PM) elb: the discussion which was dropped was whether we wanted to add two board members
-(03:36:44 PM) elb: for the record
-(03:37:23 PM) seanegan: understood.
-(03:37:33 PM) Luke Schierer: okay, I'm going to with draw my nomination and ask that we re-consider the extra board seat in email
-(03:38:18 PM) seanegan: In that case, we currently have on nominee for the vacancy
-(03:38:36 PM) seanegan: All those in favor of electing John Bailey say aye
-(03:38:42 PM) evands: Aye
-(03:38:43 PM) markdoliner: aye
-(03:38:43 PM) Luke Schierer: aye
-(03:38:47 PM) elb: aye
-(03:39:29 PM) seanegan: All opposed?
-(03:39:51 PM) markster: aye :)
-(03:40:04 PM) seanegan: John Bailey is elected director.
-(03:40:40 PM) seanegan: Are there any questions or objections to the election of directors or officers?
-(03:40:56 PM) elb: none here
-(03:41:01 PM) markster: none here either
-(03:41:04 PM) evands: no objections
-(03:41:05 PM) markdoliner: none here
-(03:41:11 PM) seanegan: Then moving on to item 6 of the agenda.
-(03:41:45 PM) seanegan: I moved last week, so I move to ammend our by-laws to change our business address to 120 Wesklake Ave N Seattle WA 98109
-(03:42:11 PM) elb: second
-(03:42:18 PM) seanegan: All in favor say aye:
-(03:42:19 PM) markster: aye
-(03:42:19 PM) markdoliner: aye
-(03:42:20 PM) Luke Schierer: aye
-(03:42:23 PM) evands: aye
-(03:42:52 PM) markster: sean as a matter of record...
-(03:42:58 PM) markster: do you want to redact your address from the official record?
-(03:43:10 PM) markster: if it's being published
-(03:43:21 PM) seanegan: No, that's fine... it's already in our public documents.
-(03:43:23 PM) Luke Schierer: I believe the mailing address of the corporation *has* to be public
-(03:43:26 PM) seanegan: all opposed to the measure?
-(03:43:57 PM) seanegan: elb: do you intend to abstain?
-(03:44:09 PM) elb: sorry, aye
-(03:44:22 PM) seanegan: The measure passes unanimously.
-(03:45:19 PM) seanegan: Moving on to item 8 on the agenda... move to accept Adium under the Instant Messaging Freedom umbrella.
-(03:45:28 PM) evands: second
-(03:45:40 PM) Luke Schierer: I like the idea. I wanted to do it last time we tried.
-(03:45:47 PM) evands: I would like to make a note regarding this before the vote, though
-(03:45:58 PM) seanegan: evands: you have the floor
-(03:46:02 PM) evands: Thank you
-(03:46:17 PM) evands: This acceptance would be under the terms of the proposal that Zac West previously emailed to the board
-(03:46:32 PM) evands: Did the board have an opportunity to review that proposal? Should I present it here?
-(03:46:34 PM) elb: evands: only under those terms?
-(03:46:46 PM) Luke Schierer: please re-present the proposal
-(03:46:55 PM) evands: elb: Certainly if those terms weren't acceptable, we could discuss other terms
-(03:47:04 PM) elb: evands: I proposed that we accept Adium to the IMF, terms to be determined by email
-(03:47:21 PM) markster: hrm, i think we'd at least need the broad terms to agree
-(03:47:25 PM) elb: the terms are broadly acceptable to me, but there are a lot of details to be determined
-(03:47:26 PM) evands: elb: That is perfect. I just wanted to clarify as Sean's movement didn't include that
-(03:47:38 PM) elb: like how we will integrate accounting
-(03:47:38 PM) elb: etc.
-(03:47:40 PM) markster: for example who would own the code and do we feel we have the potential to absorb any additional liabilities by taking it on
-(03:48:05 PM) seanegan: evands: Would you care to rephrase the motion?
-(03:48:23 PM) evands: seanegan: Sure. Just one second as I use the floor to continue this discussion before we put it in formal terms.
-(03:48:43 PM) seanegan: You may continue
-(03:48:50 PM) Luke Schierer: markster, currently we do not require copyright assignment to contribute to any of pidgin/finch/libpurple
-(03:48:54 PM) evands: I'm not sure, but I don't know that we're in a position to immediately or in the future reassign full ownership of the codebase of Adium to anything other than "The Adium Project"
-(03:49:03 PM) evands: as numerous contributors have been involved over the years
-(03:49:18 PM) evands: it's the same problem faced with the Pidgin/Gaim codebase, though of course to a somewhat lesser extent
-(03:50:03 PM) seanegan: Pidgin is of course in the same position, and Instant Messaging Freedom Inc. claims no copyright in it accept for certain assets such as icon images that it has paid for.
-(03:50:14 PM) evands: Correct
-(03:50:16 PM) Luke Schierer: exactly. I don't see that can be a bar to entry. I can see where, as a separate agenda item, we may want to to consider that at some future point
-(03:51:00 PM) markster: right that makes sense
-(03:51:02 PM) Luke Schierer: if so it'd have to be on a "going forward" basis
-(03:51:13 PM) markster: is adium aware of any trademark or copyright concerns though?
-(03:51:24 PM) markster: like we suffered in the day under gaim?
-(03:51:30 PM) markster: and do they own the trademark to adium?
-(03:51:33 PM) evands: markster: No, there are no active or currently forseen concerns
-(03:51:43 PM) evands: There has been no formal application for the 'adium' trademark
-(03:51:52 PM) markster: ah
-(03:52:25 PM) evands: That's actually something that a future proposal would likely address; I'm not sure where 'Pidgin' stands as a trademark, but I suspect IMF has taken care of that previously. If so, learning from the past experiences would be helpful; if not, doing it for both under the IMF umbrella would be good.
-(03:52:30 PM) evands: That's not in the scope of the movement at the moment, though.
-(03:53:04 PM) elb: Pidgin is not registered; we candiscuss registering them both at some later date
-(03:53:12 PM) evands: Thanks, elb
-(03:53:24 PM) evands: If it is acceptable to the chair, I will now present the proposal Zac West previously emailed the board
-(03:53:36 PM) evands: And move to vote to include Adium in the IMF under those terms
-(03:53:39 PM) seanegan: It is.
-(03:54:00 PM) evands: Adium and IM Freedom, Inc. Proposal
-Zachary West, Evan Schoenberg, October 2009
-(03:54:06 PM) evands: Adium so far has held a somewhat unofficial relationship with IM Freedom, Inc. (IMF) in the past. It handled Adium’s Google Summer of Code payments, as well as generally oversees the protection of half of Adium’s running code. It only makes sense that we codify our relationship with IMF in a way that’s beneficial for both of us.
-(03:54:20 PM) evands: What We Ask of IMF
-(03:54:23 PM) evands: Adium seeks legal responsibility of its code from IMF much in the way that it protects the Pidgin source code. We would like IMF to take over responsibilities for the Adium trademark, logo, and all other legal aspects of Adium’s management, helping the Adium project to apply for legal protections under the IMF name as appropriate.
-(03:54:57 PM) evands: Addendum: The legal responsibility of code is of course a tricky issue, and it is unclear. We ask no more (but also no less) assistance from IMF than is provided to Pidgin.
-(03:55:06 PM) evands: We would like IMF to handle non-profit donations from our users and hold them in its bank account for our earmarked usage. Any uses of the funds would be entirely administered and the responsibility shouldered by the Adium team member who is conducting the activity.
-(03:55:19 PM) evands: For example, Adium may wish to start an official bounty system. We would organize the bounties and handle any necessary paperwork and organization to distribute the money. Our donations would also go towards our low operating costs (domain names, moistly).
-(03:55:37 PM) evands: What We’ll Provide:
-(03:55:48 PM) evands: The two things which IMF is currently in need of are time and money. We recognize the current cash reserves of IMF are already put together for any administrative needs, so we’re willing to donate both our time and our money.
-(03:55:55 PM) evands: We will place 10% of our donations directly into IMF’s funding, with the remaining 90% reserved for Adium use. If a need arises, of course, IMF may use Adium’s funds for its purposes upon request.
-(03:56:16 PM) evands: Adium currently has approximately $2,000 in donations currently held in Evan Schoenberg’s bank account. These would be transferred into IMF’s account, with $200 going directly towards IMF and the remaining $1,800 reserved for Adium use as described above.
-(03:56:59 PM) markster: would those proceeds be net proceeds after the CC fees etc?
-(03:57:01 PM) evands: Evan Schoenberg is currently a board member of IMF. Zac West also makes himself available to assume responsibilities within IMF as needed.
-(03:57:41 PM) evands: markster: I think that would be most reasonable. CC fees and any other administrative costs would be assessed before allocation of any funds.
-(03:58:12 PM) evands: That concludes the proposal.
-(03:58:36 PM) evands: Are there any questions or concerns?
-(03:59:07 PM) elb: I have concerns, but they are details that I believe we can resolve later
-(03:59:24 PM) seanegan: I am concerned about the 10% rake
-(03:59:27 PM) Luke Schierer: Our current by-laws allow for any board member to spend funds under 2 conditions, a majority vote from the board, and specific approval from the Treasurer. I can see that the board could vote authorizing a $ amount to be spent on goals as determined by a specified group of indvididuals.
-(03:59:28 PM) markdoliner: I'm not sure how I feel about "10% of donations go to IMF." I'm wondering how people feel about removing that requirement and allowing 100% to go to Adium
-(03:59:36 PM) elb: for example, as treasurer, how we arrange for the money to come in and how disbursements are to be handled
-(03:59:59 PM) markster: well presumably when someone contributed they'd contribute to one or the other
-(04:00:04 PM) Luke Schierer: but I'd expect the actual check to be written by a IMF board member, and not that we'd grant a non-board member access to the account
-(04:00:17 PM) markster: besides, don't contributions for pidgin generally help adium (at least if they're core to libprpl)?
-(04:00:35 PM) elb: I don't raise these concerns as things we need to solve now, but simply as things that I think should be defined
-(04:01:03 PM) elb: I have no opinion either way on the 10%, I certainly don't believe it is (or should be) a requirement for the inclusion of Adium
-(04:01:20 PM) evands: Luke Schierer: I think that's very reasonable. We might need to make a separate proposal that at least one board member be an active representative of each organization within the IMF umbrella… but that's a matter of board mechanics which won't be an immediate issue as I have been reelected for the coming year.
-(04:01:50 PM) evands: Speaking for Adium, I appreciate the board's consideration of the 10%; I'll abstain from any vote related to it.
-(04:02:09 PM) seanegan: I move to amend the resolution to remove all specifics about money, specifically everything including after "What we'll provide"
-(04:02:17 PM) Luke Schierer: the 10% makes sense to me given the aspect of IMF acting to shelter projects from things like happened with AOL.
-(04:02:33 PM) markster: one thing we do at digium for our board meetings is we have the "official" board meeting to discuss actual stuff that the board needs to decide on then afterwards have a more free-form business discussion. perhaps we can do that here.
-(04:02:49 PM) markster: that would prevent us from having to decide this now but could allow for free-form discussion about the possibilities
-(04:02:56 PM) Luke Schierer: fair enough
-(04:02:56 PM) elb: that was the intention here
-(04:03:06 PM) evands: That sounds reasonable to me
-(04:03:10 PM) elb: that we would vote to accept Adium under the umbrella, and determine the nature of that relationship later
-(04:03:39 PM) seanegan: Ok, so the resolution at hand is whether or not to accept Adium under the IMF umbrella, specifics of which to be determinted at a later date
-(04:04:07 PM) evands: …which is, in fact, where we started. Which is fine; thank you for the opportunity to get this discussion going and to present the proposal in its original form.
-(04:04:24 PM) evands: I move to a vote on the resolution by seanegan.
-(04:04:33 PM) elb: I second
-(04:04:46 PM) seanegan: All those in favor:
-(04:04:49 PM) markdoliner: aye
-(04:04:50 PM) elb: aye
-(04:04:50 PM) evands: Aye
-(04:04:55 PM) markster: aye
-(04:05:27 PM) Luke Schierer: abstain
-(04:05:43 PM) seanegan: The resolution passes 4-0.
-(04:06:06 PM) seanegan: Item 9 is similar.
-(04:06:38 PM) seanegan: Move to accept Vulture under the Instant Messaging Freedom umbrella, the specifics of which will be determined at a later date
-(04:06:49 PM) elb: I second
-(04:07:02 PM) elb: and I note that John Bailey is an active developer on that project
-(04:07:39 PM) seanegan: All those in favor say aye, those opposed say nay, those abstaining say abstain
-(04:07:44 PM) markdoliner: aye
-(04:07:50 PM) elb: aye
-(04:07:51 PM) Luke Schierer: abstain. I dislike voting on nebulous things.
-(04:07:52 PM) evands: aye
-(04:08:20 PM) markster: i should clarify are we going to vote again when the terms are decided?
-(04:08:40 PM) seanegan: we will vote on specifics over e-mail.
-(04:08:44 PM) elb: markster: as far as I'm concerned, the terms could be to annul the relationship
-(04:08:45 PM) elb: so yes
-(04:08:53 PM) markster: okay great
-(04:09:04 PM) Luke Schierer: I vote aye on proceeding and getting clarification and generally progressing toward accepting Adium and Vulture
-(04:09:24 PM) seanegan: Last time we voted on Adium, we voted to invite them, which may have made more sense for the language this time as well.
-(04:10:22 PM) seanegan: markster: Is "okay great" an aye vote?
-(04:10:33 PM) markster: yes i keep my aye vote from earlier
-(04:10:49 PM) markster: it's just i guess encouraging you to get a more formal proposal for us to decide in a meeting or via e-mail in lieu of a meeting
-(04:11:08 PM) seanegan: So, this is actually a second project we're voting to invite.
-(04:12:38 PM) Luke Schierer: If I've followed the votes, we have enough to aprove motion 8.
-(04:12:55 PM) Luke Schierer: I motion to adjourn.
-(04:13:05 PM) markster: second
-(04:13:24 PM) seanegan: Are there any other questions anyone would like to raise before adjourning?
-(04:13:32 PM) evands: No
-(04:13:35 PM) seanegan: I believe elb had one?
-(04:13:36 PM) elb: I have a request, as mentioned earlier
-(04:13:48 PM) elb: I would like to get together with someone and have them look over our books
-(04:13:49 PM) seanegan: elb: you have the floor
-(04:14:03 PM) elb: any board member may request to see the books at any time, I believe
-(04:14:04 PM) elb: but no one has
-(04:14:11 PM) markster: elb: i can ask our controller to look at them
-(04:14:20 PM) elb: thsi can be taken care of offline, but I want to toss that out there
-(04:14:33 PM) markster: i assume you want someone skilled in accounting?
-(04:14:41 PM) Luke Schierer: Where are you currently elb? Still in Indiana?
-(04:14:43 PM) elb: markster: that would be appreciated, I probably have some things I have to get around first
-(04:14:48 PM) elb: markster: ideally
-(04:14:55 PM) elb: but mostly, I just want to make sure someoen else has seen all this
-(04:15:01 PM) elb: Luke Schierer: correct
-(04:15:22 PM) markdoliner: I think that's a good iea
-(04:15:27 PM) markster: elb: i can arrange for our controller to look at them i think
-(04:15:30 PM) markster: contact me offline
-(04:15:37 PM) elb: markster: OK, thank you
-(04:15:50 PM) elb: seanegan: that's all I had
-(04:15:55 PM) seanegan: Thank you. Any other questions?
-(04:15:57 PM) Luke Schierer: Oh, that reminds me. in writing up the minutes, I noted that I am apparently supposed to keep a list of all board members' addresses. This is naturally not something we want published, so please email me addresses directly to my email address, [lschiere@imfreedom.org](mailto:lschiere@imfreedom.org)
-(04:16:15 PM) seanegan: thank you, Luke.
-(04:16:17 PM) markdoliner: seanegan: No other questions from me
-(04:16:50 PM) seanegan: In that case, I move to adjourn again
-(04:16:55 PM) Luke Schierer: seconded
-(04:17:22 PM) seanegan: all those in favor of adjourning say aye. All opposed say nay
-(04:17:25 PM) Luke Schierer: aye
-(04:17:25 PM) markdoliner: aye
-(04:17:28 PM) markster: aye
-(04:17:30 PM) elb: aye
-(04:17:31 PM) evands: aye
-(04:17:34 PM) seanegan: The meeting is adjourned.
-(04:17:43 PM) elb: thanks all
-(04:17:47 PM) **markster left the room.**
-(04:17:47 PM) seanegan: I'll follow up with the appropriate people on the action items.
-(04:17:50 PM) seanegan: Thanks for coming
-(04:17:55 PM) markdoliner: Thanks for having us
-(04:18:03 PM) seanegan: I'm legally required to
\ No newline at end of file
--- /dev/null Thu Jan 01 00:00:00 1970 +0000
+++ b/hugo/content/transcripts/2009-11-23.md Mon Jun 17 22:00:38 2019 -0500
@@ -0,0 +1,334 @@
+---
+title: "Transcript for the 2009-11-23 Board Meeting"
+date: 2009-11-23
+---
+
+Transcript for the 2009-11-23 Board Meeting
+-------------------------------------------
+
+Times listed are PST.
+
+(03:03:31 PM) seanegan: Alright... let's get under way.
+(03:04:16 PM) seanegan: Roll call: I note that Ethan, Evan, Luke, Mark Doliner, Mark Spencer and myself are all present.
+(03:04:27 PM) seanegan: Which is everyone.
+(03:04:57 PM) seanegan: The secretary sent out our minutes from last board meeting in an e-mail, but would he like to present them here as well?
+(03:06:16 PM) Luke Schierer: Just an overview. Last meeting we discussed essentially two things, some ammendments to the by-laws in response to the lawyers
+(03:06:39 PM) Luke Schierer: and then the financial report, which showed some expenses, but not many.
+(03:07:06 PM) Luke Schierer: If no one objects to the minutes I emailed, I'd like to submit them as-is for ratification
+(03:07:15 PM) seanegan: Thank you, Luke. Are there any objections?
+(03:07:28 PM) elb: none here
+(03:07:45 PM) evands: No objections.
+(03:07:52 PM) markdoliner: No objections.
+(03:08:25 PM) elb: I motion that we accept the minutes as recorded
+(03:08:27 PM) markster: i wasn't there so i obstain
+(03:08:30 PM) markster: abstain i mean
+(03:08:35 PM) markdoliner: elb: I second
+(03:08:50 PM) seanegan: All those in favor of ratifiying the minutes as sent by Luke say aye
+(03:08:54 PM) Luke Schierer: aye
+(03:08:54 PM) elb: ayte
+(03:08:57 PM) markdoliner: aye
+(03:08:58 PM) evands: aye
+(03:08:59 PM) elb: aye
+(03:09:16 PM) seanegan: all opposed say nay.
+(03:09:44 PM) seanegan: The ayes have it. The minutes are ratified.
+(03:10:05 PM) seanegan: Mr. Treasurer, would you like to present your report?
+(03:10:20 PM) elb: Yes, first, a the 2008 FY report
+(03:17:24 PM) elb: Income, $42.57 in interest accrued
+(03:17:26 PM) elb: Expenses, $225 in CC processing
+(03:18:10 PM) elb: since that time, we have paid 752.81 for flight reimbursements for myself and Gary to the Google SoC Mentor Summit
+(03:18:22 PM) markster: is $225 the minimum fee?
+(03:18:26 PM) elb: we will be reimbursed for that amount by Google
+(03:18:44 PM) elb: markster: it is monthly charges of $25 for minimum fees, yes
+(03:18:52 PM) elb: $30, sorry
+(03:19:05 PM) elb: at some point $25 of that ceased to be withdrawn, and Sean was supposed to look into that
+(03:19:10 PM) markster: gotcha. what CC are we collecting?
+(03:19:23 PM) elb: we have not processed a single payment
+(03:19:29 PM) elb: the plan is to take donations
+(03:19:34 PM) markster: and would we be better getting something that doesn't have a monthly fee but instead uses just percentage like paypal?
+(03:19:40 PM) Luke Schierer: we aren't currently, because we have not figured out how to set up a webpage for that wihtout using a huge software hog like drupal
+(03:19:46 PM) elb: possibly; this isn't part of the treasurer's report, though :-)
+(03:20:00 PM) markster: i think paypal has a "give now" sort of option that is easy to tack onto a web page
+(03:20:13 PM) markster: designed expressly for that purpose
+(03:20:35 PM) elb: we have outstanding receivables of $3500 for SoC mentor payments for 2009, as well as reimbursement for the $752.81 in travel expenses for the mentor summit
+(03:20:45 PM) elb: also since that 10/12 statement
+(03:20:48 PM) evands: markster: we ran an analysis previously which showed this was a better move for a certain threshold of donations. That analysis didn't account for setting it up but not engaging it, of course. We should wait until the treasurer is done with his report to discuss this :)
+(03:20:56 PM) ***seanegan bangs gavel
+(03:21:09 PM) elb: and that is all I have for 2009 YTD, I'd be happy to take questions on that
+(03:21:11 PM) markster: sorry!
+(03:21:15 PM) seanegan: Thank you, Ethan.
+(03:21:23 PM) seanegan: Are there any questions about the treasurer's report?
+(03:21:44 PM) elb: I have one other item, actually
+(03:21:50 PM) seanegan: you have the floor
+(03:22:13 PM) elb: as you all were notified, we changed banks from Charter Bank (a division of RBS, which had problems) to Old National
+(03:22:17 PM) elb: which bought our accounts from Charter
+(03:22:32 PM) elb: this requires no further action from any of you, and I notified the board at the time
+(03:22:40 PM) elb: but I would like it to appear in the minutes
+(03:22:46 PM) Luke Schierer: noted
+(03:22:50 PM) elb: seanegan: that's all
+(03:22:59 PM) seanegan: Thank you. Are there any other questions for the treasurer?
+(03:23:26 PM) seanegan: Thank you, Ethan.
+(03:23:50 PM) seanegan: Moving to item 5 in the agenda, election of directors and officers
+(03:24:11 PM) seanegan: We have one vacancy to fill, as Nathan Walp submitted his resignation.
+(03:25:03 PM) seanegan: I believe we only have one nomination to replace him, in John Bailey.
+(03:25:23 PM) Luke Schierer: My understanding was that there was a nomination to accept Zack from Adium to the board as well
+(03:25:47 PM) elb: Luke Schierer: that was my nomination, and it was part of a proposal which was dropped on the floor
+(03:25:57 PM) evands: No k, actually - just Zac. Zac offered to fill a position if needed.
+(03:27:03 PM) seanegan: Sorry, going through my notes.
+(03:27:10 PM) Luke Schierer: What does the slate of officers otherwise look like?
+(03:27:58 PM) seanegan: I believe all other directors and officers are willing to be re-elected to their current positions. Is that not true of anyone here?
+(03:28:14 PM) elb: I am
+(03:28:25 PM) Luke Schierer: You are willing to remain as president then Sean?
+(03:28:30 PM) elb: I have a request regarding my position for later, however
+(03:28:33 PM) seanegan: I am.
+(03:28:39 PM) markster: i am too
+(03:28:46 PM) markster: or "me too" in aol parlance
+(03:29:01 PM) Luke Schierer: I am willing to retain my position
+(03:29:07 PM) evands: I am willing to retain my position
+(03:29:29 PM) seanegan: And I believe markdoliner is as well?
+(03:29:35 PM) markdoliner: Yew
+(03:29:37 PM) markdoliner: Er, yes
+(03:30:00 PM) seanegan: Then, move to re-elect all directors and officers to their current position
+(03:30:08 PM) Luke Schierer: excepting Nathan
+(03:30:14 PM) seanegan: He resigned
+(03:30:24 PM) evands: Seconded
+(03:30:27 PM) seanegan: effective immediately, as I understood.
+(03:30:38 PM) seanegan: All those in favor say aye.
+(03:30:40 PM) markdoliner: aye
+(03:30:41 PM) elb: aye
+(03:30:43 PM) Luke Schierer: Right, I was just ammending for my own clarity. I vote aye
+(03:32:10 PM) seanegan: all those opposed?
+(03:33:01 PM) evands: Apologies: I voted aye. I thought my 'seconded' sufficed :)
+(03:33:10 PM) seanegan: understood.
+(03:33:15 PM) seanegan: markster: do you intend to abstain?
+(03:33:32 PM) markster: no, i'm sorry
+(03:33:35 PM) markster: i vote aye :)
+(03:33:45 PM) seanegan: Alright, the motion passes unanimously.
+(03:34:21 PM) seanegan: The floor is now open to nominations for our director vacancy. Ethan indicated that has a nomination
+(03:34:35 PM) elb: my nomination was as recorded before, John Bailey
+(03:34:58 PM) elb: he is an active Pidgin/libpurple/finch, as well as Guifications developer, and he has expressed interest to me in the past
+(03:35:35 PM) seanegan: Are there other nominations for the vacant director position?
+(03:35:47 PM) seanegan: such as Zac West?
+(03:36:10 PM) Luke Schierer: I nominate Zac, I did not intend that discussion to get dropped on the floor
+(03:36:38 PM) elb: the discussion which was dropped was whether we wanted to add two board members
+(03:36:44 PM) elb: for the record
+(03:37:23 PM) seanegan: understood.
+(03:37:33 PM) Luke Schierer: okay, I'm going to with draw my nomination and ask that we re-consider the extra board seat in email
+(03:38:18 PM) seanegan: In that case, we currently have on nominee for the vacancy
+(03:38:36 PM) seanegan: All those in favor of electing John Bailey say aye
+(03:38:42 PM) evands: Aye
+(03:38:43 PM) markdoliner: aye
+(03:38:43 PM) Luke Schierer: aye
+(03:38:47 PM) elb: aye
+(03:39:29 PM) seanegan: All opposed?
+(03:39:51 PM) markster: aye :)
+(03:40:04 PM) seanegan: John Bailey is elected director.
+(03:40:40 PM) seanegan: Are there any questions or objections to the election of directors or officers?
+(03:40:56 PM) elb: none here
+(03:41:01 PM) markster: none here either
+(03:41:04 PM) evands: no objections
+(03:41:05 PM) markdoliner: none here
+(03:41:11 PM) seanegan: Then moving on to item 6 of the agenda.
+(03:41:45 PM) seanegan: I moved last week, so I move to ammend our by-laws to change our business address to 120 Wesklake Ave N Seattle WA 98109
+(03:42:11 PM) elb: second
+(03:42:18 PM) seanegan: All in favor say aye:
+(03:42:19 PM) markster: aye
+(03:42:19 PM) markdoliner: aye
+(03:42:20 PM) Luke Schierer: aye
+(03:42:23 PM) evands: aye
+(03:42:52 PM) markster: sean as a matter of record...
+(03:42:58 PM) markster: do you want to redact your address from the official record?
+(03:43:10 PM) markster: if it's being published
+(03:43:21 PM) seanegan: No, that's fine... it's already in our public documents.
+(03:43:23 PM) Luke Schierer: I believe the mailing address of the corporation *has* to be public
+(03:43:26 PM) seanegan: all opposed to the measure?
+(03:43:57 PM) seanegan: elb: do you intend to abstain?
+(03:44:09 PM) elb: sorry, aye
+(03:44:22 PM) seanegan: The measure passes unanimously.
+(03:45:19 PM) seanegan: Moving on to item 8 on the agenda... move to accept Adium under the Instant Messaging Freedom umbrella.
+(03:45:28 PM) evands: second
+(03:45:40 PM) Luke Schierer: I like the idea. I wanted to do it last time we tried.
+(03:45:47 PM) evands: I would like to make a note regarding this before the vote, though
+(03:45:58 PM) seanegan: evands: you have the floor
+(03:46:02 PM) evands: Thank you
+(03:46:17 PM) evands: This acceptance would be under the terms of the proposal that Zac West previously emailed to the board
+(03:46:32 PM) evands: Did the board have an opportunity to review that proposal? Should I present it here?
+(03:46:34 PM) elb: evands: only under those terms?
+(03:46:46 PM) Luke Schierer: please re-present the proposal
+(03:46:55 PM) evands: elb: Certainly if those terms weren't acceptable, we could discuss other terms
+(03:47:04 PM) elb: evands: I proposed that we accept Adium to the IMF, terms to be determined by email
+(03:47:21 PM) markster: hrm, i think we'd at least need the broad terms to agree
+(03:47:25 PM) elb: the terms are broadly acceptable to me, but there are a lot of details to be determined
+(03:47:26 PM) evands: elb: That is perfect. I just wanted to clarify as Sean's movement didn't include that
+(03:47:38 PM) elb: like how we will integrate accounting
+(03:47:38 PM) elb: etc.
+(03:47:40 PM) markster: for example who would own the code and do we feel we have the potential to absorb any additional liabilities by taking it on
+(03:48:05 PM) seanegan: evands: Would you care to rephrase the motion?
+(03:48:23 PM) evands: seanegan: Sure. Just one second as I use the floor to continue this discussion before we put it in formal terms.
+(03:48:43 PM) seanegan: You may continue
+(03:48:50 PM) Luke Schierer: markster, currently we do not require copyright assignment to contribute to any of pidgin/finch/libpurple
+(03:48:54 PM) evands: I'm not sure, but I don't know that we're in a position to immediately or in the future reassign full ownership of the codebase of Adium to anything other than "The Adium Project"
+(03:49:03 PM) evands: as numerous contributors have been involved over the years
+(03:49:18 PM) evands: it's the same problem faced with the Pidgin/Gaim codebase, though of course to a somewhat lesser extent
+(03:50:03 PM) seanegan: Pidgin is of course in the same position, and Instant Messaging Freedom Inc. claims no copyright in it accept for certain assets such as icon images that it has paid for.
+(03:50:14 PM) evands: Correct
+(03:50:16 PM) Luke Schierer: exactly. I don't see that can be a bar to entry. I can see where, as a separate agenda item, we may want to to consider that at some future point
+(03:51:00 PM) markster: right that makes sense
+(03:51:02 PM) Luke Schierer: if so it'd have to be on a "going forward" basis
+(03:51:13 PM) markster: is adium aware of any trademark or copyright concerns though?
+(03:51:24 PM) markster: like we suffered in the day under gaim?
+(03:51:30 PM) markster: and do they own the trademark to adium?
+(03:51:33 PM) evands: markster: No, there are no active or currently forseen concerns
+(03:51:43 PM) evands: There has been no formal application for the 'adium' trademark
+(03:51:52 PM) markster: ah
+(03:52:25 PM) evands: That's actually something that a future proposal would likely address; I'm not sure where 'Pidgin' stands as a trademark, but I suspect IMF has taken care of that previously. If so, learning from the past experiences would be helpful; if not, doing it for both under the IMF umbrella would be good.
+(03:52:30 PM) evands: That's not in the scope of the movement at the moment, though.
+(03:53:04 PM) elb: Pidgin is not registered; we candiscuss registering them both at some later date
+(03:53:12 PM) evands: Thanks, elb
+(03:53:24 PM) evands: If it is acceptable to the chair, I will now present the proposal Zac West previously emailed the board
+(03:53:36 PM) evands: And move to vote to include Adium in the IMF under those terms
+(03:53:39 PM) seanegan: It is.
+(03:54:00 PM) evands: Adium and IM Freedom, Inc. Proposal
+Zachary West, Evan Schoenberg, October 2009
+(03:54:06 PM) evands: Adium so far has held a somewhat unofficial relationship with IM Freedom, Inc. (IMF) in the past. It handled Adium’s Google Summer of Code payments, as well as generally oversees the protection of half of Adium’s running code. It only makes sense that we codify our relationship with IMF in a way that’s beneficial for both of us.
+(03:54:20 PM) evands: What We Ask of IMF
+(03:54:23 PM) evands: Adium seeks legal responsibility of its code from IMF much in the way that it protects the Pidgin source code. We would like IMF to take over responsibilities for the Adium trademark, logo, and all other legal aspects of Adium’s management, helping the Adium project to apply for legal protections under the IMF name as appropriate.
+(03:54:57 PM) evands: Addendum: The legal responsibility of code is of course a tricky issue, and it is unclear. We ask no more (but also no less) assistance from IMF than is provided to Pidgin.
+(03:55:06 PM) evands: We would like IMF to handle non-profit donations from our users and hold them in its bank account for our earmarked usage. Any uses of the funds would be entirely administered and the responsibility shouldered by the Adium team member who is conducting the activity.
+(03:55:19 PM) evands: For example, Adium may wish to start an official bounty system. We would organize the bounties and handle any necessary paperwork and organization to distribute the money. Our donations would also go towards our low operating costs (domain names, moistly).
+(03:55:37 PM) evands: What We’ll Provide:
+(03:55:48 PM) evands: The two things which IMF is currently in need of are time and money. We recognize the current cash reserves of IMF are already put together for any administrative needs, so we’re willing to donate both our time and our money.
+(03:55:55 PM) evands: We will place 10% of our donations directly into IMF’s funding, with the remaining 90% reserved for Adium use. If a need arises, of course, IMF may use Adium’s funds for its purposes upon request.
+(03:56:16 PM) evands: Adium currently has approximately $2,000 in donations currently held in Evan Schoenberg’s bank account. These would be transferred into IMF’s account, with $200 going directly towards IMF and the remaining $1,800 reserved for Adium use as described above.
+(03:56:59 PM) markster: would those proceeds be net proceeds after the CC fees etc?
+(03:57:01 PM) evands: Evan Schoenberg is currently a board member of IMF. Zac West also makes himself available to assume responsibilities within IMF as needed.
+(03:57:41 PM) evands: markster: I think that would be most reasonable. CC fees and any other administrative costs would be assessed before allocation of any funds.
+(03:58:12 PM) evands: That concludes the proposal.
+(03:58:36 PM) evands: Are there any questions or concerns?
+(03:59:07 PM) elb: I have concerns, but they are details that I believe we can resolve later
+(03:59:24 PM) seanegan: I am concerned about the 10% rake
+(03:59:27 PM) Luke Schierer: Our current by-laws allow for any board member to spend funds under 2 conditions, a majority vote from the board, and specific approval from the Treasurer. I can see that the board could vote authorizing a $ amount to be spent on goals as determined by a specified group of indvididuals.
+(03:59:28 PM) markdoliner: I'm not sure how I feel about "10% of donations go to IMF." I'm wondering how people feel about removing that requirement and allowing 100% to go to Adium
+(03:59:36 PM) elb: for example, as treasurer, how we arrange for the money to come in and how disbursements are to be handled
+(03:59:59 PM) markster: well presumably when someone contributed they'd contribute to one or the other
+(04:00:04 PM) Luke Schierer: but I'd expect the actual check to be written by a IMF board member, and not that we'd grant a non-board member access to the account
+(04:00:17 PM) markster: besides, don't contributions for pidgin generally help adium (at least if they're core to libprpl)?
+(04:00:35 PM) elb: I don't raise these concerns as things we need to solve now, but simply as things that I think should be defined
+(04:01:03 PM) elb: I have no opinion either way on the 10%, I certainly don't believe it is (or should be) a requirement for the inclusion of Adium
+(04:01:20 PM) evands: Luke Schierer: I think that's very reasonable. We might need to make a separate proposal that at least one board member be an active representative of each organization within the IMF umbrella… but that's a matter of board mechanics which won't be an immediate issue as I have been reelected for the coming year.
+(04:01:50 PM) evands: Speaking for Adium, I appreciate the board's consideration of the 10%; I'll abstain from any vote related to it.
+(04:02:09 PM) seanegan: I move to amend the resolution to remove all specifics about money, specifically everything including after "What we'll provide"
+(04:02:17 PM) Luke Schierer: the 10% makes sense to me given the aspect of IMF acting to shelter projects from things like happened with AOL.
+(04:02:33 PM) markster: one thing we do at digium for our board meetings is we have the "official" board meeting to discuss actual stuff that the board needs to decide on then afterwards have a more free-form business discussion. perhaps we can do that here.
+(04:02:49 PM) markster: that would prevent us from having to decide this now but could allow for free-form discussion about the possibilities
+(04:02:56 PM) Luke Schierer: fair enough
+(04:02:56 PM) elb: that was the intention here
+(04:03:06 PM) evands: That sounds reasonable to me
+(04:03:10 PM) elb: that we would vote to accept Adium under the umbrella, and determine the nature of that relationship later
+(04:03:39 PM) seanegan: Ok, so the resolution at hand is whether or not to accept Adium under the IMF umbrella, specifics of which to be determinted at a later date
+(04:04:07 PM) evands: …which is, in fact, where we started. Which is fine; thank you for the opportunity to get this discussion going and to present the proposal in its original form.
+(04:04:24 PM) evands: I move to a vote on the resolution by seanegan.
+(04:04:33 PM) elb: I second
+(04:04:46 PM) seanegan: All those in favor:
+(04:04:49 PM) markdoliner: aye
+(04:04:50 PM) elb: aye
+(04:04:50 PM) evands: Aye
+(04:04:55 PM) markster: aye
+(04:05:27 PM) Luke Schierer: abstain
+(04:05:43 PM) seanegan: The resolution passes 4-0.
+(04:06:06 PM) seanegan: Item 9 is similar.
+(04:06:38 PM) seanegan: Move to accept Vulture under the Instant Messaging Freedom umbrella, the specifics of which will be determined at a later date
+(04:06:49 PM) elb: I second
+(04:07:02 PM) elb: and I note that John Bailey is an active developer on that project
+(04:07:39 PM) seanegan: All those in favor say aye, those opposed say nay, those abstaining say abstain
+(04:07:44 PM) markdoliner: aye
+(04:07:50 PM) elb: aye
+(04:07:51 PM) Luke Schierer: abstain. I dislike voting on nebulous things.
+(04:07:52 PM) evands: aye
+(04:08:20 PM) markster: i should clarify are we going to vote again when the terms are decided?
+(04:08:40 PM) seanegan: we will vote on specifics over e-mail.
+(04:08:44 PM) elb: markster: as far as I'm concerned, the terms could be to annul the relationship
+(04:08:45 PM) elb: so yes
+(04:08:53 PM) markster: okay great
+(04:09:04 PM) Luke Schierer: I vote aye on proceeding and getting clarification and generally progressing toward accepting Adium and Vulture
+(04:09:24 PM) seanegan: Last time we voted on Adium, we voted to invite them, which may have made more sense for the language this time as well.
+(04:10:22 PM) seanegan: markster: Is "okay great" an aye vote?
+(04:10:33 PM) markster: yes i keep my aye vote from earlier
+(04:10:49 PM) markster: it's just i guess encouraging you to get a more formal proposal for us to decide in a meeting or via e-mail in lieu of a meeting
+(04:11:08 PM) seanegan: So, this is actually a second project we're voting to invite.
+(04:12:38 PM) Luke Schierer: If I've followed the votes, we have enough to aprove motion 8.
+(04:12:55 PM) Luke Schierer: I motion to adjourn.
+(04:13:05 PM) markster: second
+(04:13:24 PM) seanegan: Are there any other questions anyone would like to raise before adjourning?
+(04:13:32 PM) evands: No
+(04:13:35 PM) seanegan: I believe elb had one?
+(04:13:36 PM) elb: I have a request, as mentioned earlier
+(04:13:48 PM) elb: I would like to get together with someone and have them look over our books
+(04:13:49 PM) seanegan: elb: you have the floor
+(04:14:03 PM) elb: any board member may request to see the books at any time, I believe
+(04:14:04 PM) elb: but no one has
+(04:14:11 PM) markster: elb: i can ask our controller to look at them
+(04:14:20 PM) elb: thsi can be taken care of offline, but I want to toss that out there
+(04:14:33 PM) markster: i assume you want someone skilled in accounting?
+(04:14:41 PM) Luke Schierer: Where are you currently elb? Still in Indiana?
+(04:14:43 PM) elb: markster: that would be appreciated, I probably have some things I have to get around first
+(04:14:48 PM) elb: markster: ideally
+(04:14:55 PM) elb: but mostly, I just want to make sure someoen else has seen all this
+(04:15:01 PM) elb: Luke Schierer: correct
+(04:15:22 PM) markdoliner: I think that's a good iea
+(04:15:27 PM) markster: elb: i can arrange for our controller to look at them i think
+(04:15:30 PM) markster: contact me offline
+(04:15:37 PM) elb: markster: OK, thank you
+(04:15:50 PM) elb: seanegan: that's all I had
+(04:15:55 PM) seanegan: Thank you. Any other questions?
+(04:15:57 PM) Luke Schierer: Oh, that reminds me. in writing up the minutes, I noted that I am apparently supposed to keep a list of all board members' addresses. This is naturally not something we want published, so please email me addresses directly to my email address, [lschiere@imfreedom.org](mailto:lschiere@imfreedom.org)
+(04:16:15 PM) seanegan: thank you, Luke.
+(04:16:17 PM) markdoliner: seanegan: No other questions from me
+(04:16:50 PM) seanegan: In that case, I move to adjourn again
+(04:16:55 PM) Luke Schierer: seconded
+(04:17:22 PM) seanegan: all those in favor of adjourning say aye. All opposed say nay
+(04:17:25 PM) Luke Schierer: aye
+(04:17:25 PM) markdoliner: aye
+(04:17:28 PM) markster: aye
+(04:17:30 PM) elb: aye
+(04:17:31 PM) evands: aye
+(04:17:34 PM) seanegan: The meeting is adjourned.
+(04:17:43 PM) elb: thanks all
+(04:17:47 PM) **markster left the room.**
+(04:17:47 PM) seanegan: I'll follow up with the appropriate people on the action items.
+(04:17:50 PM) seanegan: Thanks for coming
+(04:17:55 PM) markdoliner: Thanks for having us
+(04:18:03 PM) seanegan: I'm legally required to
\ No newline at end of file
--- a/hugo/data/meetings.json Mon Jun 17 21:35:50 2019 -0500
+++ b/hugo/data/meetings.json Mon Jun 17 22:00:38 2019 -0500
