path: root/2008/031608.txt

[14:00]  <NeddySeagoon> lets start
[14:00]  <NeddySeagoon> Roll Call ...
[14:00]  <Dr_Who> groovy
[14:00]  <Dr_Who> tgall here
[14:00]  <fmccor> Here
[14:00]  * wltjr is present
[14:00]  <NeddySeagoon> tsunam, ...
[14:01]  <wltjr> it's noon out west, so either asleep or at the weekly bay area crew's BBQ if they are still having those :)
[14:01]  <NeddySeagoon> We'll continue anyway ... the agenda is at http://xrl.us/bg25p
[14:01]  <Dr_Who> yup .. least we have quorum
[14:01]  <Dr_Who> NeddySeagoon, do you want a motion ?
[14:02]  * vln (n=v1n@unaffiliated/vln) has joined #gentoo-trustees
[14:02]  * omsai is here
[14:02]  <NeddySeagoon> Dr_Who, I was just going to run through the agenda ... its been posted 2 weeks and no emails.
[14:02]  <NeddySeagoon> 1. Introductions
[14:03]  * fmccor looks for tsunam's contact info
[14:04]  <NeddySeagoon> You can read about me http://dev.gentoo.org/~neddyseagoon/docs/manifesto.xml  thats my election manifesto
[14:05]  <NeddySeagoon> I'm not going to paste to the channel unless there is some demand for it
[14:05]  <Dr_Who> have to find the link with my intro / anifesto
[14:05]  * wltjr points to his http://dev.gentoo.org/~wltjr/manifestos/2008_gentoo_board_of_trustees.xml (out of laziness)
[14:05]  <Dr_Who> it's on the election page if anyone is curious
[14:06]  * shpaq (i=shpaq@gentoo/user/shpaq) has joined #gentoo-trustees
[14:06]  * fmccor points to his note accepting nomination
[14:07]  <NeddySeagoon> Dr_Who, thats http://www.gentoo.org/proj/en/elections/foundation-200802.xml
[14:07]  <fmccor> Also linked from elections page.
[14:08]  <NeddySeagoon> I can't find anything for tsunam 
[14:08]  <NeddySeagoon> fmccor, did you contact tsunam  ?
[14:08]  <fmccor> NeddySeagoon, I can't find a contact for him.
[14:08]  <Dr_Who> thought he had sent that via email
[14:08]  * wltjr calls Josh
[14:08]  <fmccor> So did I, but I don't see it.
[14:08]  <NeddySeagoon> thanks ...
[14:09]  <wltjr> fmccor: Subject: Records, etc. 
[14:09]  <wltjr> voicemail
[14:09]  <NeddySeagoon> ok .. we tried
[14:10]  <NeddySeagoon> Any more Introductions ?
[14:10]  <wltjr> left a vm, he is mia, I think bailed to Mexico via Gentoo funds :)
[14:10]  * Ken69267 (n=Ken69267@gentoo/developer/ken69267) has joined #gentoo-trustees
[14:10]  <NeddySeagoon> Item 2 Vote of Thanks to Outgoing Trustees
[14:10]  <Dr_Who> well lets hope not
[14:11]  * welp (n=welp@gentoo/developer/colchester-lug.welp) has joined #gentoo-trustees
[14:11]  * simple (n=simple@d226-31-5.home.cgocable.net) has joined #gentoo-trustees
[14:11]  * DrEeevil (i=dreeevil@gentoo/user/bonsaikitten) has joined #gentoo-trustees
[14:11]  <welp> DrEeevil: u2slow
[14:11]  <NeddySeagoon> I would like to propose a vote of thanks to the outgoing trustees and everyone who has helped to get the Gentoo Foundation off the ground.
[14:11]  <DrEeevil> I r
[14:12]  <Dr_Who> motion to acknowledge and deeply thank past trustees, and especially call out g2boojum for his help as we ste into our new roles
[14:12]  * simple has quit (Client Quit)
[14:12]  <fmccor> Second
[14:12]  * Tatsh (n=Tatsh_zz@c-76-19-124-178.hsd1.ma.comcast.net) has joined #gentoo-trustees
[14:12]  <Dr_Who> NeddySeagoon, least i presume we're using parliamentary procedure...
[14:13]  <fmccor> And I vote for it.
[14:13]  * wltjr votes Yeah
[14:13]  <Dr_Who> i vote : yea
[14:13]  <NeddySeagoon> Carried
[14:13]  <tsunam> ^^^ for some reason thought it was 20:00 not 19:00
[14:13]  <tsunam> for the meeting
[14:13]  <welp> tsunam: you fail.
[14:13]  * welp hides
[14:13]  <tsunam> welp: meh probably
[14:13]  <Dr_Who> hey tsunam 
[14:13]  * fragalot beams at welp and tells him to behave.
[14:14]  <welp> tsunam: probably due to the council meetings being at 20:00
[14:14]  <wltjr> tsunam: time wasn't mentioned in email, I think just on agenda page
[14:14]  <welp> fragalot: ;)
[14:14]  <NeddySeagoon> tsunam, we have done item 1 and 2 ... would you like to say a few words of introduction
[14:14]  <fmccor> It was in the email as a proposal.
[14:14]  <welp> Ken69267: you suck
[14:14]  <welp> ok, /me stfu
[14:14]  * omsai shusses audience
[14:14]  <Tatsh> so
[14:15]  <Tatsh> what is going to be spoken of?
[14:15]  <tsunam> NeddySeagoon: nothing really...most people are aware of me, if they are not. I've been around the foundation/trustee's for quite a while and poked at them for long enough to try and get things accomplished so
[14:15]  * Dr_Who points at topic for agenda
[14:15]  <welp> Tatsh: http://xrl.us/bg25p
[14:15]  <wltjr> fmccor: this is what I was referring to http://archives.gentoo.org/gentoo-nfp/msg_aa974a35dbb46f4b2d49f8ad1466eb31.xml
[14:15]  <NeddySeagoon> Tatsh, The agenda in in /topic
[14:15]  * vladms (n=vladms@200-112-dyn.ipact.nl) has joined #gentoo-trustees
[14:15]  <wltjr> fmccor: I think the other with time might have been internal amongst us
[14:16]  <NeddySeagoon> tsunam, thats very true - thanks
[14:16]  <Dr_Who> NeddySeagoon, item 3?
[14:16]  <NeddySeagoon> Item 3 Announcement of Office Holders
[14:16]  <Tatsh> well brb
[14:16]  <wltjr> tsunam: you just didn't write a manifesto ;) we all diverted to that for our intros
[14:16]  <NeddySeagoon> We decided the following :-
[14:16]  <NeddySeagoon> Roy Bamford (NeddySeagoon) President
[14:16]  <NeddySeagoon> Ferris McCormick (fmccor) - Vice President
[14:16]  <NeddySeagoon> Joshua Jackson (tsunam) - Treasurer
[14:16]  <NeddySeagoon> Tom Gall (tgall) - Secretary
[14:16]  <NeddySeagoon> William L. Thomson Jr. (wltjr) - Director
[14:17]  <Dr_Who> NeddySeagoon, i believe since ths is our first forma meeting, we do need motion and vote to approve that
[14:17]  * Tatsh has quit (Remote closed the connection)
[14:17]  <Dr_Who> which I so move :-)
[14:17]  <fmccor> So moved.
[14:17]  <welp> wait, who's Dr_Who and why does he have ops?
[14:17]  <NeddySeagoon> Dr_Who, It can't be a formal meeting - its open to members of the public ... but I don't mind a vote 
[14:17]   welp wltjr
[14:17]  <Dr_Who> welp, Im tgall
[14:17]  <wltjr> welp: tgall
[14:17]  <fmccor> welp, tgall
[14:17]  <Dr_Who> I'm on my lappy ...
[14:17]  <welp> oh, ok, that clears that up
[14:18]  <NeddySeagoon> We agreed to be as transparent as possible ..
[14:18]  <Dr_Who> indeed
[14:18]  <wltjr> Dr_Who: and playing pappy :)
[14:18]  <tsunam> it would be a vote by the foundation...not an open vote however...
[14:19]  <Dr_Who> it's a great slate of folks and i think we all look forward to performing our respective roles
[14:19]  <wltjr> tsunam: yeah we did a mini one before you showed up for a vote of thanks to past trustees
[14:19]  <NeddySeagoon> tsunam, Even that is not needed for officers ... just the 5 of us
[14:19]  <Dr_Who> tsunam, correct
[14:19]  <Dr_Who> tsunam, which is what i meant ... and by formal meeting I mean a meeting of the 5 of us 
[14:19]  <tsunam> k
[14:19]  <NeddySeagoon> Now we get to the interesting bits ..
[14:20]  <Dr_Who> point of order .. we have a motion on the floor
[14:20]  * wltjr seconds the motion
[14:20]  * NeddySeagoon is in favour
[14:20]  <tsunam> no need to second a point of order *laughs*
[14:20]  * wltjr votes Yeah
[14:20]  * fmccor votes yes
[14:20]  * Dr_Who votes yea
[14:21]  * tsunam checks yes
[14:21]  <NeddySeagoon> Unanimous 
[14:21]  <NeddySeagoon> Item 4 Plan For the Future (With Approx Timescales) 
[14:21]  * arachnist (i=arachnis@paludis/monkey/arachnist) has joined #gentoo-trustees
[14:21]  * omsai leans forward in his seat
[14:21]  * fmccor notes that4 includes 5 & 6, really.
[14:21]  <welp> omsai: stop blocking my view!
[14:22]  <NeddySeagoon> fmccor, true
[14:22]  <tsunam> Well I can start with financial related materials if we'd like first
[14:22]  * omsai points at the overhead chat tv-screen
[14:22]  <wltjr> update bylaws, compliance with state, fed, establish bank account, other business, ~2 months time frame for all
[14:22]  <NeddySeagoon> tsunam, yes please ... I've lost moy notes
[14:22]  <tsunam> heh
[14:22]  <wltjr> locate and retain accountaint/registered agent, seek legal council on current legal/filing situation
[14:23]  <Dr_Who> sounds good tsunam 
[14:23]  <tsunam> I put out some calls to various banks of friday
[14:23]  <tsunam> So far I've contacted bankofamerica, washington mutual, wells fargo, comerica, citibank
[14:23]  <wltjr> tsunam: any chances of establishing before correcting legal or is that a blocker?
[14:23]  <tsunam> of those, washington mutual does not deal with international at all so its eliminated
[14:23]  <tsunam> its a legal blocker
[14:24]  <tsunam> as its not a personal account...
[14:24]  <wltjr> tsunam: do we need to be concerned with international atm? couldn't that flow through PayPal?
[14:24]  <tsunam> As well for a business, there is background related materials for the group, and the person who is the treasurer as well.
[14:24]  <wltjr> tsunam: sure, just wasn't sure if you have made it to the requirements point with any
[14:24]  <Dr_Who> it would seem we have to face international at some point .. might as well do it from the start
[14:24]  <tsunam> wltjr: currently yes, however not everyone likes paypal, and being able to have people do wire transfers might be beneficial
[14:25]  <Dr_Who> tsunam, any outlook on costs vs service from what you saw ?
[14:25]  <tsunam> wltjr: as well...it would allow us to do wire transfers from our bank to other members who've spent money on behalf of the foundation
[14:25]  <wltjr> international will be like Citi, Chase, HSBC, etc
[14:25]  <tsunam> Dr_Who: citibank was the most knowledgeable
[14:25]  <wltjr> tsunam: we should be able to do wire transfers via western union worse case
[14:25]  <Dr_Who> tsunam, how about from a cost perspective ?
[14:26]  <tsunam> they have a service for sending money in euro's for example 
[14:26]  <wltjr> but I don't believe western union offers any banking solutions
[14:26]  <tsunam> Dr_Who: unfortunately I was not able to get a true cost perspective due to the fact that I did not have all information available as well
[14:26]  <wltjr> tsunam: Citi is internationally owned, Kindom Holding Group, Saudi's, so likely best international support
[14:26]  <wltjr> tsunam: short of like Chase, now owned by J.P. Morgan
[14:27]  <Dr_Who> sounds like a good prospect !
[14:27]  <tsunam> citibank as well...depending on what kind of organization we incorporate as (llc etc..)
[14:27]  <tsunam> has different accounts that are beneficial to us
[14:27]  <Dr_Who> sounds good
[14:27]  <tsunam> including interest based checking accounts potentially
[14:27]  <wltjr> tsunam: I think wrt to sending money internationally we can get by with PayPal and Western Union, not sure we need that to be part of actual banking solution
[14:28]  <tsunam> I will contact chase and hsbc next week
[14:28]  <wltjr> tsunam: now that would be ideal, as we should keep a min balance to satisfy the min requirements
[14:28]  <NeddySeagoon> tsunam, Right now we don't have a bank ... whats stopping us getting one and how/when can it be fixed ?
[14:28]  <wltjr> tsunam: interest barring for sure IMHO
[14:28]  <tsunam> I would prefer to keep a minimum ammount in the paypal account
[14:45]  * Tatsh (n=Tatsh_zz@c-76-19-124-178.hsd1.ma.comcast.net) has joined #gentoo-trustees
[14:45]  <tsunam> Dr_Who: not as far as I'm aware
[14:45]  <fmccor> Dr_Who, We have Articles of Incorporation and a Certificate of Incorporation Number.
[14:46]  <wltjr> Dr_Who: till 08, 990 wasn't required unless you had a certain amount of anual revenue
[14:46]  <Dr_Who> fmccor: yes I know ...
[14:46]  <Dr_Who> wltjr, that's not my understanding .. but for this conversation ... not important'
[14:46]  <wltjr> registered agents in NM seem cheap and readily available
[14:46]  <tsunam> wltjr: ~100 bucks
[14:46]  <tsunam> for the year
[14:46]  <wltjr> Dr_Who: it was in one of the documents I provided from IRS, i was reading it
[14:47]  <Dr_Who> wltjr, so for next meeting on the registration agent will you come back with a specific proposal then ?
[14:47]  <wltjr> tsunam: yep, not sure what other services they provide, some also provide filing services
[14:47]  <wltjr> seems like we should find an agent that can deal with the filings as well :) then we just modify bylaws, provide, they review, submit, etc, we pay
[14:47]  <tsunam> wltjr: they act as the business location for the organization. Take messages from the state...pass them to us. If someone was to call and ask for a listing of members they'd give them
[14:47]  <fmccor> wltjr, I'd suggest not waiting a month for this.
[14:48]  <tsunam> wltjr: there's not a whole lot fo them to do quite honestly
[14:48]  <Dr_Who> fmccor: it's an expenditure of money ... it needs approval
[14:48]  <fmccor> We can do that any time.
[14:48]  <NeddySeagoon> wltjr, they paying could be delayed if all our funds are in a cheque and we don't have a bank account ... its a little circular
[14:48]  <Dr_Who> yes... nothing saying we can't get together in 2 weeks or when wltjr has someting for us to act on
[14:48]  <wltjr> fmccor: I agree, and seeing how NeddySeagoon is out of US, feel like shopping around for a registered agent in NM? being our VP ? :)
[14:48]  * tsunam is looking over form 990
[14:49]  <wltjr> NeddySeagoon: no, we can do out of pocket, or use PayPal checks :)
[14:49]  <NeddySeagoon> wltjr, ok.
[14:49]  <tsunam> wltjr: you rely far too heavily on paypal for my likes
[14:49]  <wltjr> NeddySeagoon: tsunam has access to our PayPal account, and it likely has enough funds to cover our restablishement
[14:49]  <tsunam> It does
[14:49]  <wltjr> tsunam: it's a crutch for now, but it's a really good way to send $ for an organization like ours
[14:50]  <Dr_Who> right ...  but let's have a specific proposal from wltjr with an agent...   
[14:50]  <tsunam> there are fee's associated with sending checks via it, so I'd rather pay out of my pocket and request being reimburst
[14:50]  <Dr_Who> we can worry about how to pay for it once we have that to act on
[14:50]  <wltjr> tsunam: I agree we should have a bank account, and not normally a fan of PayPal, but it's pretty ideal here, short of like Western Union or etc, which offers similar services
[14:50]  <NeddySeagoon> and costs ... so we can approve the expendature or not
[14:50]  <fmccor> This goes in steps.  Right now, our agent is drobbins, and that stays until we are reestablished.  Then we can change agents easily.
[14:50]  <wltjr> tsunam: sure, that's entirely up to you :)
[14:50]  <tsunam> wltjr: that is true but the kind of money we have in it...bothers me
[14:50]  <Dr_Who> NeddySeagoon, exactly
[14:51]  <wltjr> tsunam: agreed, and only benefitting them for the most part
[14:51]  <NeddySeagoon> tsunam, too much or too little ?
[14:51]  <wltjr> tsunam: I am not saying we should keep a balance there, just use it when needed :)
[14:51]  <tsunam> NeddySeagoon: too much
[14:51]  <wltjr> tsunam: they might offer some banking/interest solutions options, might want to give them a call as well
[14:51]  <tsunam> wltjr: I have no problem keeping a balance there, but it will take quite a while to draw funds from it to our bank account when it goes there. I'll bring that up after the bank account is established
[14:51]  <wltjr> fmccor: so feel like shopping around for a registered agent?
[14:52]  <wltjr> fmccor: they might refer us to an accountant, or offer those services as well, and that would be ideal
[14:52]  <wltjr> seems allot of registered agents deal with the filings, which would help us get things strait sooner rather than later
[14:52]  <Dr_Who> tsunam, yes nce we have the new account, we basically should just use paypal as a small slush fund with a goal to keep it at a certain balance ... like say $500
[14:53]  <tsunam> Dr_Who: correct
[14:53]  <tsunam> I will be working on our back quarterly reports as well...
[14:53]  <tsunam> as I can do that at least from the paypal history
[14:53]  <fmccor> wltjr, It'd take me some time, because I have 0 contacts in NM.  
[14:54]  <NeddySeagoon> tsunam, I was going to ask about that ... what shape are the financial records in that you inherited
[14:54]  <tsunam> fmccor: might be worthwhile to talk to Daniel Robbins and see about some of his contacts there
[14:54]  <tsunam> NeddySeagoon: 2 years overdue =)
[14:54]  <wltjr> fmccor: I am just googling, but seems like there is lots of potential
[14:54]  <wltjr> fmccor: it's a randmon let your fingers do the walking kind of thing
[14:54]  <Dr_Who> wltjr, fmccor: how about you two take that off line ?
[14:54]  <NeddySeagoon> fmccor, drobbins has a vested interest in helping get his name off the paperwork.
[14:55]  <tsunam> NeddySeagoon: I'm sure there will be things missed/unaccounted for. However I will try and match the balances as closely as possible and see if I can find where any missing money might of gone to.
[14:55]  <fmccor> NeddySeagoon, unless he wants to keep it on.
[14:55]  <NeddySeagoon> tsunam, or come from :)
[14:55]  <tsunam> NeddySeagoon: correct
[14:55]  <NeddySeagoon> fmccor, thats not a problem either ...
[14:55]  <fmccor> Right.
[14:55]  * vladms has quit ("Leaving")
[14:56]  <fmccor> Because right now he is our agent.
[14:56]  <wltjr> Dr_Who: we can, but best to be as transparent as possible
[14:56]  <Dr_Who> yes ... you two have to come back with a proposal anyway ....
[14:56]  <wltjr> FYI, it seems allot of the registered agent companies also provide other servies, like counseling :)
[14:57]  <tsunam> I would suggest contacting a few about probono for the "other" services
[14:57]  <NeddySeagoon> fmccor, you are going to call drobbins then ?   He may know why we chose the 501 ... we did too
[14:57]  <fmccor> NeddySeagoon, He's usually on IRC in #gentoo-dev or can be reached by email.  If I have to call him, I'll have to chase down a contact.
[14:58]  <wltjr> these guys look promising http://www.bizfilings.com/
[14:58]  <fmccor> NeddySeagoon, One way or the other, I'll speak with him.
[14:58]  <wltjr> NeddySeagoon: it looks like many registered agents could help with providing info on 501c stuff
[14:58]  <NeddySeagoon> fmccor, Sorry - contact, in any way you like
[14:58]  <wltjr> because these companies are just registered agents :)
[14:59]  <NeddySeagoon> wltjr, fine ... audition a few
[14:59]  <fmccor> NeddySeagoon, And since drobbins is our agent at the moment, as a courtesy we need to speak with him before changing anyway.
[14:59]  <Dr_Who> I'm sure most of them don't work iwth non profit community driven linux distros ;-)
[14:59]  <wltjr> NeddySeagoon: I can, but really these are core tasks, best to be done by those with a ranking position
[14:59]  <wltjr> Dr_Who: I am not sure those details really matter
[15:00]  <NeddySeagoon> fmccor, yes thats for sure.  We do not want to reincorporate with his name on the paperwork without his agreement
[15:00]  <Dr_Who> they do ... or you'll end up doing alot of explaining potentially
[15:00]  <wltjr> when we re-file, we need to see about getting our names on file
[15:00]  <wltjr> then it should just be a matter of changing the filing each year as part of anual report
[15:00]  <fmccor> We have to.  We are reinstating, and our Articles are on file and the name him
[15:01]  <fmccor> I think we have to be active before changing agents.
[15:01]  <NeddySeagoon> fmccor, thats something to clarifiy
[15:01]  <wltjr> Dr_Who: they will care up to the point of being able to classify the entity, once they can classify us, they treat us like any other business with that classification
[15:01]  <fmccor> The paperwork Grant sent in last July names him as our agent.
[15:01]  <tsunam> basically after we're back good
[15:02]  <wltjr> fmccor: pretty sure not, I believe we can update the info as we reinstate
[15:02]  <tsunam> we can change and remove daniel from the president role etc...its filing some paperwork
[15:02]  <wltjr> tsunam: yes part of anual filing, but when we reinstate, we will be basically doing that
[15:02]  <Dr_Who> we winding down on that one then?
[15:02]  <fmccor> First priority is to get reinstated.
[15:02]  <NeddySeagoon> Looks like it ...
[15:02]  <Dr_Who> exactly
[15:03]  <fmccor> Then we can act as required.
[15:03]  <NeddySeagoon> Thats covered Items 5 and 6 in there too
[15:03]  <fmccor> In parallel we can work bylaws, and I have a couple clarifications on that.
[15:03]  <wltjr> yes but properly, and if we go reinstating an entity with like say g2boojum  still being on file, we might need his signature to remove or something
[15:03]  <fmccor> wltjr, No.
[15:04]  <fmccor> Then the bylaws and statutes kick in.
[15:04]  <tsunam> which need to be approved
[15:04]  <fmccor> Everything we do depends on the bylaws, so long as they are consistent with the statutes.
[15:04]  <wltjr> we really need to get in touch with people that do this day in and day out
[15:04]  <fmccor> They are approved by us.
[15:04]  <NeddySeagoon> tsunam, before we send the paperwork in
[15:05]  <tsunam> NeddySeagoon: they've been in "waiting state" for 4 years :-P
[15:05]  <Dr_Who> ok .. so one homework item I think we have is to examine, propose (what if any) changes and then vote on the bylaws .. which I would suggest would be an item for the next meeting
[15:05]  <fmccor> Because they spell out membership requirements, and so on.
[15:05]  <Dr_Who> which again I'd like in 2 weeks
[15:05]  <tsunam> I'd say for now 2 weeks would be a good time period to keep stuff moving forward
[15:05]  <tsunam> as there's quite a bit to do right now
[15:06]  <Dr_Who> yup
[15:06]  <Dr_Who> we won't get it all done by the universal two week constant .. but we should see progress!
[15:06]  <NeddySeagoon> Dr_Who, we need to ensure the bylaws support the statuats, not contradict them - can we do that without legal help ?
[15:06]  <fmccor> NeddySeagoon, Yes.
[15:07]  <Dr_Who> NeddySeagoon, one characteristic we will want I'm sure is a reasonable process for modification of the bylaws 
[15:07]  <Dr_Who> NeddySeagoon, but yes I agree that having a legal read as we modify / file will be necesary
[15:08]  <NeddySeagoon> Dr_Who, yep.  There are a few oddities in there just now - but its not for this meeting
[15:08]  <fmccor> Mostly the statutes defer to the bylaws, and the bylaws call out such things as (1) who are the members of the Foundation; (2) what officers does the Foundation have; (3) Qualifications to serve as a Trustee, ...
[15:08]  * emery (n=emery@12-214-38-160.client.mchsi.com) has joined #gentoo-trustees
[15:08]  <tsunam> guidelines for how the foundaition is run...
[15:08]  <fmccor> Yes.
[15:08]  <Dr_Who> yeah .. and I don't think we're going for 100 pages of bylaws
[15:08]  <NeddySeagoon> Any more on the bylaws ... ?
[15:08]  <NeddySeagoon> tsunam, I understand
[15:08]  <tsunam> lol
[15:08]  <tsunam> Dr_Who: I hope not
[15:09]  <Dr_Who> gentoo documentation .. yes ... bylaws no :-)
[15:09]  <fmccor> To quote NM statutes:  The bylaws may contain any provisions for the regulation and management
[15:09]  <fmccor> of the affairs of a corporation not inconsistent with law or the
[15:09]  <fmccor> articles of incorporation.
[15:09]  <Dr_Who> good quote!
[15:09]  <Dr_Who> next item then?
[15:09]  <NeddySeagoon> Agenda Item 7 Any Other Business ..
[15:09]  <fmccor> Bylaws should be 2 or 3 pages at most.
[15:10]  * Dr_Who doesn't have other business
[15:10]  <NeddySeagoon> fmccor, ?
[15:10]  <NeddySeagoon> tsunam,  AOB ?
[15:10]  <tsunam> AOB?
[15:10]  <fmccor> Just one further comment on bylaws
[15:10]  <tsunam> oh
[15:10]  <tsunam> any other business..
[15:11]  <tsunam> nope not from me
[15:11]  <NeddySeagoon> Any Other Business
[15:11]  <NeddySeagoon> fmccor, On you go
[15:12]  <NeddySeagoon> wltjr, AOB ?
[15:12]  <fmccor> The proposal on the foundations page mostly needs the Members section (IV) rewritten, because it bears no resemblence to what we do.
[15:12]  <wltjr> NeddySeagoon: not beyond more on the above ;)
[15:12]  * wltjr thinks we should tap the community wrt to registered agent/accountant
[15:12]  <fmccor> Otherwise, it's pretty much boilerplate, and can be made to fit our specifics.
[15:13]  <NeddySeagoon> fmccor, does it contracdit what we do ?
[15:13]  <fmccor> wltjr, Now, that is a good idea. 
[15:13]  <wltjr> if we don't have any referrals, maybe someone in our community does, not sure if we should do a PR piece or  GMN item
[15:13]  <NeddySeagoon> I have one item ... how can we get more help ?
[15:13]  <NeddySeagoon> There is a lot to do and just the 5 of us ...
[15:14]  <wltjr> but basically a call for help/referrals, on accountant/agent, and seems like any agent, can provide filing services, so we dial in bylaws, find an agent, and can pay them for the filing
[15:14]  <fmccor> NeddySeagoon, Membership?  Yes.  We don't admit members by application.  Our members are certain developers or people who have voted for trustee in the past.
[15:14]  <tsunam> NeddySeagoon: it seems like a lot...but really isn't 
[15:14]  * jokey (n=jokey@gentoo/developer/jokey) has joined #gentoo-trustees
[15:14]  <tsunam> currently memebers are:
[15:14]  <tsunam> Developers who've been developers over a year 
[15:14]  <fmccor> NeddySeagoon, Bylaws will spell out how many trustees there are.
[15:14]  <tsunam> they automatically get put in...
[15:15]  <tsunam> and former developers
[15:15]  <tsunam> I believe up to a year afterwords 
[15:15]  <tsunam> I'd have to review that part again
[15:15]  <tsunam> been a while since I last read them
[15:15]  <NeddySeagoon> tsunam, We are discovering what it is we don't know, thats good but I have a feeling that are a lot of unknows we don't even realise ... like an iceberg
[15:15]  <wltjr> NeddySeagoon: yes, that's why we need to retain those that do know ASAP
[15:15]  <tsunam> NeddySeagoon: technically we're supossed to have a lot of infomation about our members
[15:16]  <wltjr> the only thing we would need a lawyer for would be to review our articles IMHO
[15:16]  <NeddySeagoon> tsunam, I know, but we dont.
[15:16]  <tsunam> NeddySeagoon: yes I know
[15:16]  <wltjr> beyond that the rest can be done by an accountant and/or registered agent, wrt to NM and Fed filings
[15:16]  <fmccor> wltjr, That happened when they were put together --- drobbons's lawyer helped, I believe.
[15:16]  <Dr_Who> yeah that's one thing where traditional corp be it stock holders investors or whatever are typcailly more than an irc nick 
[15:17]  <fmccor> tsunam, All we need is a name and a way to contact them, I think.
[15:17]  <tsunam> fmccor: correct
[15:17]  <NeddySeagoon> The NM statuats don't like virtual corporations 
[15:17]  <wltjr> fmccor: yeah, and I think we would only need them if at all for a review, not really beyond that, unless we want ot pay someone to write our bylaws, etc :)
[15:17]  <Dr_Who> byt we do have the copyright assignment document ... so we do have something instrument wise there
[15:17]  <tsunam> that's the base requirements I believe
[15:17]  <fmccor> As long as they are on file with the agent and we can contact them when we need to, that should be enough.
[15:18]  <tsunam> I'll reread that section of the bylaws
[15:18]  <NeddySeagoon> Hmm ... that doesn't seem so bad ... if thats all we need to get us back on the rails
[15:18]  <Dr_Who> yup .. .good things for deeper discussion on a different day
[15:18]  <tsunam> NeddySeagoon: exactly
[15:19]  <NeddySeagoon> Any more AoB ?
[15:19]  <NeddySeagoon> Agenda Item 8  Open Floor
[15:20]  * crimethinker watches everyone fall through the open floor
[15:20]  * NeddySeagoon notes that there are 40 nicks
[15:20]  <omsai> trustees: I'm interested in contributing to the financial health of Gentoo, but there's no breakdown of where the money goes...
[15:20]  <omsai> there's just a paypal link
[15:20]  <NeddySeagoon> tsunam, one for you ..
[15:20]  <wltjr> omsai: hang tight, we have more $ than we need atm
[15:20]  <Dr_Who> omsai, as well start to establish reporting ... you'll see progress
[15:21]  <tsunam> omsai: correct, we have no budget nor have ever had one. Currently the money isn't being used to its full effective use
[15:21]  * Tatsh has quit (Read error: 110 (Connection timed out))
[15:21]  <wltjr> omsai: we will be forming a budget, and getting our act there at some point
[15:21]  <omsai> could the budget be posted publically?  It would reassure the rest of us after the February "Crisis"
[15:21]  <wltjr> I need to get out that questionaire/survey for existing sponsors contributors, i will draft up a txt file and either upload it some where, or attach when I sent out the emails
[15:22]  <tsunam> omsai: absolutely, there is no reason it should not be public
[15:22]  <crimethinker> emerge gentoo-budget
[15:22]  <wltjr> omsai: everything we do will be publically available
[15:22]  <fmccor> omsai, Such documents must be publically available (by law if for no other reason).
[15:22]  <wltjr> omsai: their never was a crisis, things were blown out of proportion by certain parties :)
[15:22]  <omsai> wltjr: fmccor glad to hear it
[15:22]  <NeddySeagoon> omsai, we are required to file returns, which will be publicly available, so should the budget be
[15:23]  <omsai> wltjr: I know, I know... it was a publicity stunt by someone ;)
[15:23]  <fmccor> omsai, Everything like that must be on file with our agent if nothing else.
[15:23]  <tsunam> omsai: want to thank you for the concern though, as you can see we're trying to get onto a good straight track with this group of trustee's. Hopefully it will happen within the next 2 months that we're ack in good legal standing and can move forward with the true goals of the foundation
[15:23]  <wltjr> omsai: FYI I brought the issues up early in January internally, because I knew they would be misperceived by others, which is exactly what happened when info accidentally leaked
[15:23]  <moozphat> lol, emerge --unmerge crisis
[15:24]  <DrEeevil> moozphat: you shouldn't install games ;)
[15:24]  <shpaq> trusstes: i was wondering if there's any chance to become a foundation member without being a developer
[15:24]  <wltjr> omsai: out of curiousity, what type of a donation are you thinking of? not in details but in concept, do you consider it a contribution or investment?
[15:24]  <tsunam> shpaq: currently at this time no, the bylaws do not allow that
[15:24]  <omsai> trustees: thank you, that addresses my concern
[15:24]  <NeddySeagoon> shpaq, Not at the moment - we would need to chaneg the bylaws for that
[15:24]  <omsai> wltjr: well it's on 2 levels
[15:24]  <wltjr> omsai: we have been discussing a bit to go 501c3 vs 501c6, to allow donations to be written off as charitable contributions
[15:25]  <fmccor> shpaq, Not at the moment, but if you have a proposal we can address it.  One part of the "crisis" is that we don't have official bylaws.
[15:25]  <omsai> wltjr: ordinarily it would the same amount as I would pay or a competing OS - $130
[15:25]  <crimethinker> Don't forget to donate to the FSF, too.
[15:25]  <omsai> wltjr: ...at the moment I don't have any business interest, just desktop use
[15:25]  * Tatsh (n=Tatsh_zz@c-76-19-124-178.hsd1.ma.comcast.net) has joined #gentoo-trustees
[15:25]  <wltjr> omsai: would you be doing that so you could get a write off? or just to help gentoo as a way of giving back
[15:26]  <NeddySeagoon> shpaq, Its something that I want the trustees to discuss but I cannot anticipate the outcome
[15:26]  <omsai> wltjr: to help Gentoo.  $130 won't be much of a write off
[15:26]  <Dr_Who> yes .. we have a few questions yet and want to make sure that we follow the tax laws
[15:26]  <wltjr> omsai: basically trying to determine how many of our contributors are doing so for write off purposes, as a 501c3 would benefit them there, and possible encourage that
[15:26]  <Dr_Who> omsai, it adds up tho
[15:26]  <tsunam> wltjr: I'll have numbers for you by next meeting
[15:27]  <tsunam> wltjr: as to our number of contributors who are private citizens 
[15:27]  <wltjr> tsunam: wrt? I still need to get you info  :)
[15:27]  <shpaq> it would be nice to discuss it and allow non-developers to become a foundation's members
[15:27]  <tsunam> I can't tell you us/international though
[15:27]  <wltjr> tsunam: ah ok, I won't be going there, I will only be hitting up businesses I suspect
[15:27]  <omsai> Dr_Who: but only in the US if I'm not mistaken
[15:27]  <tsunam> wltjr: I have 2 years of donations to paypal to account for
[15:27]  <wltjr> tsunam: wrt to our existing sponsors, like GNi, etc
[15:27]  <shpaq> i understand it needs some bylaws changes?
[15:27]  <wltjr> tsunam: and none of them can write that off
[15:27]  <NeddySeagoon> shpaq, Agreed but its for after the foundation is back in good standing in New Mexico and with the IRS
[15:28]  <fmccor> shpaq, We don't have official bylaws.
[15:28]  <tsunam> that's one of the problems
[15:28]  <fmccor> That's one of out problems.
[15:28]  <wltjr> I am not sure if this round of bylaws changes we will be looking to do any major changes like opening up membership
[15:28]  <fmccor> No.
[15:29]  <wltjr> that would be ideal, but not sure we want stuff like that, holding back other legal things that need to be taken care of
[15:29]  <tsunam> definitely not
[15:29]  <fmccor> I think we'll make them conform to what we do now, then step back and amend them as makes sense.
[15:29]  <wltjr> that's more for later one, once we have our house in order, and have recovered from that :)
[15:29]  <Dr_Who> but for certain ... I think we all feel the pressure to get bylaws in place soon
[15:29]  <Dr_Who> but tempered with legal realities that need to  be reflect in those bylaws
[15:30]  <fmccor> Yes, because we can't act without them much.
[15:30]  <crimethinker> Forgive me for not reading all the scroll, but doesn't it mean someone simply needs to write the bylaws and propose them to the group?
[15:30]  <Dr_Who> IE we ain't going to wait forever .. but we ain't going to pass something that's not right
[15:30]  <wltjr> yeah, and we seem to all be in concensus for the most part, which is good
[15:30]   cram_leak crimethinker
[15:30]  <wltjr> thus I think ~2 months is realistic to clean up or legal house for the most part
[15:30]  <fmccor> crimethinker, The "group" initially is the trustees, because the Foundation membership is part of the bylaws themselves.
[15:30]  <tsunam> crimethinker: it requires a substancial rewrite to be honest
[15:31]  <tsunam> crimethinker: good portions of things need to be redefined
[15:31]  <rane> and you have no draft yet?
[15:31]  <tsunam> we do
[15:31]  <tsunam> http://www.gentoo.org/foundation/en/bylaws.xml
[15:31]  <Dr_Who> we do .. we're not starting over from scratch
[15:32]  <fmccor> crimethinker, What this means is that we will propose them and pass them through the group (gentoo-nfp@?), but the approval is left to the trustees.
[15:32]  <wltjr> any rewording of our bylaws now would mostly be to change from 501c3 to 501c6, and/or any other immediate needs, leaving out most ideal things to be discussed and done at a later date
[15:32]  <wltjr> er, 501c6 to 501c3
[15:32]  <tsunam> okie guys..I need to get going
[15:32]  <Dr_Who> have a good one tsunam 
[15:32]  <wltjr> same here, need to go check out dryers :(
[15:33]  <Dr_Who> so 2 weeks from today? next meeting ?
[15:33]  <tsunam> wltjr: lol
[15:33]   welp wltjr
[15:33]  <wltjr> they all have the same specs online :(
[15:33]  <tsunam> that works for me..at the same time?
[15:33]  <wltjr> but huge price diffs
[15:33]  <Dr_Who> same bat time .. same bat channel
[15:33]  <tsunam> wltjr: good luck
[15:33]  <crimethinker> don't buy Maytag
[15:33]  <crimethinker> had two new ones break within 2 years
[15:33]  <tsunam> ouch :(
[15:33]  <crimethinker> 2003 and 2005
[15:33]  <tsunam> still under waranty though?
[15:33]  <crimethinker> No
[15:33]  <wltjr> no buying today, just research, presently have a ~5yr kenmore that sucks
[15:33]  <tsunam> -_-
[15:34]  <fmccor> tsunam, Fine with me.  Now, I *think* that perhaps the rest of the world might be going onto DST on the 30th?
[15:34]  <tsunam> so was that the plan on moving to the 20:00 at that time?
[15:34]  <wltjr> there is no good time, so this is fine 2 weeks ;)
[15:34]  <tsunam> well in any case let me know
[15:34]  <fmccor> No.
[15:35]  <tsunam> have a good afternoon all
[15:35]  <welp> evening!
[15:35]  <fmccor> tsunam, The reason for 1900 was that when Europe goes onto DST, they move up an hour, so 2000UTC is actually late Sunday evening.
[15:35]  <tsunam> look forward to reading the summary as well
[15:35]  <tsunam> k
[15:35]  <crimethinker> it's always the middle of the night somewhere
[15:35]  <Dr_Who> motion to adjourn
[15:35]  <omsai> trustees: Thank you for your explanations and all your work.  Keep it up!
[15:36]  <fmccor> So moved.
[15:36]  * omsai has quit ("Leaving")
[15:36]  <[Carrie]> whee!
[15:36]  * nichoj_laptop has quit ()
[15:37]  * moozphat (n=ymoffett@bas5-montreal19-1279353876.dsl.bell.ca) has left #gentoo-trustees
[15:37]  <fmccor> shpaq, I'd be interested in what you are thinking of related to membership, but realistically, we can't address it until we have bylaws in some form in place.
[15:39]  <rane> we first need to expire a hundred of memberships
[15:39]  <rane> people we have no contact with anymore
[15:39]  <NeddySeagoon> sorry RL NMI
[15:40]  <crimethinker> kids are a joy.
[15:40]  <shpaq> fmccor: well, there is a large group of gentoo users who do something for gentoo
[15:40]  <shpaq> but they're non-developers for many reasons
[15:41]  <shpaq> so, i guess You could discuss opening membership for such persons
[15:42]  <fmccor> shpaq, And those will spell out membership as described above.
[15:42]  <NeddySeagoon> shpaq, it was on my election manifesto
[15:42]  <fmccor> shpaq, I agree with you, actually.
[15:43]  <NeddySeagoon> shpaq, but the bylaws we use for incorporation will not have those changes
[15:43]  <shpaq> NeddySeagoon: sorry, i didn't read it
[15:43]  <NeddySeagoon> shpaq No problem
[15:43]  <NeddySeagoon> Is that us done ?
[15:43]  <NeddySeagoon> Meeting over.
[15:43]  <shpaq> i guess yes
[15:43]  <NeddySeagoon> Sun Mar 16 20:43:57 GMT 2008