path: root/meeting-logs/20180120.txt

[21:59:19] <prometheanfire> .startmeeting
[21:59:24] <dabbott> WilliamH: https://paste.pound-python.org/show/sqiz7RRQ7obBtLzMXm3c/
[21:59:47] <dabbott> prometheanfire: no bot
[21:59:58] <prometheanfire> I know, it's fine, never asked for it :P
[22:00:33] <klondike> I do have the agenda, but only because I use a graphical IRC client :P
[22:00:54] -*- klondike taunts K_F
[22:00:54] <prometheanfire> so, first thing I think would be useful is to go over the roles the foundation and council have
[22:00:59] <prometheanfire> and how they'd be useful
[22:01:12] <prometheanfire> klondike: learn to use a tabbed terminal :P
[22:01:21] <mgorny> Don't we do a roll call?
[22:01:31] <klondike> Yes, first is the roll call
[22:01:34] <prometheanfire> sure
[22:01:38] <prometheanfire> count off
[22:01:41] <prometheanfire> o/
[22:01:42] -*- dilfridge here
[22:01:43] <klondike> Okay rollcall
[22:01:45] -*- ulm here
[22:01:46] -*- K_F here
[22:01:47] <klondike> Here!
[22:01:49] <dabbott> here o/
[22:01:51] -*- mgorny here
[22:01:51] <kensington> Here
[22:01:53] <robbat2> here
[22:02:05] -*- WilliamH here
[22:02:16] <klondike> alicef NeddySeagoon ?
[22:02:29] <prometheanfire> alicef is hopefully asleep in tokyo :P
[22:02:55] <prometheanfire> we can move on though
[22:03:21] <robbat2> prometheanfire: if you want willikins for bug resolving, i can bring him in here
[22:03:34] <prometheanfire> so, after I emailed the agenda, I got a response from William
[22:03:35] <klondike> So meeting starts with: dilfridge ulm K_F klondike dabbott mgorny kensington robbat2 WilliamH
[22:03:36] <prometheanfire> robbat2: sure
[22:03:41] <prometheanfire> doesn't hurt at least
[22:04:22] <klondike> prometheanfire: usually now we go for choice of chair :P
[22:04:38] <klondike> I nominate prometheanfire for chair :)
[22:04:46] <dabbott> seconded
[22:04:49] <prometheanfire> wfm, I assumed it was me since I organized it
[22:04:59] <K_F> wfm
[22:05:04] <WilliamH> wfm
[22:05:06] <dilfridge> wfm
[22:05:32] <prometheanfire> so, going over the reason for the split between council/trustees
[22:05:39] <dilfridge> wanna use the agenda?
[22:05:39] <prometheanfire> 1. preventing conflict of intrest
[22:05:58] <prometheanfire> 2. Prevent splitting ones time/resources/focus
[22:06:07] <ulm> yeah, let's follow the agenda?
[22:06:11] <K_F> which agenda item are we on?
[22:06:29] <prometheanfire> - Purpose of the Foundation Council split
[22:06:38] <prometheanfire>   - Why we're preventing each from serving on in the other
[22:07:07] <K_F> taking it out of order works for me, but we should state the agenda items for each discussion
[22:07:15] <dabbott> prometheanfire: start at the begining of the agenda please
[22:07:29] <prometheanfire> ok, wasn't going for this being so formal, but ok
[22:07:46] <prometheanfire> Agenda:
[22:07:46] <prometheanfire>   Council:
[22:07:46] <prometheanfire>     - Copyright Policy
[22:07:55] <prometheanfire> bug 642072
[22:07:57] <willikins> prometheanfire: https://bugs.gentoo.org/642072 "Joint venture to deal with copyright issues"; Gentoo Council, unspecified; CONF; mgorny:council
[22:08:59] <prometheanfire> the foundation has been evaluating if a change is needed and if so what that change should be
[22:09:28] <dilfridge> change being that some DCO / FLA / whatever is introduced
[22:09:34] <dilfridge> ?
[22:09:47] <prometheanfire> alicef started this before joining the trustees https://wiki.gentoo.org/wiki/User:Aliceinwire/CopyrightPolicy
[22:10:22] <ulm> which is based on earlier work by rich0 IIUC
[22:10:23] <prometheanfire> dabbott: not been decided at all, but those are the best options thus far
[22:10:27] <prometheanfire> ulm: yep
[22:11:01] <mgorny> a number people have been throwing ideas but afaik nobody has done anything since, correct?
[22:11:10] <prometheanfire> I think what should be done first is stating why it needs to change in the first place
[22:11:28] <prometheanfire> mgorny: yes, it's been low priority, recent distractions didn't help
[22:11:43] <mgorny> sure, making it possible to legally contribute ebuilds to gentoo is low priority
[22:11:54] <prometheanfire> mgorny: don't get snippy
[22:11:58] <dilfridge> peace
[22:12:08] <dilfridge> anyway
[22:12:09] <mgorny> insulting council members is more important task
[22:12:20] <WilliamH> mgorny: knock it off
[22:12:25] <prometheanfire> mgorny: if that's a reason then yes, it should be much higher of a priority
[22:12:27] <dilfridge> stop it, it's offtopic now
[22:12:55] <dilfridge> anyway, 
[22:13:32] <dilfridge> since the purpose of the foundation is to deal with legal issues and (material and intellectual) property of gentoo, that's one the most central things to it
[22:13:52] <mgorny> is the 'current' policy documented somewhere?
[22:14:19] <mgorny> when i've cleaned up proxy-maint, i had to write things from scratch because we couldn't find it
[22:14:25] <prometheanfire> does anyone have a prefered solution here?
[22:14:51] <prometheanfire> alicef's page seems to be the most comprehensive page
[22:15:04] <dilfridge> well, I think we have settled that copyright *assignment* just doesnt work for everyone
[22:15:23] <ulm> there are several open questions around the DCO/FLA
[22:15:35] <dabbott> many developers don't want to sign anything
[22:15:41] <WilliamH> Can someone get those answered?
[22:15:44] <K_F> I'd say the bug is more full description , but in the end the results are the same, there are several legal questions that needs backing on
[22:16:04] <mgorny> fwik alice's page was work-in-progress
[22:16:08] <prometheanfire> ok, the word several has been used a few times here
[22:16:10] <K_F> starting with simple things like verification of real names of developers, to legal consent and copyright assignment
[22:16:19] <prometheanfire> enumerate please, in the bug
[22:16:24] <mgorny> that said, i would scratch the part on licenses used by gentoo projects, and focus on the basics
[22:16:30] <dilfridge> mgorny: looking at the page history, more work-without-progress
[22:16:55] <prometheanfire> dilfridge: the most recent work has been in reviewing the FLA
[22:17:04] <dilfridge> ok
[22:17:27] <dilfridge> here's a general question, what do we gain by this?
[22:17:29] <prometheanfire> see https://fsfe.org/activities/ftf/fla.en.html
[22:17:41] <prometheanfire> dilfridge: the ability to recieve ebuilds from users :P
[22:17:57] <dilfridge> ok, that's a good point
[22:18:09] <K_F> not only users, since there is no employment contract the same can be said for developerps
[22:18:15] <prometheanfire> true
[22:18:18] <mgorny> i know a number of people had ideas but we can't do anything on random comments
[22:18:18] <mgorny> we need a single person to sum it up and present
[22:18:22] <robbat2> mgorny: to answer your query about "current policy", there is extremely little existing _agreed_ policy. there were many proposals, but even the old almost non-existant assignment request were done by the first trustees or even earlier (gentoo technologies inc)
[22:18:23] <prometheanfire> by user I meant anyone
[22:18:47] <ulm> assignment or signing of a DCO is a gain when copyright would ever have to be defended
[22:19:14] <K_F> as a small point, any list of applications on projects allowed other licenses should be a schedule, to make easier to read and update in further contextes, e.g a registry approved by trustees and not part of the FLA/DCO itself
[22:19:24] <ulm> but it's not clear to me if copyright could be enforced for a single ebuild
[22:19:44] <robbat2> to see if this stays on time for the rest of the meeting, action items here so far
[22:19:45] <K_F> ulm: presumably would depend on complexity
[22:19:54] <mgorny> we had people who explicitly rejected contributing to gentoo if their name does not appear in copyright line of ebuild
[22:19:57] <dilfridge> ulm: tbh I find the FSF assignment policy a tad scary...
[22:20:01] <robbat2> council/ulm: please put all the questions you referred to onto the bug
[22:20:09] <prometheanfire> yes, we need to move on
[22:20:21] <robbat2> i have to go at 22:00 UTC
[22:20:22] <mgorny> before we move on
[22:20:23] <prometheanfire>     - Financial status of the foundation
[22:20:28] <prometheanfire> robbat2: ?
[22:20:31] <mgorny> could we choose a single person to take care of this with a deadline?
[22:20:38] <robbat2> one person on each side
[22:20:44] <prometheanfire> mgorny: define 'take care of this'?
[22:20:46] <robbat2> i nominate ulm & alicef
[22:20:52] <ulm> wfm
[22:20:53] <K_F> robbat2: wfm
[22:20:56] <prometheanfire> wfm
[22:20:57] <dilfridge> ++ ulm & alicef
[22:20:58] <mgorny> prometheanfire: present a working proposal
[22:21:00] <dabbott> wfm
[22:21:03] <prometheanfire> mgorny: k
[22:21:08] <mgorny> for next meeting
[22:21:10] <prometheanfire> the only problem I see is timezones
[22:21:23] <dilfridge> physicists don't sleep at night :D
[22:21:24] <prometheanfire> but they should be able to work it out
[22:21:29] <dabbott> thanks ulm
[22:21:34] <prometheanfire> yep, thanks
[22:21:39] <ulm> yeah, we'll somehow manage
[22:21:41] <prometheanfire> next topic
[22:21:55] <prometheanfire> robbat2: irs / financial status of the foundation?
[22:22:12] <robbat2> so there are two seperate parts here
[22:22:27] <robbat2> one is the actual finances of the foundation
[22:22:40] <robbat2> the other, is the taxation status
[22:22:50] <robbat2> and state of foundation as an entity re taxes
[22:23:09] <robbat2> they are very often conflated by people, and that needs to stop
[22:23:31] <robbat2> on the actual finances, we have full access to all of our bank accounts, and paypal account
[22:23:49] <dilfridge> well... the main reason for the conflating was that rumor of outstanding taxes far beyond liquidity (which floated around some months ago)
[22:24:09] <prometheanfire> dilfridge: never heard it...
[22:24:23] <robbat2> that isn't correct dilfrige
[22:24:23] <dilfridge> good
[22:24:33] <robbat2> the taxes do NOT outstrip liquidity
[22:25:05] <dilfridge> cause that went around on irc like a wildfire back then
[22:25:06] <robbat2> we have more than $120K USD cash on hand
[22:25:29] <mgorny> robbat2: i don't think we really need to know the numbers
[22:25:33] <robbat2> i'd love it in a slightly less liquid investment, to get a better return on money
[22:25:34] <mgorny> the item was more about IRS filings etc.
[22:25:37] <prometheanfire> dilfridge: what channel if you don't mind me asking
[22:25:49] <dilfridge> I dont remember anymore, that was some time ago
[22:26:13] <robbat2> they are connected...
[22:26:22] <K_F> only relevant thing I can think of is the gentoo miniconf in prague
[22:26:26] <robbat2> the earlier trustees did very little bookkeeping
[22:26:31] <robbat2> which I noted in my miniconf talk
[22:26:52] <robbat2> i have almost all of the books resolved, there are just time-hard problems left in them
[22:27:00] <robbat2> like double-checking all of the forex transactions
[22:27:10] <robbat2> and correctly handling depreciation per IRS rules
[22:27:15] <K_F> in case anyone hasn't seen the presentation, a copy is at https://download.sumptuouscapital.com/gentoo/2016-miniconf-prague/Gentoo%20Foundation%2C%20background%20and%20status%20report%20%20Robin%20Johnson-S3bmXVbxMgE.mp4 / https://download.sumptuouscapital.com/gentoo/2016-miniconf-prague/Gentoo%20Foundation%20Status.pdf
[22:27:34] <prometheanfire> robbat2: those deprication rules just changed too
[22:27:36] <robbat2> there is a small spot of missing data there: value of non-cash donations in the history of the foundation
[22:27:39] <robbat2> prometheanfire: again??
[22:27:43] <robbat2> (sigh)
[22:27:59] <robbat2> anyway, once the books are completed
[22:28:19] <robbat2> we have a US CPA who has been helping verify them one last time
[22:28:28] <mgorny> robbat2: ETA?
[22:28:30] <robbat2> and specifically convert the financial data therein to generate the IRS forms
[22:29:09] <robbat2> mgorny: I have no ETA to give, because I don't have big enough blocks of time for it
[22:30:10] <robbat2> the early trustees did only the very first step of becoming a non-profit: getting a EIN (employer identication numer), and NEVER followed any further IRS filings
[22:30:12] <mgorny> robbat2: just a rough? months, years?
[22:30:26] <robbat2> i hope before the end of this tax year
[22:30:31] <robbat2> (july)
[22:31:08] <robbat2> the CPA basically has us filing the stuff for many years back to
[22:31:32] <robbat2> on paper it was 6-7 years (depending on date); but the IRS has the right to request all them back to our inception
[22:31:49] <dilfridge> so do we have any idea what order of magnitude of back taxes to expect?
[22:31:54] <robbat2> applying with all the of the stuff in order, and a letter saying, "sorry, the early part was a screwup"
[22:32:07] <robbat2> that very much depends on what status we get
[22:32:15] <dilfridge> ok
[22:32:39] <mgorny> well, that's all i wanted to know
[22:32:47] <mgorny> for my part, we can move on now
[22:32:52] <dilfridge> robbat2: thanks a lot for your work there
[22:32:52] <K_F> robbat2: what if we presume no change in status?
[22:33:07] <robbat2> i spoke about back-taxes in the talk, but would like to avoid too much speculation
[22:33:17] <K_F> i.e expect a break in continuation starting now for a non-profit, but taxing based on current status until that is approved
[22:33:34] <robbat2> the CPA has suggested that 20% of gross income over the outstanding history would not be unreasonable
[22:33:40] <robbat2> but that is not an IRS ruling in any way
[22:33:46] <robbat2> the IRS has a huge leeway
[22:33:57] <WilliamH> dilfridge: ++
[22:33:57] <K_F> presuming no pentalties, or including?
[22:33:57] <robbat2> it's not the taxes that are the concern, but the penalties
[22:34:13] <robbat2> most years we did not make enough for even the bottom bracket of taxes
[22:34:33] <robbat2> 20% of gross would be total
[22:34:36] <dabbott> if we go to them before they come to us is what we want for sure
[22:35:20] <prometheanfire> robbat2: do you have anything else or can we move on?
[22:35:29] <prometheanfire> trustees have a meeting in 23 minutes
[22:36:00] <robbat2> 20% of gross would be around $40k USD
[22:36:09] <klondike> Trustees can be in two places at the same time :P
[22:36:11] <robbat2> up to the end of last tax year
[22:36:13] <dilfridge> that's survivable
[22:36:26] <prometheanfire> dilfridge: easilly
[22:36:31] <robbat2> that's everything I have, unless there are specific questions
[22:36:41] <K_F> robbat2: thanks for your work cleaning up
[22:36:49] <mgorny> robbat2: thanks
[22:36:54] <robbat2> there was the funding for travel/meetings item which is connected to this
[22:37:00] <klondike> robbat2: thanks mate!
[22:37:14] <prometheanfire> yes, this has been a multiyear effort, thanks robbat2
[22:37:16] <WilliamH> robbat2: ++
[22:37:27] <dilfridge> right, forgot about that... but that's not important/urgent, just a "nice to have"
[22:37:54] <robbat2> if we were fully a 501c6, there is a provision that says members of the foundation cannot benefit
[22:38:30] <K_F> I'm not worried about that text, just needs to be an established broader policy for donations written properly
[22:38:31] <robbat2> at the point that the IRS paperwork IS in order, other foundations have shown me there ARE ways to hand reimbursements for such things
[22:38:41] <K_F> s/donations/funding of travel cost/
[22:39:01] <dilfridge> sounds good
[22:39:07] <robbat2> and how the foundation could employ members to ensure it's running
[22:39:09] <prometheanfire> K_F: mind making a bug for that (assigned to the trustees)?
[22:39:32] <K_F> not really sure if we need a bug, but sure can do that
[22:39:43] <prometheanfire> K_F: just don't want to loose track of it
[22:39:50] <WilliamH> K_F: bugs are good to track things. :-)
[22:39:52] <robbat2> the 'cash sponsor' policy is going to have to go; i started a very rough draft of a new sponsorship/donation policy before
[22:40:13] <prometheanfire> robbat2: similiar to freebsd's policy iirc
[22:40:34] <robbat2> yes, that helped
[22:40:59] <prometheanfire> I think we've covered travel funding as far as we need to (waiting on irs stablility)
[22:41:02] <prometheanfire> moving on
[22:41:15] <prometheanfire>     - Purpose of the Foundation Council split
[22:41:18] <robbat2> self-funding waiting on that, unless it's being externally reimbursed
[22:41:23] <robbat2> yes, moved on
[22:41:43] <dilfridge> there's two things here
[22:41:50] <dilfridge> one is the separation of purpose
[22:41:53] <prometheanfire> conflicts of intrest and division of responsibility to prevent overwork, but I wasn't around then
[22:42:02] <dilfridge> the other is why council members can't serve as trustees
[22:42:16] <prometheanfire> dilfridge: sure, which specifically did you have questions about?
[22:43:01] <dilfridge> well, the way I learnt it, wrote it down in the quizzes and the way it was handled for years, the separation of purpose and responsibilities is pretty clear
[22:43:14] <dilfridge> my own question was more about point two here
[22:43:15] <ulm> the question is why there can be no overlap between the two
[22:43:18] <prometheanfire> agreed
[22:43:26] <dabbott> I was not around when the bylaws were put together
[22:43:36] <prometheanfire> ulm: No individual shall serve as a Gentoo Foundation Trustee and Gentoo Council Member concurrently
[22:43:47] <prometheanfire> ulm: https://wiki.gentoo.org/wiki/Foundation:Bylaws#Section_5.2._Qualification
[22:43:53] <ulm> prometheanfire: yes, why is that there?
[22:44:05] <dilfridge> NeddySeagoon: do you remember?
[22:44:07] <dabbott> Im pretty sure NeddySeagoon put that in but don't know why
[22:44:14] <prometheanfire> we could change the bylaws to allow serving on both, but I wasn't around then either
[22:44:17] <klondike> Separation of powers
[22:44:19] <ulm> I don't see a good reason, given that both bodies are elected
[22:44:31] <WilliamH> two different electorates maybe?
[22:44:45] <ulm> but largely overlapping
[22:44:47] <mgorny> i think the separation is good for mutual overwatch
[22:44:51] <klondike> Basically you want one of the bodies to stop the other one if it goes out of control xD
[22:45:07] <dilfridge> which doesnt work because it just ends up with infighting
[22:45:24] <klondike> Because we suck at conflict handling :P
[22:45:27] <mgorny> infighting sounds like a misunderstanding in problem 1.
[22:45:27] <prometheanfire> ulm: I did get an email from William L. Thomson Jr. going over the split reasons (since he was around then)
[22:45:28] <dabbott> at one point they were tring to incress foundation membership by accepting non devs but that needs to change imo
[22:45:55] <mgorny> if separation of roles is clear, then there is no reason for infighting
[22:45:56] <ulm> there could be a milder variant of the rule, like a max number of members serving in both bodies
[22:46:31] <prometheanfire> ulm: I'd be open to it, I just want to avoid the possible abuse it could bring (examples are in the email)
[22:46:33] <dilfridge> that would make sense
[22:46:42] <prometheanfire> do you want me to forward that to council/trustees?
[22:46:51] -*- WilliamH would like to see it
[22:47:08] <dilfridge> sure (sometimes you find a gem in a haystack)
[22:47:25] <ulm> or we could each nominate a liaison participating in the other body's meetings, and reporting to the other
[22:47:28] -*- dilfridge refrains from more colorful comparisons
[22:47:34] <prometheanfire> I think cross serving could not ever result in one body having a majority in both, this would need those serving to call out their 'primary office' though
[22:47:48] <mgorny> prometheanfire: yeah, do that when you have a minute (presuming you don't have it handy)
[22:47:51] <prometheanfire> dilfridge: that's why I asked
[22:47:57] <dilfridge> :)
[22:48:00] <dilfridge> please do
[22:48:20] <prometheanfire> forwarded
[22:48:22] -*- WilliamH thinks the laiason idea might be a good one
[22:48:42] <WilliamH> liaison *
[22:48:43] <robbat2> the liaison need not be an elected member either
[22:49:14] <prometheanfire> can we move this to the next one? we are already going to go over on time
[22:49:21] <ulm> sure, move on
[22:49:29] <prometheanfire>     - Legal protection for the foundation
[22:49:38] <prometheanfire> this one was mine on the foundation side
[22:50:01] <prometheanfire> when I first was elected I started the process of getting a quote for D&O insurance
[22:50:23] <klondike> prometheanfire: what's D&O?
[22:50:28] <prometheanfire> the threat of idella suing was the main catalyst iirc
[22:50:33] <mgorny> foundation or trustees specifically?
[22:50:34] <prometheanfire> directors and officers
[22:51:14] <prometheanfire> mgorny: trustees, those who server at the pleasure of the foundation
[22:51:35] <prometheanfire> we recieved the quote but it was simply too high, something like 1k a month
[22:51:44] <klondike> augh!
[22:52:15] <prometheanfire> we also recieved a quote for more general insurance for the foundation but it was about the same cost
[22:52:42] <prometheanfire> so, the summary of legal protection is that we've looked into it, but it was too expensive
[22:52:49] <ulm> prometheanfire: that's in total, or per person?
[22:53:01] <prometheanfire> total, per month was 1-2k USD
[22:53:24] <dilfridge> actually
[22:53:43] <dilfridge> I had a slightly more specific question, but i'm not sure how relevant it still is
[22:53:57] <prometheanfire> sure, don't ask to ask :P
[22:53:57] <dilfridge> let me bring a brief example from over here
[22:54:31] <dilfridge> when in a german nonprofit (I#m trying to translate the terms) a new board of directors is elected, 
[22:54:58] <dilfridge> the first thing they usually do is have a vote whether the previous board is "released" 
[22:55:10] <ulm> dilfridge: that's the "Vorstand" of an "e.V."?
[22:55:13] <dilfridge> which basically means "they did their job well, we take over the resposibility"
[22:55:15] <dilfridge> yeah
[22:55:18] <klondike> Oh same here, in sweden
[22:55:38] <robbat2> the US system has only implicit acceptane
[22:55:41] <robbat2> *acceptance
[22:55:46] <prometheanfire> there's no similiar concept here
[22:55:48] <dilfridge> if they don't, the previous board still has to sort out the mess (which can also be per person, i.e. only the treasurer)
[22:55:49] <prometheanfire> as robbat2 says
[22:56:01] <robbat2> if you're willing to run as a trustee, you're taking on any prior liability issues they might have
[22:56:09] <dilfridge> ok then this simply doesnt apply
[22:56:22] <robbat2> (i have to go in 3 mins)
[22:56:32] <NeddySeagoon> dilfridge: It was to avoid council putting forward fundng request then voting the funding as they could be the same people.  There are 5 trustees and 7 councillors, so if everyone reclused themselves, it would be impossible to fund council requests.  Then ther was the bus factor.
[22:57:04] <NeddySeagoon> In practice, there have been no council fundung requests
[22:57:30] <prometheanfire> NeddySeagoon: thanks for the clarification
[22:57:36] <NeddySeagoon> Council members can be officicers and do all the work.
[22:58:08] <prometheanfire> ya, that wasn't brought up, anyone can be an officer, doesn't even need to be a member of the foundation
[22:58:13] <prometheanfire> dilfridge: moving on?
[22:58:17] <NeddySeagoon> for the foundation.  They just can't have a vote, so it makes lille practical difference.
[22:58:21] <dilfridge> moving on
[22:58:24] <prometheanfire>     - Criteria for accepting members to the foundation
[22:58:31] <prometheanfire> who's was that?
[22:58:43] <dilfridge> probably mine too
[22:58:55] <prometheanfire> k
[22:58:56] <prometheanfire> https://wiki.gentoo.org/wiki/Foundation:Bylaws#Section_4.3._Admission_of_Members
[22:59:05] <prometheanfire> that's the bylaw covering admission of members
[22:59:21] <dilfridge> yeah well, I know that by heart now
[22:59:24] <prometheanfire> lol
[22:59:33] <mgorny> what's the purpose of admitting non-developer members to the foundation?
[23:00:03] <prometheanfire> I'd say the main purpose is to encourage non-developers to contribute to gentoo
[23:00:12] <kensington> Not everyone who makes contributions is a dev
[23:00:19] <mgorny> how does being a foundation member factor to contributing to gentoo?
[23:00:19] <prometheanfire> that bylaw was in place before the non-commit developer was in place iirc
[23:00:54] <mgorny> what i mean, i really don't see a purpose in gentoo foundation having members at all
[23:01:00] <dabbott> prometheanfire: no there has always been the 2
[23:01:02] <mgorny> (excluding some legal requirements)
[23:01:18] <prometheanfire> you get to be a member by contributing (helping others with gentoo related issues is a way that can work)
[23:01:24] <prometheanfire> dabbott: oh, TIL
[23:02:03] <mgorny> prometheanfire: but what benefit does that give to you, specifically? having your name on the member list? voting for trustees?
[23:02:11] <prometheanfire> basically it places a 'contribution gate' in front of having a vote in the elections and thus having a say in the running of the foundation
[23:02:57] <NeddySeagoon> There is no legal requirement to have members.  Members in a a NPO are lijke stockholders in a for profitp
[23:03:08] <mgorny> oh
[23:03:20] <NeddySeagoon> The members hold the board to account.  Or can if they wish
[23:03:21] <mgorny> so they get their share of no profit? ;-)
[23:03:33] <prometheanfire> mgorny: in this case, yes :P
[23:04:04] <robbat2> if our articles of incorporation had specified not having members, then we could indeed have a different structure
[23:04:07] <prometheanfire> mgorny: dilfridge, that answer your questions about that?
[23:04:16] <robbat2> but to change to not having members would be a change of both bylaws AND articles
[23:04:24] <prometheanfire> robbat2: good point
[23:04:36] <dilfridge> well, yes, I'd just suggest coming up with some better specification of what "contribution" means
[23:04:57] <dilfridge> I mean, not mailing list discussions and asking questions on irc alone?
[23:04:59] <prometheanfire> dilfridge: open to talking about it during our meeting's open floor :P
[23:05:16] <robbat2> one of the original sugestions back when it was discussed was documentation translators & forum moderators/admins
[23:05:28] <prometheanfire> but I'd say that it'd have to have some significance
[23:05:30] <robbat2> gentoo used to have a LOT of good translated docs
[23:05:35] <robbat2> but the translators weren't devs
[23:05:41] <dilfridge> mods are treated as developers
[23:05:56] <= Netsplit zwischen *.net und *.split. Getrennte Nutzer: willikins
[23:06:02] <robbat2> now they are treated as devs
[23:06:04] <dilfridge> we still have some "translators" who nobody has ever seen on the dev list
[23:06:18] <robbat2> but way back they weren't treated as devs
[23:06:25] <dilfridge> hmm ok
[23:06:27] <ulm> translators could be treated as non-ebuild devs too
[23:06:36] <dabbott> yep
[23:06:38] <ulm> no good reason to refuse them that
[23:06:39] <prometheanfire> could be is not 'are'
[23:06:40] <robbat2> this bylaws was written before we had non-ebuild-dev
[23:06:44] <klondike> I recall having to be voted by the Foundation Board to become a member
[23:06:59] <K_F> robbat2: iirc we had staffers even then?
[23:07:10] <prometheanfire> klondike: yep, the board is the gate
[23:07:21] <mgorny> dilfridge: undertakers need better ways to check non-ebuild devs for activity
[23:07:28] <mgorny> dilfridge: (but that's another topic)
[23:07:30] <dilfridge> yeah
[23:07:57] <klondike> K_F: we have had staffers since I got my @g.o at least
[23:08:23] <prometheanfire> ok, moving on due to time, if you have suggestions for a more solid list of requirements to become a non-dev member we'd be open to hearing them
[23:08:39] <prometheanfire> next topic
[23:08:39] -*- K_F would simply scrap non-dev members
[23:08:47] <NeddySeagoon> robbat2: I've always been a non-ebuild dev
[23:08:51] <dabbott> me too, I just took the first quiz not the ebuild quiz but had a memtor and recruter
[23:08:54] -*- NeddySeagoon was a staffer in 2006
[23:09:13] <prometheanfire> K_F: the problem there is that it puts the council / comrel as the master of the foundaion
[23:09:16] <NeddySeagoon> I think we only have one now
[23:09:37] <dilfridge> is that a problem? :)
[23:09:39] <prometheanfire> we already can be force retired and then not be able to run for election
[23:10:09] <prometheanfire> dilfridge: yes, keep in mind the foundaion is a legal entity, which should be in control of itself
[23:10:21] <mgorny> prometheanfire: and infra can take all gentoo boxes and make a lot of trouble...
[23:10:40] <mgorny> the point is, people have power and people are expected not to abuse it
[23:10:43] <mgorny> there's no other way
[23:11:08] <prometheanfire> mgorny: I think having safeguards against abuse is a good idea
[23:11:18] <prometheanfire> but that's just like, my opinion, man
[23:11:21] <prometheanfire> next topic
[23:11:22] <prometheanfire>     - Funding for travel and meetups
[23:11:28] <prometheanfire> robbat2: already went over this
[23:11:35] <K_F> issue is, only safeguard council (or devs) have of rogue trustees are lawsuits
[23:11:47] <K_F> granted that isn't different from any shareholder position
[23:11:52] <klondike> mgorny: I expect people to abuse power...
[23:11:56] <K_F> but also why it is rather common practiec
[23:12:04] <prometheanfire> K_F: agreed, it's not perfect
[23:12:13] <klondike> We call it least privilege :P
[23:12:15] <prometheanfire> moving on to the trustees items now
[23:12:17] <NeddySeagoon> K_F: There are several recourses before lawsuits.
[23:12:22] <K_F> NeddySeagoon: not really
[23:12:22] <mgorny> klondike: that's why don't put single people at the top and have a structure to guard against it
[23:12:37] <K_F> NeddySeagoon: or rather, not legally
[23:12:55] <prometheanfire> I'm going to join thw two items into one as they are related
[23:12:59] => Netsplit zwischen *.net und *.split ist vorbei. Hinzugekommene Nutzer: NeddySeagoon
[23:13:05] <K_F> NeddySeagoon: you have several non-legal matters to protect devs being retired as well
[23:13:08] <prometheanfire> K_F: when dealing with a legal entity you only have legal recourse
[23:13:12] <K_F> NeddySeagoon: since that was the original concern
[23:13:24] <prometheanfire> anyway, moving on
[23:13:24] <K_F> prometheanfire: right
[23:13:45] <prometheanfire>   - CoC enforcement
[23:13:48] <NeddySeagoon> K_F: Memebers can act as a group and force the decision on the trustees.  Given more time they can vote the trustees out.
[23:13:58] <dilfridge> ok so
[23:14:02] <WilliamH> prometheanfire: what enforcement?
[23:14:06] <K_F> NeddySeagoon: given the number of trustees, most of which not active, that won't get quorum
[23:14:13] <K_F> number of members*
[23:14:20] <dilfridge> prometheanfire: actually your agenda structure is right
[23:14:24] <WilliamH> prometheanfire: We don't seem to enforce the CoC.
[23:14:31] <dilfridge> we're talking about two different things
[23:14:47] <dilfridge> and that's been an ongoing discussion within comrel as well
[23:14:55] <prometheanfire> care to bring us up to date?
[23:14:57] <NeddySeagoon> K_F: Thats why inactive members get retired.  Its not perfect but it helps
[23:15:09] <dilfridge> let's start with the CoC first
[23:15:18] <mgorny> NeddySeagoon: especially if trustees are free to add as many members as they see fit and nobody can really verify them
[23:15:40] <prometheanfire> NeddySeagoon: K_F mgorny, please move the side conversation to another channel
[23:15:40] <dilfridge> * Historically comrel was *NOT* responsible for the Code of Conduct enforchment in daily stuff
[23:15:50] <NeddySeagoon> mgorny: That doesn't happen
[23:15:57] <prometheanfire> dilfridge: who was?
[23:16:00] <K_F> NeddySeagoon: no reason not to
[23:16:05] <WilliamH> dilfridge: Well, what about creating a separate tlp that handles it?
[23:16:10] <dilfridge> * That responsibility was taken on a few years ago (when hwoarang was lead) because nobody else was doing ti
[23:16:13] <dilfridge> it
[23:16:52] <WilliamH> prometheanfire: It was supposed to be the proctors, but they were disbanded after they sanctioned a council member.
[23:17:00] <dilfridge> * I fully agree that this doesnt work so well, because several comrel members are not that active on irc/lists/... anymore.
[23:17:02] <prometheanfire> heh
[23:17:25] <dilfridge> (usually you pick long-time devs for the job, who may get already a bit of distance)
[23:17:29] <ulm> prometheanfire: it was more complicated than it sounds now
[23:17:55] <dilfridge> * So, we've been discussing internally (and with the council) to revive a Proctors-like team.
[23:17:55] <prometheanfire> ulm: I'm sure it was, just sounds funny now is all
[23:18:16] -*- WilliamH thinks that team should be revived asap
[23:18:26] <WilliamH> The discussion stopped
[23:18:30] <prometheanfire> would the new-proctors be their own project or exist as a subproject of comrel?
[23:18:36] <dilfridge> Basically, split the day-to-day minor affairs out of comrel again. I've written up a proposal, see
[23:18:45] <dilfridge> https://wiki.gentoo.org/wiki/User:Dilfridge/Project-P
[23:18:47] -*- WilliamH thinks they should be their own project
[23:18:52] <prometheanfire> agreed
[23:19:14] <dilfridge> which is based on a) current comrel policy, b) old proctors stuff, with a few notable changes and adaptions.
[23:19:16] <K_F> I'd structure it as a subproject, myself, which allows for appeal to comrel before appeal to council
[23:19:26] <K_F> otherwise everything needs to go directly to council, for a 2 day ban from mailing lists..
[23:19:42] <dilfridge> one of the adaptions is that the "appeal path" is proctors -> comrel -> council
[23:19:53] <K_F> but point being a rapid response team that can react immediately with shorter term reactions
[23:19:56] <prometheanfire> the appeal process could be part of the project definition, doesn't have to be a sub-project to appeal to comrel
[23:20:02] <dilfridge> and (apart from one liaison) there is to be no overlap between comrel and proctors.
[23:20:16] <dilfridge> anyway
[23:20:17] <K_F> prometheanfire: it mostly does, mainly to set policies to enforce etc
[23:20:26] <NeddySeagoon> I would keep it as its own project ... so there is no comrel involvement unless its explicitly requested.
[23:20:29] <WilliamH> Would there even be time to appeal a short action?
[23:20:31] <K_F> otherwise you have organizational conflict possibilities
[23:20:37] <dilfridge> please read the text and feel free to start up a discussion with comrel and council in cc
[23:20:49] <dilfridge> the current state of this proposal is as follows:
[23:21:00] <WilliamH> NeddySeagoon: ++
[23:21:12] <prometheanfire> ya, I'd like to see it as it's own project specifically to avoid conflicts of intrest
[23:21:14] <K_F> WilliamH: you might want to have it stricken from record, at least if X-time-repeats counts on stronger reactions
[23:21:18] <prometheanfire> dilfridge: I will, thanks
[23:21:26] <dilfridge> * No further input from comrel or council on the proposal
[23:21:31] <prometheanfire> dilfridge: proctors could be the ML moderators as well
[23:21:57] <dilfridge> * So I've started a process within comrel to get suggestions, who to approach (do you want to join that new team)
[23:22:01] <mgorny> the possibility of moderation changes the environment a bit, yes
[23:22:06] <WilliamH> I also think violations should be handled in bugs e.g. the way comrel does
[23:22:25] <prometheanfire> dilfridge: I'd be down probably
[23:22:30] <prometheanfire> WilliamH: agreed
[23:22:48] <dilfridge> * Unfortunately, only few comrel members have replied to that, and not a single person has gotten the 4 yes votes (the maximum is 2 atm)
[23:22:49] <NeddySeagoon> I'm in if its separate to comrel
[23:22:56] <dilfridge> NeddySeagoon: please read the page
[23:23:13] <dilfridge> So, you could say it's stuck due to comrel-internal apathy.
[23:23:13] <WilliamH> comrel doesn't need to approve the project if it isn't under comrel really? council does.
[23:23:22] <NeddySeagoon> dilfridge: I'll provide separate feedback
[23:23:41] <prometheanfire> well, anyone can create a project...
[23:23:42] <mgorny> if the project is separate, then i suppose council should approve the lead, as it does for comrel
[23:23:54] <K_F> and QA
[23:23:57] <prometheanfire> the project would just have to get approval by the council
[23:24:05] <WilliamH> mgorny: that's another issue, but council has no say over the comrel lead.
[23:24:17] <dabbott> then they could pick there own lead
[23:24:38] <prometheanfire> by approval, I mean in the abilities of the project itself, not any particular member
[23:24:50] <dilfridge> Yes, but a) you probably don't want every appeal going to the council, b) to have some consistency in small-things and big-things policy, having comrel somehow in the loop would be good
[23:25:10] <K_F> I don't see that as possible without it being a subproject
[23:25:12] <mgorny> yeah, i was thinking of QA
[23:25:17] <prometheanfire> dilfridge: nothing preventing projects from working with eachother
[23:25:35] <prometheanfire> anyway, we can go over that later
[23:25:37] <dilfridge> true, but it makes sense to structure according to desired outcome
[23:25:46] <dilfridge> anyway, please read the page
[23:25:58] <prometheanfire> dilfridge: and prometheanfire to work on reviving the proctors?
[23:26:09] <prometheanfire> so we have people working on it actively?
[23:26:10] <dilfridge> works for me
[23:26:22] <mgorny> dilfridge: what about the mediation of conflicts part? will that still be comrel's part?
[23:26:25] <WilliamH> dilfridge: If proctors is a subproject, that also implies that proctors are comrel members.
[23:26:33] <dilfridge> WilliamH: no
[23:26:34] <WilliamH> dilfridge: and they shouldn't be.
[23:26:40] <dilfridge> and they are not
[23:26:59] <K_F> WilliamH: there is no such implicit membership
[23:27:05] <ulm> projects don't necessarily inherit subprojects' members
[23:27:06] <prometheanfire> ok, well sort this out more later and have a more solid proposal next meeting
[23:27:22] <dilfridge> mgorny: the way it's handled at the moment, mediation is more an action by single team members
[23:27:59] <dilfridge> now about part two 
[23:28:02] <dilfridge> comrel
[23:28:11] <prometheanfire> only other question/request I have is that trustees should be notified of diciplinary actions taken (or not taken) by comrel (or proctors) just so we are aware of possible harrassment claims
[23:28:14] <NeddySeagoon> Anyone can do mediation though.  It way not succeed.  Think the Omnibudswan project
[23:28:23] <prometheanfire> this will allow us to at least not be blindsided by something
[23:28:43] <dilfridge> yes
[23:28:50] <dilfridge> you didnt really miss anything
[23:29:15] <dilfridge> regarding comrel actions and oversight, I'm citing someone else from the team whose opinion I support, 
[23:29:29] <dilfridge> "the recruitment / personnel management is up to those doing the work (distribution) and not to the legal entity that we created to take care of legal and financial issues"
[23:29:46] <prometheanfire> the legal entity that we created to take care of legal and financial issues
[23:29:57] <prometheanfire> the problem is that HR problems often become legal problems
[23:30:04] <prometheanfire> so we need to at least KNOW about it
[23:30:07] <K_F> there is no HR problem without employment contract
[23:30:18] <prometheanfire> K_F: you can sue for anything over here
[23:30:35] <WilliamH> K_F: sadly prometheanfire is correct.
[23:30:37] <mgorny> prometheanfire: how often? do you have a number of how many comrel actions have rendered foundation actually liable?
[23:30:38] <K_F> but I'm all for making stricter requirements to become a dev
[23:30:43] <dilfridge> well
[23:30:58] <prometheanfire> mgorny: nope, because we don't know of any comrel actions
[23:31:05] <WilliamH> mgorny: it has never been tested.
[23:31:14] <prometheanfire> we are not informed and can not be prepared for any action
[23:31:18] <dilfridge> the last two comrel actions afaicr were idella4 and a recent e-mail admonishing someone
[23:31:20] <mgorny> prometheanfire: have you ever received threats?
[23:31:26] <prometheanfire> yes
[23:31:39] <mgorny> (for comrel actions?)
[23:32:06] <prometheanfire> yes
[23:32:23] <dilfridge> prometheanfire: and that gives a rough impression of how many team actions there really are
[23:32:54] <mgorny> prometheanfire: are comrel actions greater liability to the foundation than trustees publically defaming developers?
[23:33:09] <dilfridge> now talking to someone in private and telling him, "please settle down a bit, it's enough", that's something else, but I suppose we don't have to tell you about that.
[23:33:23] <prometheanfire> anyway, the foundaion doesn't need to have a say in what (non)actions are taken by comrel, we just need to know about them to be prepared
[23:33:31] <dilfridge> works for me
[23:34:00] <prometheanfire> dilfridge: I'd say something along the lines of how bugs are responded to would do it
[23:34:14] <dilfridge> we want to introduce regular team meetings to deal with open bugs
[23:34:17] <prometheanfire> alicef: :D
[23:34:30] <dilfridge> which is something completely new and revolutionary for comrel
[23:34:35] <prometheanfire> lol
[23:34:38] <WilliamH> dilfridge ++
[23:34:38] <dilfridge> let's see how it works out :)
[23:34:53] <NeddySeagoon> You can find out if comrel is still alive :)
[23:34:58] <prometheanfire> agreed
[23:35:00] <WilliamH> dilfridge: imo open comrel bugs shouldn't sit forever.
[23:35:15] <WilliamH> dilfridge: that's pretty demoralizing to the person who filed the bug.
[23:35:30] <dilfridge> WilliamH: no, but it sometimes takes a LOT of motivation to start with such stuff :P
[23:35:36] <mgorny> WilliamH: less demoralizing than comrel members closing bugs instantly as 'not a problem'
[23:35:39] <WilliamH> dilfridge: I imagine it does.
[23:35:54] <prometheanfire> adding trustees as cc to comrel bugs would be my proposed solution, don't even need view/commenting rights for that (just alias setup)
[23:36:17] <prometheanfire> since bugs are THE way of driving comrel actions
[23:36:23] <dilfridge> we'll figure something out
[23:36:26] <prometheanfire> k
[23:36:30] <prometheanfire> that was the last item
[23:36:35] <prometheanfire> open floor?
[23:36:40] <WilliamH> I would agree with prometheanfire, that sounds pretty reasonable.
[23:38:40] <prometheanfire> who from the council side can work with me on cleaning up any info we don't want published from this meeting?
[23:38:59] <prometheanfire> I'm personally fine with publishing it fully, I don't think there was private info discussed
[23:39:08] <K_F> I'd agree with that
[23:39:15] <dilfridge> works for me
[23:39:21] <WilliamH> wfm
[23:39:21] <ulm> wfm too
[23:39:22] <klondike> wfm
[23:39:35] <mgorny> wfm
[23:39:50] <prometheanfire> cool
[23:39:59] <WilliamH> I think there should be more of these. :-)
[23:40:14] <prometheanfire> I'll publish the log somewhere (probably dev space) and make a summary email to nfp and project lists
[23:40:19] <prometheanfire> WilliamH: agreed
[23:40:27] <prometheanfire> let's say same time next month?
[23:41:09] <klondike> prometheanfire: avoid dev space for logs
[23:41:16] <klondike> When you retire things will be gone
[23:41:22] <K_F> prometheanfire: same time being tuesday 20th? wfm
[23:41:42] <WilliamH> weekends are better
[23:41:45] <mgorny> prometheanfire: if you mean Saturday, then i suppose so
[23:41:47] <prometheanfire> K_F: not quite
[23:42:06] <mgorny> i think having the date 2 weeks in advance is good enough for me
[23:42:07] <prometheanfire> it'd be saturday the 17th at the same time
[23:42:14] <WilliamH> wfm
[23:42:17] <klondike> +1 for weekend
[23:42:32] <klondike> 22 CET is late for a weekday but doable on saturday
[23:42:53] <klondike> wfm
[23:43:01] <prometheanfire> ya, being intl hurts colaberation
[23:43:18] <prometheanfire> one of the reasons council and trustees have not seen eye to eye I think
[23:43:53] <NeddySeagoon> Open nent time?
[23:43:58] <NeddySeagoon> next*
[23:44:27] <ulm> yeah, should be in #-council or #-trustees
[23:44:34] <dilfridge> ++
[23:44:37] <ulm> not a secret channel
[23:44:40] <prometheanfire> ah, agreed
[23:45:02] <prometheanfire> it was only in a secret channel because council requested iirc (mgorny or dilfridge requested iirc)
[23:45:15] <dilfridge> I didnt but never mind
[23:45:20] <prometheanfire> we'll need to decide on the channel, but that can be done later
[23:45:26] <prometheanfire> dilfridge: misremembered then
[23:46:12] <prometheanfire> we should have someone else chair it too
[23:46:25] -*- prometheanfire doesn't run to run yet another meeting
[23:47:03] <K_F> we don't need on deciding on it now anyways
[23:48:16] <prometheanfire> ya, not saying we need to do that now
[23:48:26] <prometheanfire> let's decide on chair and location via email
[23:48:30] <prometheanfire> and consider this meeting closed