[03:01:02] <antarus> antarus, b-man robbat2 prometheanfire alicef ping
[03:01:10] * b-man here
[03:01:12] <antarus> Please roll-call with aye
[03:01:16] <prometheanfire> o/
[03:01:17] <b-man> Aye
[03:01:20] <prometheanfire> aye
[03:01:24] <antarus> aye
[03:01:31] <alicef> o/
[03:01:38] <alicef> aye
[03:02:34] <antarus> we have quorum
[03:02:40] <antarus> agenda is here: https://wiki.gentoo.org/wiki/Foundation:Meetings/2019/12
[03:02:49] <antarus> who is logging?
[03:03:02] <prometheanfire> I'll log
[03:03:06] <antarus> thanks
[03:03:46] <antarus> old business
[03:04:26] <antarus> Taxex update: I don't see robin here
[03:04:59] <antarus> we have filed for 4 years and we have the bill for those, but are still working out how to pay online vs check
[03:05:02] <antarus> taxes*
[03:05:55] <antarus> We last heard from teh accountant on 12/9, with updated instructions
[03:06:17] <antarus> any questions about taxes?
[03:07:39] <antarus> ok moving on
[03:08:02] <antarus> The accountant had also discussed with us making a new org, vs keeping the existing org
[03:08:37] <antarus> I believe this was with the goal of creation a tax-exempt non-profit, as there was some thought that making the existing organization tax-exempt could be difficult given its age
[03:08:44] <antarus> creating*
[03:08:51] <b-man> Yes, that is correct.
[03:09:22] <antarus> if we made a new org, do we have any idea who would be on the board?
[03:09:38] <prometheanfire> or where it'd be formed?
[03:09:44] <antarus> (there is some straightforwar feedback that it is unlikely the entire existing board would join the new organization)
[03:09:50] <b-man> I believe we would keep any board members currently still in office
[03:10:16] <b-man> but I believe that ensuring a CPA is retained is crucial before considering a new org or keeping the existing
[03:10:38] <antarus> are you unhappy with the CPA we have currently?
[03:10:46] <prometheanfire> not necessarilly, they'd remain as board members for the old foundation
[03:11:01] <b-man> antarus: This is not what I mean.
[03:11:31] <b-man> antarus: I believe it is crucial to retain a CPA (this one is fine) to do books. Otherwise, we give it a few years and we are back to where we started regarding finances.
[03:12:07] <b-man> prometheanfire: antarus: I specifically asked this question to the CPA before. Current board members can reside over both as one is dissolved and the other is stood up.
[03:12:12] <antarus> right
[03:12:16] <prometheanfire> b-man: yep
[03:12:19] <antarus> I'm stating that i would not join the new board
[03:12:29] <prometheanfire> ack
[03:12:41] <antarus> part of my concern is that there are not enough humans to keep a board solvent
[03:12:44] <b-man> We just need to ensure the electorate has their representation should we keep a non-profit
[03:13:04] <antarus> I'm looking for some guidance on how we can improve that situation
[03:13:08] <alicef> antarus: some strightforward feedback from who?
[03:13:29] <b-man> antarus: We can lower the board member requirement dependent on state.
[03:13:37] <antarus> alicef: I believe that myself, prometheanfire and robbat2 are not willing to be board members for long term
[03:13:38] <prometheanfire> what is the min required?  iirc we are larger than needed
[03:13:46] <antarus> the min in NM is 3
[03:13:57] <antarus> I'm not sure about other jurisdictions
[03:14:05] <b-man> I also believe that most shy away due to the finance piece. Some are too worried about being held responsible.
[03:14:05] <prometheanfire> ya, I can help out depending on how involved it is, it just, depends
[03:14:22] <prometheanfire> ya, limited liability
[03:14:35] <alicef> antarus: I would like to listen from them their own decision
[03:14:47] <antarus> well robbat2 isn't here, so its hard to say ;)
[03:15:03] <prometheanfire> I'd say I could remain secretary for the time being
[03:15:14] <antarus> from my POV I'm unlikely to vote on a transfer of assets to some new entity without some idea that there will be people to run it
[03:15:21] <antarus> a 2 person board doesn't please me much
[03:15:38] <antarus> (I may also continue to look into the umbrella thing but my level of care is only so much.)
[03:15:39] <b-man> antarus: agreed with transferring.
[03:15:46] <alicef> I'm ok on take up on secretary duties, in case is needed
[03:15:47] <prometheanfire> has anyone reached out to umbrellas now that taxes are being sorted?
[03:15:57] <antarus> I was hoping we would have had them paid by now
[03:16:00] <b-man> My largest concern of a board is by-laws impacting how Gentoo proceeds in the future
[03:16:01] <antarus> and we will still owe penalties
[03:16:10] <prometheanfire> antarus: ya, no one wants our money
[03:16:13] <antarus> I was going to reach out in Jan anyway
[03:16:16] <antarus> haha
[03:16:28] <b-man> s/board/umbrella
[03:17:04] <b-man> Allowing a broader umbrella electorate to determine policies or legalities within Gentoo concerns me.
[03:17:30] <b-man> If anything, we keep the current by-laws and AoI's and let the council run the distro as (I think) we all agree.
[03:17:40] <antarus> haha, I bet its as concerned as the existing Foundation intrudes on gentoo policy ;)
[03:17:53] <alicef> b-man: I agree with b-man suggestion
[03:18:12] <b-man> antarus: Sure, some people could try to be elected and intrude on things such as council territory, but I don't think this is likely.
[03:18:14] <prometheanfire> b-man: they don't want it :P
[03:18:38] <b-man> prometheanfire: Who doesn't want what?
[03:18:43] <alicef> who don't want it ?
[03:18:51] <prometheanfire> council doesn't want to run the foundation
[03:18:59] <b-man> prometheanfire: This is not what I mean.
[03:19:12] <b-man> To me, there is a clear delineation of responsibilities.
[03:19:19] <b-man> We pay bills and ensure any legal pieces are taken care of.
[03:19:21] <b-man> Council runs the distro
[03:19:27] <prometheanfire> right
[03:19:28] <antarus> I think b-man
[03:19:43] <b-man> no need to go tell council how to do their job.
[03:19:44] <antarus> b-man's concern is that we go to an umbrella and the umbrella change sgentoo policy
[03:19:47] <antarus> like making us use github ;p
[03:19:56] <antarus> or changing our logo
[03:20:00] <b-man> antarus: Sure, or accepting a certain license we don't agree with
[03:20:11] <antarus> well the license thing is odd right
[03:20:18] <b-man> but that is my concern...
[03:20:18] <antarus> nominally that is within the current board's remit
[03:20:26] <prometheanfire> we'd have to work out those details before doing it
[03:20:36] <b-man> antarus: yes, and we can work with the electorate and council to ensure we find a good solution
[03:20:47] <antarus> and you think the umbrella will not?
[03:21:02] <b-man> antarus: yes, they would, but we will be competing with other projects.
[03:21:06] <b-man> e.g. Apache etc
[03:21:14] <antarus> I see
[03:21:18] <antarus> Its a risk certainly
[03:21:27] <b-man> So the e.g. SPI board is responsible to many others than just Gentoo
[03:21:37] <b-man> I believe this is why Linux Foundation has concerns with umbrellas
[03:22:05] <b-man> As stated though, we must ensure the finance piece is contracted out
[03:22:06] <alicef> antarus: is a real risk
[03:22:13] <antarus> I *am* a real risk ;)
[03:22:36] <antarus> ok I don't want to spend the entire meeting on this
[03:22:39] <prometheanfire> right now we are just wondering about things that may not exist, I say we move on
[03:22:46] <b-man> yes please
[03:22:47] <antarus> in terms of next steps we need to pay the taxes
[03:22:54] <b-man> Trying to finish Ant Man with the boy :)
[03:23:08] <antarus> we can table future discussions until Jan?
[03:23:14] <antarus> unless we are in a rush to decide?
[03:23:28] <b-man> antarus: There is more to deciding that. So, yes table.
[03:23:37] <b-man> Maybe start a good discussion on -nfp
[03:23:40] <antarus> tabling
[03:24:03] <b-man> and we need to pay the man still
[03:24:12] <b-man> So, we got a few weeks for the holidays to pass
[03:24:27] <antarus> b-man: did you get a response from the USWG chair about our UEFI registration?
[03:24:34] <b-man> antarus: crickers...
[03:24:38] <b-man> crickets*
[03:24:45] <antarus> everyone at intel must be on vacation
[03:24:55] <antarus> doesn't mattst88 work there? :)
[03:25:06] <antarus> maybe we can get him to bump them
[03:25:07] <b-man> I think he still does graphics there
[03:25:35] <b-man> antarus: pinged matt in PM
[03:25:38] <antarus> ok
[03:25:54] <alicef> ok
[03:25:58] <antarus> due to the upcoming .org sale to ethos capital we renewed our domains for the next 10 years
[03:26:08] <alicef> any motion to vote today?
[03:26:13] <antarus> none that i know of
[03:26:27] <antarus> the agenda is mostly empty, I was going to do a brief pass of bugs and then open floor
[03:26:32] <alicef> is only bikeshedding meeting ?
[03:26:37] <alicef> ok
[03:26:39] <antarus> lol
[03:26:57] <b-man> domain is good
[03:26:58] <b-man> push...
[03:27:00] <antarus> (I think most of our meetings are bikesheeding ;p)
[03:27:20] <b-man> Ant-man is learning his skillz
[03:27:34] <alicef> antarus: nice for renewing domains
[03:27:45] <antarus> We have some upcoming expenses in calendar 2020 (switch, caddies, etc.)
[03:27:55] <alicef> gentoo calendar?
[03:28:02] <alicef> we are selling it ?
[03:28:08] <alicef> :)
[03:28:15] <antarus> anything for https://bugs.gentoo.org/695360 ?
[03:28:19] <b-man> alicef: Yes, a Gentoo calendar, you will be Ms. April
[03:28:37] * antarus can be Dr. May
[03:29:14] <antarus> I think for that bug I need to check with mgorny
[03:29:25] <antarus> I was hoping to resolve it with a brief discussion
[03:29:28] <antarus> anything for open floor?
[03:29:37] <prometheanfire> non
[03:29:55] <b-man> I am not sure we could force them to change the metadata
[03:30:07] <b-man> So, likely, need to play nice
[03:30:20] <b-man> as Roy kind of alluded too
[03:30:52] <b-man> nothing for open floor
[03:31:01] <b-man> antarus: bang that gavel!
[03:31:09] <antarus> i mostly want avoid the cost of an actual patent attouney ;)
[03:31:11] <antarus> attourney8
[03:31:12] <antarus> bah
[03:31:14] <antarus> anyway
[03:31:17] * antarus gavels
[03:31:19] <antarus> meeting adjourned