#governance | Logs for 2023-09-15

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[06:23:06] <janrinok> Deucalion has given his apologies but he cannot attend the next Governance meeting. I will be acting as Secretary until requerdanos returns. Anyone available to Chair the meeting?
[07:40:02] <janrinok> HEADS UP - I have already received apologies for non-attendance at the Governance Meeting scheduled for 2030 UTC, from Deucalion (work commitments), requerdanos (vacation), cmn32480 (personal), audioguy (personal).
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[19:21:16] * janrinok checking in
[19:33:33] * Bytram is here! Please ping me just before the meeting starts.
[19:34:19] <janrinok> i will try to remember - providing I stay awake!
[19:38:02] <Bytram> I said that mostly to remind myself! :)
[19:38:14] <janrinok> lol
[19:39:58] <Bytram> and by sending TXT random messages, attempt to try to keep janrinok awake :^)
[19:41:37] <janrinok> LOL!!!
[19:50:51] <mechanicjay> howdy all
[19:51:09] <mechanicjay> I saw the number of regrets for this meeting and am worried we're going to not have quorum AGAIN
[19:53:10] <janrinok> hi mj - it is possible but there theoretically enough of us to make a quorum if everyone arrives on time....
[19:53:25] <janrinok> *there are
[20:22:06] * Fnord666 is here
[20:22:41] <notkolie> o/
[20:23:03] <janrinok> Bytram, ping
[20:23:55] <janrinok> Bytram, ping
[20:24:31] <janrinok> Bytram, PING
[20:26:07] <janrinok> Bytram, PING
[20:28:35] <janrinok> Bytram, PING
[20:28:39] <Bytram> here
[20:28:44] <janrinok> yo!
[20:29:23] <Bytram> I was trying to finish an email!
[20:29:27] <janrinok> lol
[20:29:44] <janrinok> curtain call - 30 seconds!
[20:30:20] <janrinok> OK, check in to see who is here?
[20:30:25] * janrinok here
[20:31:18] <janrinok> ... it has all gone quiet again
[20:31:24] * mechanicjay here
[20:31:46] <notkolie> o/
[20:31:53] * Fnord666 is here
[20:32:05] * Bytram is here
[20:32:15] <mechanicjay> That makes 5, sounds like a quorum.
[20:32:17] <janrinok> that is 5 - we have a quorum
[20:32:34] <mechanicjay> As Vice Chair, I here by call this Meeting of the Governance Comittee to order
[20:33:01] <mechanicjay> First I submit for approval the minutes from the previous meeting
[20:33:14] <Fnord666> seconded
[20:33:24] * janrinok aye
[20:33:27] <notkolie> aye
[20:33:37] <mechanicjay> aye
[20:33:42] <mechanicjay> the ayes have it.
[20:33:43] <Bytram> I.3
[20:33:58] <mechanicjay> Next, I submit for approval the agenda for todays meeting:
[20:34:03] <Bytram> Oops. Aye
[20:34:10] * janrinok aye
[20:34:20] <mechanicjay> 1. Approval of Previous Minutes
[20:34:29] <mechanicjay> 2. Approval / Proposed Agenda
[20:34:36] <mechanicjay> 3. Committee Member Reports
[20:34:42] <mechanicjay> 4. Old / Outstanding Business
[20:34:56] <mechanicjay> 5. A. Update from the Board
[20:35:01] <mechanicjay> 6. New Business
[20:35:15] <janrinok> I suppose I should say 'proposed'
[20:35:30] <Fnord666> aye
[20:35:32] <mechanicjay> 7. A. Discussion/ move the establishment of a new org
[20:35:32] <mechanicjay> B. Proposals go here during item 2 (now)
[20:35:49] <mechanicjay> 8. Proposal for agenda for next meeting
[20:35:59] <mechanicjay> 9. Scheduling next meeting
[20:36:09] <mechanicjay> EOM
[20:36:15] <janrinok> proposed
[20:36:24] <mechanicjay> Yes, proposed agenda, sorry
[20:37:02] <janrinok> are we voting yet?
[20:37:15] <notkolie> Agenda looks fine.
[20:37:30] <Bytram> aye
[20:37:35] * janrinok aye
[20:37:36] <mechanicjay> Okay, all in favor of approval:
[20:37:38] <notkolie> aye
[20:37:43] * mechanicjay aye
[20:37:56] * janrinok aye (again)
[20:37:59] <Bytram> aye
[20:37:59] <mechanicjay> Fnord666: ?
[20:38:00] <Fnord666> aye
[20:38:05] <mechanicjay> Great, approved!
[20:38:14] <mechanicjay> On to comitee member reports.
[20:38:22] <mechanicjay> Do any comittee members have anything to report?
[20:38:45] <janrinok> have you got any more info on coops?
[20:39:09] <mechanicjay> I have none
[20:39:53] <janrinok> nothing from me - bylaws paused until we know what kind of company we are creating
[20:40:36] <notkolie> im good til old business
[20:40:37] <mechanicjay> And I think we don't know if we're even creating a company until we have a better understanding of what the current owners are looking to get
[20:40:39] <janrinok> and audioguy has been otherwise occupied :)
[20:41:01] <mechanicjay> Okay, moving on, Old/Outstanding buis
[20:41:07] <mechanicjay> notkolie: ?
[20:41:14] <Bytram> >>> Out of Curiosity, how many people are attending?
[20:41:21] <notkolie> Ok so, speaking officially in board capacity
[20:41:23] <janrinok> 6 so far
[20:41:38] <Bytram> tx!
[20:41:44] <notkolie> Everyone on the board has agreed that a token 1$ takeover is acceptable terms.
[20:41:52] <notkolie> Also agreed on
[20:42:18] <notkolie> Is that effectively everything is included, domain, ip, shutdown existing org, accounts, bank.
[20:42:46] <notkolie> I can answer any questions but it's basically what it is.
[20:43:09] <janrinok> and nobody is expecting to have any monies returned to them?
[20:43:09] <notkolie> I'm good.
[20:43:09] <mechanicjay> Thanks notkolie, I have no questions. Anyone else?
[20:43:19] <janrinok> and nobody is expecting to have any monies returned to them?
[20:43:31] <notkolie> janrinok, it is what I just said, both parties are good for a 1$ term.
[20:43:32] <Bytram> Is there *any* part that is NOT included?
[20:43:55] <notkolie> Well the corp itself, it's just doing a transfer of everything in it.
[20:43:58] <janrinok> grateful if you could copy that full email to us all please
[20:44:49] <Bytram> Everything in it? Great!
[20:45:18] <notkolie> Uhm, ok I think I have most everyones email, pm me to be sure.
[20:45:44] <Bytram> k
[20:46:02] <mechanicjay> alright, moving on
[20:46:21] <mechanicjay> I have "5 A. Update from board" -- or was that just covered in 4?
[20:46:30] <janrinok> I think that was it
[20:46:32] <mechanicjay> unless there is something different notkolie?
[20:46:51] <janrinok> kolie - a question
[20:47:00] <notkolie> All ears.
[20:47:21] <janrinok> You said that you were still discussing 'other stuff' - care to share what exactly?
[20:48:17] <notkolie> Things discussed before - just basically getting a basic bullet point together of what a final agreement would include.
[20:48:29] <notkolie> Stuff like the shutdown of the corp, liability releases etc.
[20:48:38] <janrinok> OK thank you
[20:49:06] <notkolie> I get 2/4 of answers, another question gets added, 1 gets answered, circling back to the missing three items etc.
[20:49:27] <notkolie> I dont see anything at this time that isn't what's anticipated by all parties being necessary.
[20:49:38] <notkolie> IE we are all more or less going to the same direction afaik.
[20:50:09] <janrinok> So the priority now is to identify what kind of org best suits our needs.
[20:50:45] <mechanicjay> I agree Jan
[20:51:00] <mechanicjay> Okay, well, is there any new business?
[20:51:06] <notkolie> Yea and to that point - I think bylaws establishing high level governance by community ( a "board" ), and an immediate adoption of a resolution establishing the staffing structure, should be our target to make this happen.
[20:51:08] <janrinok> I don't know US law but I am not sure that a coop allows us to collect subs. I would welcome being corrected on this!
[20:51:39] <mechanicjay> I can answer that a bit
[20:53:02] <mechanicjay> If you take grocery store coops as an example, many of these coops are open for the public to shop at, but you can also buy a membership to the coop which gives you certain perks (like extra discounts at checkout, etc). The analog to sub here, I think is clear and I see no reason why it shouldn't be possible.
[20:53:59] <janrinok> OK, but I think we need a qualified legal beagle to confirm that for us, don't we?
[20:54:00] <mechanicjay> Beyond that, it would make sense to me that one of the perks that supporting members get, is like some kind of formal voting rights
[20:54:12] <janrinok> agreed on that point
[20:54:30] <notkolie> What advantages does a coop result for the structure vs establishing a 501 ?
[20:55:09] <mechanicjay> community ownership seems to be a big one.
[20:56:04] <Bytram> ++
[20:56:09] <notkolie> That seems to preclude the idea that the communty could own a 501 and I don't think that's necessarily true.
[20:56:28] <janrinok> well what are you suggesting?
[20:56:45] <janrinok> ... and why
[20:57:23] <notkolie> I was just wondering what the advantage of beibng a coop was.
[20:57:35] <notkolie> If its community ownership, that's from what I understand a shared trait.
[20:57:58] <mechanicjay> I mean, I guess the idea behind a 501 is that nobody owns it -- people merely run it
[20:58:30] <notkolie> I get what you mean.
[20:58:36] <janrinok> we want ownership for the community. So that we cannot have a repeat of this debacle again.
[20:58:54] <notkolie> So one approach
[20:59:11] <Bytram> ownership *BY* the community
[20:59:24] <notkolie> Is, establish a 501, and give the community ranked voting etc, and that's your bylaws more or less.
[20:59:27] <janrinok> i stand corrected - yes
[20:59:44] <janrinok> define ranked voting please
[21:00:15] <notkolie> proportional RCV, its a voting method.
[21:00:35] <notkolie> For example, the board is to be elected by the community, to fill all seats, by pRCV
[21:00:49] <janrinok> It is the candidates that are ranked - not the voters
[21:01:01] <notkolie> Sure, so, what this could look like
[21:01:44] <notkolie> Is we draft a 501 with bylaws establishing the community as voting, a board, and a resolution to establish the staff, a temp board would create the org, ratify the staff resolution, and then immediately hold a board eelction from the community.
[21:01:49] <notkolie> Or whatever org.
[21:03:01] <janrinok> I would like to suggest that only people who have held an account for a specific period of time are eligible for the committee. I do not think we want a committee of sock puppets that have all appeared in the last few weeks!
[21:03:19] <notkolie> Ofcourse.
[21:03:36] <notkolie> We could implement in the voting system sock puppet measures.
[21:03:44] <Bytram> historically, it was 1 month
[21:03:53] <notkolie> Which would be different from the site.
[21:04:09] <janrinok> Do you agree also that the 'board' is entirely administrative?
[21:04:31] <Bytram> kolie: who u talking to?
[21:04:38] <janrinok> kolie
[21:04:56] <notkolie> The bylaws of the organization are what they are.
[21:05:05] <notkolie> The community would ultimately vote on them.
[21:05:20] <janrinok> we are writing the bylaws. They can be whatever we say they can be.
[21:06:04] <Bytram> I can haz a pony?
[21:06:13] <Bytram> :)
[21:06:51] <notkolie> Ok well what I see the bylaws functioning are pretty much what they should be, establishing the community as the voting party, they elect a board, and the board then delegates what to do via a staff resolution which says how that works. It's probably most similar to proposals made by xiratrapes in it's structure - the specifics of which are up for debate
[21:06:51] <janrinok> we will take legal advice on them, but we are not constrained to a specific template
[21:07:42] <notkolie> The board represents the community as its elected by them, and they go about overseeing that the community is represented in the actions of staff, and are accountable
[21:08:04] <notkolie> communit ywants, board oversees, staff implements the will of the community.
[21:08:25] <janrinok> we have always done what the community wants.
[21:08:47] <notkolie> Cool then this codifies that and makes it straight forward in operations and rectifying issues.
[21:08:48] <mechanicjay> Yeah, this sounds like a way to formalize and enforce that
[21:09:12] <janrinok> I do not want anyone to be wasting time writing regular progress reports that we are then subjected to questioning on.
[21:09:20] <notkolie> Any issues with the staff, the board can rectify if needed, and if that is so out of touch with the community, then the board gets the boot.
[21:09:41] <janrinok> We consult, discuss and agree - not set tasks for teams to meet.
[21:10:16] <notkolie> Well I think the staff resolution / operations being approved by the board and community will detail what that looks like.
[21:10:36] <janrinok> The proposals so far have, imo, made barriers rather than broken them down.
[21:10:44] <notkolie> And if the staff documentation as is works, then we can patch the parts to fit into an updated bylaws.
[21:11:12] <mechanicjay> I have a hard stop at quarter after
[21:11:14] <notkolie> But I don't believe the bylaws are the correct place for the staff resolutions, the bylaws establish the corporation and the voting.
[21:11:21] <janrinok> OK
[21:11:35] <notkolie> And we should have a staff resolution ready to go, to be adopted by the temp board, at the get go.
[21:11:38] <janrinok> we can continue this elsewhere another time
[21:11:46] <notkolie> Yea I'm good.
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[21:12:00] <mechanicjay> I think this is good discussion, it also doesn't need to happen in the context of this meeting.
[21:12:13] <notkolie> Sure yea I always saw this channel as a running ideas and commentary place too.
[21:12:23] <notkolie> I check regularly during the week here.
[21:12:43] <mechanicjay> Okay Item 8: Proposal of agenda items for next meeting
[21:13:15] <mechanicjay> The floor is open for proposed items
[21:13:22] <janrinok> nothing specific from me
[21:13:28] <notkolie> Nothing at this time.
[21:13:32] <mechanicjay> nor I
[21:13:51] <mechanicjay> 9: scheduling next meeting
[21:13:59] <mechanicjay> Same time, same station next friday?
[21:14:03] <notkolie> Tehre was open discussing about not fridays
[21:14:05] <janrinok> is this still the best day/time for everyone?
[21:14:07] <notkolie> I'm good for any day.
[21:14:20] <mechanicjay> I'm not married to friday's
[21:14:22] <Fnord666> any day is good for me
[21:14:42] <notkolie> tuesday or wednesday i think was discussed
[21:14:44] <janrinok> we need to know the views of those that have not made it today too
[21:15:21] <mechanicjay> yep, lets pass an email around about this, but for now, the proposal is next friday at the standard time
[21:15:26] <notkolie> Ok good with that.
[21:15:30] <janrinok> I can email everybody as an action if you wish
[21:15:39] <mechanicjay> janrinok: yes please!
[21:15:41] <notkolie> I'll make whatever work thanks.
[21:15:44] <janrinok> noted
[21:16:22] <mechanicjay> I can make a time most any day work, but have a number of standing project and team meetings every week for $dayjob I need to workaround
[21:17:06] <mechanicjay> kolie: can I interpret your "good with that" as a second?
[21:17:17] <notkolie> Yes,
[21:17:24] <mechanicjay> great, all in favor
[21:17:27] * mechanicjay aye
[21:17:30] * notkolie aye
[21:17:30] * janrinok aye
[21:17:40] <Bytram> *wed is better than tues.
[21:17:43] * notkolie slaps aristarchus around with a large trout.
[21:18:05] <notkolie> lol thats still in the client hilarious.
[21:18:06] * mechanicjay hammers the gavel to bring notkolie and his fish like ways to order
[21:18:26] <Fnord666> aye
[21:18:31] <mechanicjay> alright, seems were good, we're adjourned
[21:18:36] <mechanicjay> thanks guys, I'll check in later!
[21:18:39] <notkolie> thx dudes.
[21:18:43] <schestowitz[TR]> 0.
[21:18:51] <janrinok> meeting adjourned at 21:18 UTC
[21:19:41] <Bytram> ate
[21:20:57] <Bytram> thx everybody!
[21:21:43] <janrinok> bye all!
[21:22:13] <janrinok> kolie - what is ari's complaint now?
[21:23:21] <notkolie> idk
[21:23:40] <Bytram> poutine--
[21:24:08] <notkolie> poutine is lish
[21:24:21] * Bytram misses that bot VERY much
[21:25:09] <notkolie> what did it do
[21:25:37] <Bytram> last I recall, he had dropped to -300 or so!
[21:26:12] <janrinok> ++ and -- kept a running score of whatever you wanted. Poutine is an oldtime member who was frequently being --'ed
[21:26:33] <janrinok> coffee was the highest scorer.
[21:26:46] <Fnord666> coffee++
[21:26:51] <Bytram> yes, agree 100%
[21:27:34] <Bytram> janrinok: ^^^
[21:28:38] <janrinok> understood
[21:28:44] <Bytram> I gtg shortly. janrinok: have a great night (morning? )
[21:29:07] <janrinok> still half an hour of today left for me!
[21:29:21] <janrinok> see you over the weekend!
[21:29:33] <Fnord666> C U l8r Bytram
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[22:46:55] <chromas> Coffee had cheats enabled though