#governance | Logs for 2023-09-29
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[12:55:51] <Bytram> janrinok: Hi! Are we having the governance meeting today or did it get rescheduled to a more convenient date/time?
[12:59:32] <janrinok> It hasn't changed yet - it will be discussed at today's meeting
[13:01:09] <Bytram> Got it! Thanks for the quick reply, too! ATM, I expect that I will be attending. :^)
[13:03:50] <janrinok> not everyone has replied to the email.
[13:38:54] <Bytram> I just checked my email. Folks are busy on a Friday so it would not hurt to send out a reminder?
[13:39:13] <Bytram> afk
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[18:22:26] <Deucalion> My apologies, I will not be able to make today's Gov Meeting. Life is out to kill me.
[20:10:53] * janrinok checking in
[20:17:47] <Bytram> I am here doing a story. please ping me.
[20:18:21] <janrinok> will do!
[20:21:21] <janrinok> 9 minutes
[20:24:13] * mechanicjay is in the house
[20:24:40] <janrinok> hi mj
[20:27:39] <janrinok> apologies up the page from Deucalion who cannot make it to this meeting.
[20:27:59] * requerdanos is here
[20:28:02] <janrinok> Bytram PING 2 minutes
[20:28:25] <janrinok> requerdanos, apologies up the page from Deucalion who cannot make it to this meeting.
[20:28:34] <requerdanos> Got it, thanks
[20:29:04] <janrinok> Bytram, PING 1 minute
[20:29:54] <Bytram> I am here
[20:30:05] <janrinok> seconds to spare!
[20:30:23] <janrinok> notkolie, ?
[20:30:27] <Bytram> Yay!
[20:30:40] <Bytram> brb
[20:31:41] <janrinok> cmn32480, ping?
[20:31:55] <janrinok> Fnord666, ping?
[20:32:33] <requerdanos> I am only counting four people so far?
[20:32:37] <janrinok> I assume that audioguy is still recovering from his medical issues?
[20:33:00] <Bytram> I'm baaack!
[20:33:06] * mechanicjay is here
[20:33:13] <janrinok> you didn't miss much...
[20:33:53] * Bytram flails his arms around
[20:34:46] * janrinok enjoyed Bytram's display of energetic arm flailing....
[20:35:19] <Bytram> and... now it's almost all gone
[20:35:51] <Bytram> <wink>
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[20:36:43] * janrinok prepares to give his rendition of Moon River in the style of Abyssinian nose music
[20:37:18] <janrinok> req, so far, that is about it.
[20:38:00] <janrinok> ari's here now, we can start....
[20:38:18] <aristarchus> You don't need me, jan.
[20:38:55] <requerdanos> The suspense is thick... is the timer ticking down to a meeting, or to a no-quorum?
[20:39:19] <Bytram> chromas: Fnord666: notkolie: ... anyone else?
[20:39:46] <Bytram> (ping ^^^)
[20:40:00] <janrinok> well we need either cmn32480 or mechanicjay to call us to order, count heads, and make a decision to wait or something
[20:40:39] <Bytram> OOPS: ping kolie
[20:40:56] <janrinok> kolie, ping
[20:41:00] <janrinok> notkolie, ping
[20:41:02] * Fnord666 is here
[20:41:29] <janrinok> that is 5 then, which is better than it was a minute ago :)
[20:41:31] * mechanicjay groans like the old clock about to chime the hour
[20:41:54] <janrinok> we can agree to wait a bit if you wish
[20:42:00] <Bytram> And that's a quorum?
[20:42:04] <mechanicjay> In absence of our chair cmn32480, Let have a call to order and take roll call
[20:42:08] * mechanicjay here
[20:42:12] * requerdanos here
[20:42:13] * janrinok here
[20:42:14] * Fnord666 here
[20:42:32] <janrinok> Bytram is here
[20:42:42] <mechanicjay> That's 5, I think that's good enough
[20:42:57] * Bytram here
[20:43:29] <mechanicjay> Again as I didn't know I would be chairing, I need a minute to dig up the links for the minutes and stuff, stand by
[20:43:46] * requerdanos cheerfully stands by
[20:43:48] <Fnord666> As opposed to being flooring?
[20:43:51] <janrinok> cmn32480, has all the info on the collected questions I think
[20:44:42] <mechanicjay> Do we have minutes from the last meeting?
[20:45:13] <janrinok> hang on, I will have to open a browser...
[20:45:24] <requerdanos> Minutes from last meeting: https://soylentnews.org
[20:45:33] <mechanicjay> Thanks requerdanos
[20:45:42] <Bytram> requerdanos++
[20:45:49] <mechanicjay> I move for the approval of last meeting's minutes
[20:45:54] <janrinok> https://soylentnews.org - ah, too late
[20:45:56] <Fnord666> seconded
[20:45:59] <janrinok> seconded
[20:46:04] <Bytram> 2nd
[20:46:04] * janrinok aye
[20:46:12] <Bytram> aye
[20:46:16] * mechanicjay aye
[20:46:23] <requerdanos> aye
[20:46:24] <mechanicjay> Approved.
[20:48:20] <mechanicjay> Proposed Agenda (standardish to what we've done as I've not seen a specific agneda for this meeting)
[20:48:20] <mechanicjay> 1) Approval of Minutes
[20:48:20] <mechanicjay> 2) Approval of agenda
[20:48:20] <mechanicjay> 3) Old Bus.
[20:48:20] <mechanicjay> 4) New Bis
[20:48:22] <mechanicjay> 5) adjourn
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[20:49:01] <janrinok> seconded - if you want a seconder...
[20:49:15] <Bytram> 2nd
[20:49:21] <mechanicjay> all in favor
[20:49:23] * mechanicjay aye
[20:49:24] <requerdanos> aye
[20:49:26] * Fnord666 aye
[20:49:27] * janrinok aye
[20:49:39] <mechanicjay> Great, moving
[20:49:45] <Bytram> aye
[20:49:47] <mechanicjay> what old buisness do have to talk about?
[20:49:54] <Fnord666> Is the Old bus a school bus?
[20:50:16] <janrinok> I had an action on me from 2 weeks ago. We can do it now or as New Buis
[20:50:18] <Fnord666> Mechanic jay is channeling his inner cmn32480
[20:50:31] * mechanicjay dreams of the magic bus
[20:50:39] <mechanicjay> Go ahead Jan
[20:50:48] <janrinok> Not everyone has responded to my email regarding timing preferences for future Governance Meetings, but that is not unexpected.
[20:51:07] <janrinok> Timings: The timing we have for meetings is about the best that can be achieved for coverage of the whole of the USA and Western Europe. Those at the extremes of the area will always have some difficulties.
[20:51:27] <janrinok> The choice of day is much easier - Friday pm and the weekend are not popular with anybody it seems.
[20:51:35] <janrinok> Tues-Thurs are the most popular.
[20:51:57] <janrinok> Whatever we choose, having a fixed day makes it easier for people to arrange their life around the meeting where possible.
[20:52:10] <Fnord666> Agreed
[20:52:12] <janrinok> There will always be those who cannot make some meetings because of professional or personal obligations.
[20:52:28] <janrinok> I suggest that we try the same time (2030 UTC) but mid-week.
[20:52:33] <janrinok> I yield
[20:53:01] <mechanicjay> Thanks janrinok -- can you send a follow-up to propose such to the comittee?
[20:53:19] <janrinok> I can propose it now if you wish....
[20:53:21] <mechanicjay> (also I will respond to the initial mail post this meeting, sorry)
[20:53:42] <Fnord666> Time is good for me. Any day Mon-Thu works.
[20:53:55] <janrinok> I'm not sure which mid-week day is the best for everyone
[20:54:08] <mechanicjay> I would say yes, but as we're missing 4 members, I'd had to change it to a day that doesn't work for someone
[20:54:15] <janrinok> There was no strong preference
[20:54:50] <janrinok> OK, I will write to you or the Sec?
[20:55:05] <Fnord666> Let's narrow it down to that time, say Tue to Thu and re-ping everyone via email with a deadline of Tuesday to respond.
[20:55:25] <Fnord666> Tue, Wed, Thu
[20:55:52] <mechanicjay> Right. This time is fine for me Mon, Tue, Fri. I have other standing meetings on Wed/Thurs during this time
[20:56:09] <requerdanos> sounds like only Tuesday is left
[20:56:17] <Bytram> Tues is not good for me
[20:56:27] <janrinok> pick a day - I have no preferences....
[20:56:32] <mechanicjay> I think this is how we ended up with Friday
[20:56:39] * requerdanos trombone.wav
[20:56:52] <Fnord666> How is Monday eve for people?
[20:57:17] <janrinok> Some said that they would be catching up with work
[20:57:26] <janrinok> .... after the weekend
[20:57:40] <Fnord666> Ok, I guess we're staying with Friday then.
[20:57:44] <requerdanos> I will work with any day we come up with, given the time of 20:30
[20:58:30] <janrinok> well cmn32480 will have a problem with Friday because he often has personal commitments elsewhere
[20:58:49] <janrinok> It seems there is no perfect day
[20:58:50] <Bytram> I am fine with: M W T F after 1:30 PM EST (Also Sat and Sun)
[20:59:36] <janrinok> well then, it seems like Tuesday is good after that time
[20:59:46] <mechanicjay> If we move an hour earlier, Thur opens up for me. 30 min later, and Wednesday opens up for me.
[21:00:14] <janrinok> I'm in bed - I will still be in bed :)
[21:00:24] <Fnord666> Tuesday is the only bad day for Bytram
[21:00:32] <Bytram> janrinok: Tues is NOT good for me
[21:00:42] <janrinok> sorry I misread your last
[21:00:43] <Bytram> lol
[21:01:14] <janrinok> go for wed, 30 mins later at see if that works?
[21:01:43] <mechanicjay> Okay, lets try it
[21:01:48] <requerdanos> Wed. 21:00 UTC works for me.
[21:02:10] <janrinok> good for me, I might snore a bit though :)
[21:02:12] * Bytram has a weekly chat for 4-4:30 one tues. o/w OK
[21:02:40] <Fnord666> Wed 21:00 UTC works for me
[21:02:56] <Bytram> but I can change that if need be
[21:03:35] <janrinok> Decision?
[21:03:55] <mechanicjay> Okay, Jan, lets get an email out to the group proposing wednesday at 2100 starting Oct 11
[21:04:04] <janrinok> OK, will do
[21:04:09] <janrinok> action on me
[21:04:18] <mechanicjay> with the idea to skip the Oct 6 meeting.
[21:04:31] <Bytram> mechanicjay: what time zone is that
[21:04:45] <janrinok> OK - 2100 UTC
[21:04:51] <mechanicjay> SOrry, 2100 UTC?
[21:04:52] <Fnord666> 5pm ET
[21:05:12] <Bytram> Fnord666++
[21:05:55] <mechanicjay> Okay, great, moving on
[21:06:18] <mechanicjay> There was an action on kolie to define the term "Community member", but as he's not here, we'll defer that till next week.
[21:06:39] <janrinok> I thought you said skip next week?
[21:06:54] <mechanicjay> s/next week/next time
[21:07:23] <janrinok> understood
[21:07:31] <Bytram> next weak?
[21:07:40] <Bytram> (loll)
[21:07:48] <mechanicjay> Final bit of of follow-up, we talked about gathering a list of questions for an attorney to answer.
[21:08:33] <mechanicjay> Jan, you mentioned cmn32480 has been collecting all that?
[21:09:06] <janrinok> there was some email traffic today - but I don't think he has a comprehensive list yet
[21:09:08] <Bytram> mechanicjay: You want me to cut/paste my email?
[21:09:48] <mechanicjay> Bytram: no that's okay.
[21:09:55] <Bytram> k
[21:10:27] <mechanicjay> Motion to keep collecting questions with the goal of finalizing a list for next time.
[21:10:37] <janrinok> seconded
[21:10:57] <Bytram> ayuh
[21:11:26] <mechanicjay> all in favor?
[21:11:28] <janrinok> mechanicjay, was that a proposal?
[21:11:28] * mechanicjay aye
[21:11:32] * janrinok aye
[21:11:38] <requerdanos> are
[21:11:44] * Bytram aye
[21:11:53] <mechanicjay> Great, moving on.
[21:11:54] <requerdanos> that should say "aye"
[21:11:56] * Fnord666 aye
[21:12:12] <mechanicjay> Does anyone have any new buisness to bring?
[21:12:12] <Fnord666> requerdanos: it's not talk like a pirate day.
[21:12:32] * mechanicjay realized he missed TLAP day -- it was the 19th!
[21:13:07] <janrinok> we still need to write bylaws....
[21:13:27] <janrinok> even if we have a lawyer give us advice
[21:13:36] * Bytram wayes hand
[21:13:58] <janrinok> There are aspects such as voting, the make up of the board, that the lawyer cannot answer
[21:14:02] * Fnord666 gives Bytram the bathroom key.
[21:15:02] <Bytram> I think it would be easier yo give 'em a blank slate rather that trying to understand what we wrutew
[21:15:25] <Bytram> (plls forgive typos)
[21:15:28] <janrinok> I agree, but we will still need to add our own bits to meet our own requirements
[21:15:36] <Fnord666> Have we defined a "governing" structure?
[21:15:47] * Bytram yeilds
[21:16:19] <requerdanos> I am pretty sure choosing a governing structure is a big part of asking for a lawyer's input
[21:16:50] <Bytram> requerdanos++
[21:17:11] <janrinok> Fnord666, I think the only solution is to get something that will allow us to create a company and if we need to change things then do so afterwards - but I don't know what others think
[21:17:37] <mechanicjay> I'm ready to propose we that pool our money and install Bytram as a benevolent dictator.
[21:18:15] <janrinok> requerdanos, a lawyer will only propose what every other template has suggested - and that does not address the issues that we have had
[21:18:17] <Fnord666> I was thinking that the lawyer would tell us what the various "groups" need to be called based on the type of business structure but the basic form would remain the same.
[21:18:55] <Fnord666> And we need to define that basic form. Who is responsible to whom, etc.
[21:19:07] * Bytram blushes and politely declines
[21:19:39] <Bytram> try to \HIS
[21:19:48] <janrinok> The only way this is going to move forward is if we accept that an all community volunteer board exists
[21:19:52] <Bytram> try to KIS
[21:20:24] <Fnord666> Bytram++
[21:20:42] <janrinok> Once we have the domain and data we can sort out any problems in slower time
[21:21:11] <Bytram> janrinok++
[21:21:35] <Bytram> Q
[21:21:53] <Fnord666> True but getting the domain etc. is predicated on having the org set up.
[21:21:54] <Bytram> state of Deleware?
[21:22:15] <janrinok> whichever state is the best for the organisation that is recommended
[21:22:31] <janrinok> It doesn't have to be Delaware
[21:22:55] <janrinok> It is one of the questions that if for the lawyer to advise us on
[21:23:38] <mechanicjay> I don't expect any give lawyer to be up to speed on various states incorporation rules
[21:24:07] <Bytram> AFAIK, Delaware is set up to be business friendly
[21:24:15] <mechanicjay> I would expect that lawyer to be familiar with their own state's laws, maybe deleware and nevada as those are popular places to create businesses.
[21:24:30] <janrinok> Fnord666, we can have any org to create the business, but only we can write the detail of, once the business exists, how the remaining board positions are created and filled. There cannot be a board before the business exists
[21:25:11] <Fnord666> https://www.legalzoom.com
[21:25:40] <Fnord666> janrinok: understood.
[21:25:43] <janrinok> If you look at how the last one was created, It was declared and then immediately placed in a state of recreating a new board.
[21:26:09] <Fnord666> How did that work out?
[21:26:23] <janrinok> That is what we have to do. We have to identify how the NEW board will be established and under what rules.
[21:26:32] <Fnord666> Gotcha.
[21:27:02] <Fnord666> I was thinking that the letter of incorporation needed to detail the composition of the board, etc.
[21:27:14] <Bytram> janrinok++
[21:27:22] <janrinok> nope, I don't think so
[21:27:43] <Fnord666> Ok. I've never run a corporation so I'll sit down now.
[21:27:54] <mechanicjay> IIRC, it only needs like the name of a registering agent
[21:28:00] <janrinok> but, hey, that is why we are seeking the appropriate advice
[21:28:05] * Bytram Neither
[21:28:06] <mechanicjay> this is really state dependent too
[21:28:20] <janrinok> Which was Matt Angel for the last board....
[21:28:59] <janrinok> He created the company and immediately stood down
[21:30:42] <janrinok> Anyway - I've raised the point and we can discuss if further elsewhere
[21:31:07] <Bytram> agreed
[21:31:08] <mechanicjay> Right. I personally don't know how to move this forward
[21:31:23] <mechanicjay> But okay, point raised
[21:31:36] <mechanicjay> Any other new things to talk about?
[21:31:40] <janrinok> it is a task that has to be completed - not today, but we cannot create a company until we have completed it
[21:32:21] <janrinok> Nothing new from me
[21:32:46] * Bytram nada
[21:33:33] <Fnord666> Nothing from me
[21:33:52] <mechanicjay> Okay, so next meeting is tentatively set for Oct 11 at 21:00 UTC barring any major blockers from comittee members not present.
[21:34:06] <mechanicjay> Else, we can always fall back to the current time on the 6th.
[21:34:38] <janrinok> Wed 11 Oct at 2100 UTC for the email - got it
[21:34:41] <Bytram> what day of week is that?
[21:34:49] <janrinok> Wednesday
[21:35:26] <Bytram> janrinok++ Prince spaghetti day!
[21:35:39] <mechanicjay> motion to adjourn
[21:35:44] <janrinok> seconded
[21:35:50] <Bytram> second
[21:35:56] <mechanicjay> AIF?
[21:35:58] * mechanicjay aye
[21:36:03] <requerdanos> aye
[21:36:03] * janrinok aye
[21:36:06] <Bytram> aye
[21:36:28] <mechanicjay> Fab we are ajourned
[21:36:37] * mechanicjay hits the gavel REALLY hard
[21:36:45] <janrinok> don't break it!
[21:37:12] <requerdanos> Thanks to all. You time is valuable.
[21:37:20] <janrinok> Has anyone heard from AG?
[21:37:22] * Bytram 's ears are ringing
[21:37:43] <Bytram> not me
[21:38:19] <mechanicjay> not since the 15th
[21:38:29] <janrinok> I'll try to reach out to him but I don't think he is accessing his emails
[21:38:49] <mechanicjay> Bytram: do you have his phone number?
[21:39:02] <Bytram> Hmmm
[21:39:09] * Bytram looks
[21:40:00] <janrinok> He's probably got a bevy of nurses pouring him wine and feeding him grapes
[21:40:59] <janrinok> If there is nothing else to discuss, I will leave you all and depart to the land of Nod...
[21:42:24] <mechanicjay> Bon Nuit!
[21:43:08] <Bytram> Knawed?
[21:43:33] <janrinok> :) cheers all!
[21:44:20] <Bytram> chow chow chow!
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[21:49:14] <Fnord666> Good night janrinok
[23:34:51] <notkolie> Hey tried to get here but work wasn't agreeable today.