#governance | Logs for 2023-10-11

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[09:58:26] <cmn32480> I will be here for the meeting this eveing, but I may be a few minutes late, depending on if my wife is picking up the oldest, or if I am.
[09:58:51] <cmn32480> won't know which until I leave the office this afternoon.
[09:58:54] <janrinok> OK
[09:59:32] <janrinok> have you gathered the questions together from the few responses that I have seen?
[10:00:36] <cmn32480> Those are the only responses I got. I have them in a list, yes, but just a copy/pasta from the responses.
[10:01:13] <janrinok> that will do - I think notkolie is expecting them but I could be misreading something he said!
[10:04:07] <cmn32480> understood. going to the office today puts a crimp in some of the other stuff I need to get done. I'll try to email you that list by my lunchtime.
[10:05:54] <janrinok> no problem - save it for the meeting
[10:06:31] <cmn32480> <thumbs up>
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[20:02:48] * janrinok is here!
[20:25:59] <janrinok> https://soylentnews.org
[20:34:47] <Bytram> Hi! I *hope* I can make it in time...*and* I may need to leave early today. My schedule suddenly filled up!
[20:39:38] <janrinok> that's the problem with being popular!
[20:56:08] <Deucalion> Hola o/
[20:56:24] -!- mode/#governance [+o requerdanos] by Deucalion
[20:56:59] <janrinok> Deucalion, hi!
[20:57:18] <Deucalion> Hi janrinok
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[20:57:22] <Deucalion> how's things
[20:57:35] <janrinok> Deucalion, are you on call or do you have a rare evening off?
[20:58:08] <Deucalion> I'm sitting under my duvet with an ailing laptop :/
[20:58:12] <Deucalion> not on call
[20:58:45] <janrinok> lol - I m in bed, but with a desktop on a table next to the bed
[20:59:35] <Deucalion> my desktop is stored elsewhere. So I'm on my aged laptop - which has decided this would be the ideal week for the HDD to start to fail
[21:00:00] <Deucalion> Extended SMART is failing self-test with write errors
[21:00:23] <janrinok> not sounding too promising then....
[21:00:49] <janrinok> 2300
[21:01:00] <Deucalion> I have all the data backed up. I'll slap an SSD in it at some point
[21:01:02] <janrinok> cmn32480, might be a few mins late
[21:01:06] <Deucalion> OK
[21:01:21] <Deucalion> roll call - who is present?
[21:01:34] * janrinok is here
[21:01:39] * requerdanos present
[21:02:10] <janrinok> well, that is three of us
[21:02:24] <janrinok> Bytram, ping
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[21:04:30] <janrinok> kolie, hi
[21:04:34] <k0lie> o/
[21:05:09] <janrinok> ah, he is now spelling it with a 0
[21:05:55] <k0lie> regular was in use at my othre office.
[21:06:37] <janrinok> I haven't heard from audioguy for a few weeks since his medical problem. I don't expect him to appear. cmn and Bytram are both on their way but may be a few minutes late.
[21:06:55] <janrinok> I am glad that we picked a time that is convenient for all :)
[21:07:03] <k0lie> thats fine. I got your email. I'll need more time to actually digest it.
[21:07:36] <k0lie> whats the main differences from previous revisions?
[21:08:20] <janrinok> I've tried to change the bits that separatrix was unhappy with. I think that I have done it but others might see flaws that I have missed
[21:08:57] <janrinok> I think it is an agenda item so I will leave the details until then.
[21:09:35] <k0lie> definitely and i think its good to focus on the content and specifics. I'd still split up some parts for the final implementation but good to get everything down and the details sorted regardless. The proper structure of the items can be handled after that.
[21:10:15] <k0lie> but yea ill give it the attention it deserves this week and be able to articulate more appriate informed contents next.
[21:10:24] <k0lie> comments*
[21:11:14] <janrinok> I've not heard from mechanicjay - I don't know if he will show or not
[21:12:49] <janrinok> I hope a chairman appears soon....
[21:18:00] * Bytram is here!
[21:20:02] * Deucalion randomly disconnects and reconnects to bouncer
[21:20:34] <janrinok> still short of a quorum - and no chairman yet
[21:21:08] <cmn32480> apologies
[21:21:16] <cmn32480> it's been a day...
[21:21:41] <Deucalion> that's good no? eternal night would be grim :/
[21:21:43] <janrinok> ok - another roll call?
[21:21:47] * janrinok is here
[21:21:51] * Deucalion is here
[21:21:52] * requerdanos here
[21:21:54] <cmn32480> her
[21:21:57] <cmn32480> e
[21:22:03] <Bytram> here
[21:22:03] <k0lie> yea
[21:22:16] <janrinok> that's enough!
[21:22:45] <janrinok> cmn32480, get your breath....
[21:22:46] <cmn32480> my apologies.. ahd to pick up a child.
[21:23:09] <janrinok> any child in particular?
[21:23:46] <cmn32480> one of my own, so there si some obligation there
[21:23:52] <Bytram> Deucalion: r u here?
[21:23:56] <janrinok> fair enough
[21:24:00] <Deucalion> hi Bytram, yes
[21:24:11] <Bytram> yeay
[21:24:37] <Deucalion> keep randomly disconnecting though as tethered via mobile
[21:24:37] <cmn32480> OK. Metting to order
[21:24:53] <cmn32480> the chair apologizes for being late.
[21:25:04] <cmn32480> We accepting the old minutes?
[21:25:28] <janrinok> no objections from me
[21:25:40] <cmn32480> Motion to accept?
[21:25:52] <janrinok> proposed
[21:25:54] <k0lie> I wasn't there so I can't comment.
[21:26:07] <Bytram> do you have w//o me? gtg
[21:26:38] <requerdanos> yes bytram, we have five, thank you
[21:26:39] <cmn32480> Do we have enough to continue w/o Bytram?
[21:27:01] <janrinok> bye Bytram
[21:27:09] <cmn32480> anyone second the acceptance of the old minutes?
[21:27:23] <Deucalion> second
[21:27:30] <cmn32480> all in favor?
[21:27:32] * janrinok aye
[21:27:35] <requerdanos> aye.
[21:27:39] <Bytram> in that case, I am signing off... have fun!
[21:27:43] <Deucalion> aye
[21:27:59] <cmn32480> OK. carreis
[21:28:06] <cmn32480> Minutres are approved.
[21:28:15] <cmn32480> Next up.
[21:28:32] <cmn32480> Current Agenda
[21:28:36] <cmn32480> 1) Minutes
[21:28:40] <cmn32480> 2) Agenda)
[21:28:48] <cmn32480> 3) Reports
[21:28:56] <cmn32480> 4) Old business
[21:29:03] <cmn32480> 5) New Business
[21:29:07] <cmn32480> 6) GTFO
[21:29:27] <cmn32480> Any objections to the agenda as posted?
[21:29:33] <Deucalion> nope
[21:29:42] <janrinok> nope
[21:29:49] <k0lie> nope.
[21:29:58] <cmn32480> excellent
[21:30:38] <cmn32480> Reports - I have the list of questions. I'm copy/pasting into a text document. Wheil I'm workign that, any other reports?
[21:31:05] <janrinok> I can outline the latest draft bylaws if you wish
[21:31:24] <Deucalion> Sure. I skimmed through them yesterday
[21:31:45] <k0lie> Agree, I skimmed but need more time to discuss in detail.
[21:31:45] <janrinok> cmn32480, are you happy for me to continue?
[21:32:02] <cmn32480> please do, kind sir
[21:32:27] <janrinok> OK, I have tried to square the circle. There are significant changes in the new bylaws.
[21:33:17] <janrinok> firstly, no staff are on the board unless elected there. However, members of the Management Group have non-voting seats.
[21:34:17] <janrinok> If the staff are not happy with the way things are being run then they can try to resolve them, otherwise I would simply walk away. I don't anticipate this being a problem
[21:34:45] <janrinok> I have introduced some detail regarding the election process.
[21:35:22] <janrinok> Only Active Community (i.e. with accounts) can serve on the board or as staff
[21:35:48] <janrinok> I still do not know what kind of org we will want to set up
[21:36:37] <k0lie> What I saw will work in any org, barring minor changes that aren't relevant to the intent of the organization. Thx Jan.
[21:36:39] <janrinok> Otherwise, the changes are more cosmetic. Getting each Article to agree with the others is not easy in every case with additional explanations.
[21:36:44] <janrinok> any questions?
[21:37:05] <janrinok> *without additional explanations
[21:37:22] <janrinok> https://soylentnews.org
[21:37:41] <k0lie> I'm good.
[21:37:59] <cmn32480> Very nice.
[21:38:05] <cmn32480> And thank you.
[21:38:15] <janrinok> I'm sure it will still need some more work but I think it is good enough to create a new org
[21:38:17] <Deucalion> I'll give it a more thorough read over the weekend and raise any Qs then
[21:38:22] <janrinok> OK
[21:38:36] <cmn32480> If no objections, next topic is the questions we need to be asking.
[21:38:55] <cmn32480> 1) Best form of organization for community owned with a governance board.
[21:38:55] <cmn32480> Must be able to accept subscriptions and/or donations.
[21:38:55] <cmn32480> Must provide some degree of indemnity to protect individuals.
[21:38:55] <cmn32480> 2) Most cost effective way to create the bylaws and incorporate. (We don't have a lot of $$) - Possibly best answered by an accountant.
[21:38:55] <cmn32480> 3) Where is the best place to incorporate such an organisation? (Are some States better than others? First ammendment rights are essential (discussions might stray into LGBQT+ etc))
[21:38:58] <cmn32480> 4) Legal position of non-USians on the board - lets have it from the horse's mouth so to speak.
[21:39:52] <cmn32480> This is the complete list of things that have come up so far. Any additional questions that we should be thinking about?
[21:40:29] <janrinok> I would like to expand on 4) if I may?
[21:41:47] <janrinok> If people are going to be elected and if there _is_ a restriction on none Usains, then we will have to ask people where they are, at least in general terms. We have no way of verifying this info though
[21:41:49] <cmn32480> certainly
[21:42:27] <janrinok> we do not usually ask for such information
[21:42:30] <cmn32480> Short version: people can lie about it.
[21:42:53] <k0lie> We'd have to comply with legal requirements and basic due diligence, whatever that may be. I don't think the issue was with the PBC that non residents couldnt be in it, but that it required things were difficult and made it, without jumping through some hoops, a liability.
[21:42:54] <janrinok> so where would it leave us if that comes to light?
[21:43:04] <k0lie> There are plenty of foreign people on US boards, nfps, etc.
[21:43:22] <k0lie> The question not is can it be done, fairly certain in most cases its fine, but it has additional hurdles.
[21:43:45] <janrinok> Then we need to know exactly what those hurdles are before we leap in
[21:43:45] <k0lie> Dependent on the org type, a corp lawyer will know the specifics.
[21:43:50] <cmn32480> For the purposes of the board and elections, I would hope that people woudl be honest adn not put themselves up if ineligible. However, we woudl need to have somethign in the bylaws tghat states if a person is found to be ineligible, teir seat is immediately revoked and a special election is to be held yada yada yada
[21:44:21] <cmn32480> my typing REALLY sucks tonight...
[21:44:30] <janrinok> its not changed then...
[21:44:40] <cmn32480> nope... perhaps worse tahn normal
[21:44:55] <janrinok> I don't expect us to resolve this now - just as long as we are aware of it
[21:45:00] <cmn32480> I'll have to apologize to bytram when he tries to read this
[21:45:10] <k0lie> yea that was on my list of legal q's
[21:45:13] <k0lie> thx jan.
[21:45:55] <cmn32480> any further discussion on this point? additions? subtractions?
[21:45:58] <requerdanos> I think for #1 we need the subscriptions, which confer additional (arguably trivial) abilities as opposed to just receiving donations, so we should ask about subscriptions, not just "donations and/or"
[21:46:32] <janrinok> requerdanos, I did ask for advice on both
[21:46:33] <k0lie> We should take both, but in most cases a subscription is a subclass of a donation, just one with donator benefits.
[21:46:47] <cmn32480> I'd agree w/ kolie
[21:47:05] <cmn32480> but there is a legal question on that, so yes, it needs clarification.
[21:47:28] <requerdanos> for a donation nothing is received; for a subscription additional abilities are received. just want to make sure we don't have to change that.
[21:47:28] <k0lie> There is issues with how those benefits work but i think its on the kosher side how we do it now, we need to see where the line is.
[21:47:38] <Deucalion> isn't a subscription just a regular donation? or are we talking about membership of e.g. a co-op ?
[21:47:47] <k0lie> If I donate to certain orgs I get pins, invitation to events, etc.
[21:48:01] <janrinok> Deucalion, that was where the question was first raised
[21:48:07] <k0lie> It would be nice to take straight up cash, in addition to subs.
[21:48:08] <Deucalion> :D
[21:48:23] <k0lie> If someone wants to drop 500$ in the coffers, sweet.
[21:48:34] <janrinok> we have had donations in the past but not recently
[21:49:02] <cmn32480> in our world, with the way our subscriptions are written, it is virtually the same, but I odn't knwo if there is a legal difference
[21:49:04] <janrinok> others prefer to pay someone else's subscription
[21:49:31] <k0lie> Ok so we will get that cleared up and the distinction/lines defined, if even necessary
[21:49:44] <janrinok> well, with donations there normally has to be a paper trail of some kind. Money laundering, buying influence etc
[21:50:42] <cmn32480> this is a bit of the minutia. but it needs answering
[21:50:47] <janrinok> we just need advice, not to solve it now
[21:50:49] <cmn32480> Any firther points?
[21:50:54] <janrinok> nope
[21:51:02] <k0lie> No. Are we good to take questions forward at this point?
[21:51:03] <Deucalion> nope
[21:51:12] <cmn32480> Any other reports?
[21:51:32] <cmn32480> OK.
[21:51:36] <cmn32480> Moving on,
[21:51:38] <janrinok> I think so so k0lie - but I am sure that someone will have another question at some point
[21:52:10] <cmn32480> Agreed. Let's see if we can find a way to cheaply/freely get them answered w/o breaking the bank
[21:52:29] <cmn32480> Any old business?
[21:52:50] <k0lie> I know an excellent corporate attorney who I havent used but know via associates. He's perfectly primed to answer these im going to fish for a free hour.
[21:53:01] <k0lie> Ill take the questions here, or if we want to email them to me, and run through them.
[21:53:05] <janrinok> good luck!
[21:53:15] <cmn32480> thake the ones that are here, please.
[21:53:19] <k0lie> great.
[21:53:31] <k0lie> Hes got a lot of volunteer org exp.
[21:53:38] <cmn32480> even better
[21:53:52] <cmn32480> OK, any old business?
[21:53:59] <janrinok> not from me
[21:54:07] <Deucalion> nor me
[21:54:15] <k0lie> I think I'm good as well.
[21:54:20] <cmn32480> none here either
[21:54:27] <cmn32480> Any new business?
[21:54:52] <cmn32480> <crickets>
[21:54:54] <janrinok> Not sure if it is business or not...
[21:55:04] <cmn32480> go ahead
[21:55:33] <janrinok> I feel that this is now dragging on. i would like to see us get the new org created as soon as possible. The changes that we need to make to the site cannot be done as we are.
[21:56:12] <requerdanos> I think this business of getting the questions in front of a lawyer is the most important business we have going on; whether old, new, or reported, with respect to moving forward and not just spinning wheels.
[21:56:47] <janrinok> agreed. but it seems that the enthusiasm needs a bit of a lift
[21:56:53] <cmn32480> I'd agree. k0lie - any idea on a time frame?
[21:57:10] <cmn32480> 1-2 weeks? 6 years?
[21:57:17] <cmn32480> 12 parsecs?
[21:57:19] <k0lie> Time frame for what part?
[21:57:24] <k0lie> To contact my guy?
[21:57:28] <cmn32480> starting the discussion w/ the lawyer
[21:57:39] <Deucalion> he may so bugger off :)
[21:57:44] <Deucalion> say*
[21:57:59] <k0lie> Yea I don't want to be the only one fishing, but a week or two. I'll email him tommorow and I'd expect he could fit me in by then.
[21:58:10] <k0lie> In the week if hes not busy, next if he is.
[21:58:21] <janrinok> Deucalion, true, and audioguy also had contacts but is currently mia after his medical issue
[21:58:25] <k0lie> Others mentioned some resources.
[21:58:35] <k0lie> Yea, so see what we can get, and I'll let you know.
[21:58:57] <janrinok> I think Fliptop also had some contacts
[21:59:10] <k0lie> The other thing is, we can file whatever we want, and operate going forward, and change again later. Changing corp types is just paper work submittal.
[21:59:16] <k0lie> If we just want to go forth.
[21:59:23] <cmn32480> OK, can everybody who mentioned the contacts reach out to see about a free / low cost consult?
[21:59:23] <janrinok> but he needs to be asked to do something - he is not on this board
[21:59:29] <k0lie> I don't see a reason to - I don't think it materially stops us from doing anything.
[22:00:36] <janrinok> k0lie, I would prefer to get the org right first time, and then we can concentrate on all of the other issues
[22:00:48] <k0lie> Ok then we are on the most expediant way there.
[22:01:12] <k0lie> Other than assigning someone to just plow through it and get it done.
[22:01:34] <janrinok> Chair - are you happy if I ask Fliptop to see what his contacts might offer?
[22:01:43] <cmn32480> I'd say let's see what kolie's guy says, then the next matter si filing the paperwork
[22:01:55] <cmn32480> janrinok - yes, please.
[22:02:15] <janrinok> OK, I'll take that as an action on me, req pse note
[22:02:21] <cmn32480> any other new business?
[22:02:46] <janrinok> nope
[22:02:54] <cmn32480> the chair notes he has taco's waiting for dinner
[22:02:55] <k0lie> I've let my friend know to put us in touch.
[22:03:04] <k0lie> So wheels up we will see where we go
[22:03:08] <cmn32480> excellent. thank you.
[22:03:16] <k0lie> Go get your tacos.
[22:03:22] <cmn32480> Anythgin else for the good of the order?
[22:03:22] <k0lie> I'm good here and ready to close out.
[22:03:30] <Deucalion> Next meeting date pls
[22:03:38] <janrinok> one week from today?
[22:03:38] <k0lie> Same +7 days?
[22:03:43] <Deucalion> ok with me
[22:03:56] <janrinok> 18 Oct at 2100 UTC?
[22:04:01] <cmn32480> I am limited to no access from next Wed-Sun
[22:04:18] <cmn32480> but meet w/o me.
[22:04:29] <cmn32480> and I willt ry to get the mobile client working to at least watch
[22:04:37] <k0lie> I use the uhh
[22:04:40] <k0lie> im on it right now
[22:04:41] <janrinok> we need a Chair, and mj is also missing at the moment
[22:04:45] <k0lie> irc.staging.soylentnews.org website
[22:05:02] <cmn32480> thanks k0lie. I'll see about getting it working
[22:05:09] <cmn32480> Going once.
[22:05:14] <Deucalion> I am on late call outs next week so any day will be equally hit or miss if I make it
[22:05:14] <cmn32480> Going Twice?
[22:05:19] <k0lie> sold.
[22:05:27] <cmn32480> Third tiome is the charm
[22:05:37] <cmn32480> Meeting adjourned for tacos.
[22:05:41] <k0lie> haha
[22:05:43] <k0lie> dual meaning.
[22:05:45] <Deucalion> enjoy
[22:05:46] <k0lie> eating tacos.
[22:05:47] <cmn32480> Sweet dreams.. and good night.
[22:06:01] Deucalion changed topic of #governance to: SoylentNews Governance Committee - Next Meeting is on Wednesday Oct 18th at 21:00 UTC (5PM Eastern)| This channel IS logged and publicly displayed here https://logs.sylnt.us
[22:06:03] <requerdanos> Thank you to everyone for your time and contributions.
[22:06:08] <janrinok> cheers and thanks. Best to your family too
[22:06:31] <janrinok> requerdanos, thanks
[22:08:03] * Deucalion is mindful we are fast approaching the time of year where daylight savings changes happen - naturally not all synchronised :/
[22:08:53] <janrinok> that's why I prefer to use UTC and let others sort themselves out!
[22:10:16] <Deucalion> Why have time zones at all? The whole world could just exist on UTC on the clock face year round :D
[22:11:32] <janrinok> I never have UTC in this bloody country anyway, but it isn't something I cannot cope with. When I was still actively flying everything was done in UTC no matter where in the world the aircraft was!
[22:12:32] <Deucalion> You could move to blighty and be on UTC half the year.... wouldn't recommend it though
[22:12:58] <janrinok> I've tried that for a good portion of my life - I am happy to be here now.
[22:14:10] <Deucalion> I've rarely heard someone who has fled the island nation express a wish to return
[22:15:03] <janrinok> well, that seems like it is about it. Deucalion, I hope that you have a quiet weekend. Make sure you have that SSD ready to go...
[22:15:31] <Deucalion> Will be fine on that front
[22:15:32] <janrinok> Cheers guys, time for me to call it a day!
[22:15:41] <Deucalion> Same, long day tomorrow
[22:15:46] <requerdanos> goodnight :)
[22:15:54] <Deucalion> night all
[22:16:03] <janrinok> g'night requerdanos , Deucalion
[22:16:13] * Deucalion pirouettes out the door
[22:16:23] <janrinok> nice mover!
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