[ZF] Annual meeting minutes 2013-03-22

Jens Vagelpohl jens at dataflake.org
Mon Apr 1 09:38:11 UTC 2013 

The following minutes are published online at:

http://foundation.zope.org/minutes/agm_20130322

Jens Vagelpohl
Former Secretary, Zope Foundation Board of Directors

---

Minutes of a General Meeting of the Zope Foundation
===================================================

Date and Time: Friday, March 22, 2013, 15:00 UTC
Location: IRC meeting, irc://irc.freenode.net/#zope-foundation

Members Present:
----------------
- Agejevas, Albertas
- Agendaless Consulting (represented by Tres Seaver)
- Chapelle, Godefroid
- Clark, Charlie (after the roll call)
- Drake, Fred
- Fulton, Jim
- Gedminas, Marius
- Gerken, Patrick
- Glick, David (after the roll call)
- gocept gmbh & co. kg (represented by Christian Zagrodnick)
- Groszer, Adam
- Howitz, Michael
- Ineichen, Roger
- Jung, Andreas (after the roll call)
- Page, Rob (represented by Jim Fulton)
- Richter, Stephan
- Rush, Jeff
- Seaver, Tres
- Vagelpohl, Jens
- Wilkes, Matthew (after the roll call)
- York, Benji (did not participate in the roll call)
- Zagrodnick, Christian
- Zetwork GmbH (represented by Jens Vagelpohl)
- Zope Corporation (represented by Jim Fulton)


Agenda
------
- Call to Order
- Roll call and quorum test
- Vote on the proposed meeting agenda
- Zope Foundation progress report
    - Progress since last year
    - Tasks for the new board
- Financial report
- Seating of the new Board of Directors
    - Election results presentation
    - Vote on accepting the election results
    - Thank you to the outgoing board
    - Thank you to retiring board members
    - Seating of the new board
    - Arranging the first board meeting
- Adjournment


Call to Order
-------------
The chairman Tres Seaver calls the meeting to order at 15:08 UTC
after the secretary Jens Vagelpohl confirms that quorum has been 
reached.


Roll call and quorum test
-------------------------
At 15:08 the secretary confirms that 15 nominated members and 
representatives for 4 sponsor members are present. The bylaws 
stipulations for a quorum are thus met and the chairman declares the 
quorum has been reached.


Vote on the proposed meeting agenda
-----------------------------------
The chairman asks for any disagreement with the proposed agenda. 
Stephan Richter suggests a discussion about the foundation's future 
directions, which the chairman welcomes, but asks Stephan to hold 
it on the Zope Foundation's mailing lists instead.
There is no further comment and the proposed agenda is ruled adopted
without amendment.


Zope Foundation progress report
-------------------------------
The chairman presents a look back at the outgoing board's work 
and suggests directions for the board elect.

- The foundation has finished switching banks and moving all funds 
  to a bank in the treasurer's home state, which involved registering
  the foundation in Texas for banking purposes.
- PayPal is now set up for receiving sponsor funds and paying the 
  occasional overseas vendor.
- We now have QuickBooks Online set up for shared accounting and 
  invoicing.
- Most recurring charges are now paid using automated debit and 
  wire transfer.
- The foundation is in good standing with the Delaware corporation 
  commission again.
- As of 3/22/2013 the foundation has 5 sponsor members and 50 
  nominated members.
- The foundation has welcomed 8 new contributors and 4 new 
  nominated members
- The board adopted a new patch policy[1] modeled on the Plone 
  Foundation patch policy.
- The repository committee has been formally confirmed as 
  consisting of the following members:
    - Jim Fulton
    - Stephan Richter
    - Andreas Jung
    - Jens Vagelpohl
    - Tres Seaver
    - Marius Gedminas
  It has also been asked to draft a policy for projects that want 
  to move out from under the Zope Foundation umbrella.
  Godefroid Chapelle's question about poor visibility of committees
  and their membership is noted as an item that needs addressing by 
  the new board.
- The board has moved forward on allowing migration of active projects
  to GitHub and has taken control of the "zopefoundation" organization 
  account on GitHub. At this moment, 273 projects are hosted there.
  Stephan Richter corrects the number as he is in the process of 
  moving more repositories, it now stands at 283.
- The Python 3 porting efforts have yielded the following results:
    - 93 Python3-compatible ZTK-related packages[2]
    - 5 Python3-compatible ZODB packages (ZODB and ZEO ports pending)[3]
  Stephan Richter provided a link to Marius Gedminas' "inofficial"
  Python 3 porting page[4].
- To push forward the next Zope release ("Zope 4"), the board has 
  appointed Leo Rochael Almeida as release manager. Hanno Schlichting has 
  volunteered to handle any further Zope 2.12 and 2.13 releases.
  As a side note, Leo and David Glick were doing Zope 4 sprint work
  at the recent PyCon US conference.

Going forward, the new board needs to address the still-stuck 
non-profit application and engage in discussions with the foundation 
membership to determine future directions.

Roger Ineichen's question about how to gain access to the GitHub 
repositories is delegated to the repository committee. Jim Fulton 
mentions that we don't have a lot of current contributors' GitHub 
account names.


Financial report
----------------
The treasurer has sent a spreadsheet describing the foundation finances
to the foundation membership mailing list[5]. The finances are now 
consolidated into a new bank account as mentioned by the chairman in his
report, and PayPal can be used to receive and send funds as well. The 
treasurer requests that a CPA be enganged to take a look at our 
accounting practices and documentation to check them.

Matthew Wilkes and Godefroid Chapelle comment on the seemingly large 
sum of money in the foundation bank account, some of which could be 
put to use to finance programming sprints. The idea is welcomed by 
the chairman and should become part of the new board's agenda. However, 
the foundation will need a large cash reserve in case the nonprofit
application fails, which would trigger a massive tax liability. The 
chairman will revisit this item when the new board is in session.


Seating of the new Board of Directors
-------------------------------------
The chairman presents the election results. Since the number of 
nominees ended up equaling the number of open seats the board 
decided to forego an actual election and consider the nominees
elected by acclamation. The following candidates comprise the 
new board:

- Chapelle, Godefroid
- Fulton, Jim
- Page, Rob
- Richter, Stephan
- Rush, Jeff
- Seaver, Tres
- Souza-Leite, Aroldo

Matthew Wilkes moves to seat the new board as introduced by the 
chairman, Fred Drake seconds the motion. The motion is passed 
unopposed with 19 votes in favor.

The chairman thanks the outgoing board members, Jan Smith and Jens 
Vagelpohl, for their service.


Adjournment
-----------
Fred Drake moves to adjourn the meeting, seconded by Stephan Richter.
The motion passes unopposed with 21 votes in favor. The chairman rules 
the meeting adjourned at 15:45.

These minutes were written by the secretary, Jens Vagelpohl, 
according to the notes taken during the meeting.

These minutes were posted to the foundation-board at zope.org mailing
list on April 1, 2013.

The chairman bid the Secretary keep these minutes on file. 


[1] http://foundation.zope.org/agreements/ZopeFoundation_Patch_Policy.pdf

[2] http://pypi.python.org/pypi?:action=browse&c=515&c=533

[3] http://pypi.python.org/pypi?:action=browse&c=513&c=533

[4] http://zope3.pov.lt/py3/

[5] https://mail.zope.org/pipermail/foundation/2013-March/000814.html

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