Committee Meeting 20100905
The meeting will take place at 21:00 UTC in the IRC channel #board-meeting on the CAcert IRC network.
Feel free to add a business within the acceptance period or your question to the board below.
Prepare minutes from last meeting
- Summary of cacert-board-private list since YYYYMMDD and reason for privacy
Update action items
- Chair opens the Committee Meeting
- Who is making minutes?
Businesses Important Note: Acceptance of Businesses 48 Hours before beginning of Committee Meeting latest!
Treasurer added by Iang
Deferred from 3 meetings ago.
- also note Financial Report, next item
AGM Preparations added by Iang
- review list of active Arbitrators - 3 more to review?
Infrastructure added by Iang
- progress with sysadms
Options for AU added by Iang
- need to improve our AU rating
- Canberra ATE, re-incorporation plan
- options, discuss...
- Question Time
Confirm the next Committee Meeting: Usually every 1st and 3rd Sunday of the month 21:00 UTC.
- Chair closes the Committee Meeting
Present: iang, aphexer, markl, Q.
21:03 Chair declared the meeting open. The minutes of the last meeting having just been finished, no motion had been put. Now posted. aphexer still has no access to voting system. Iang agreed to write these minutes.
Iang summarised that Treasurer had resigned, and Mark was most in tune with the situation. Mark stated that it appeared difficult to hold two office-bearing positions at the same time (e.g., Treasurer and Secretary). Therefore there were a number of options:
- someone else assumes role of Treasurer,
- Mark hands over Secretary to someone else, and takes on role of Treasurer, or
leave it vacant, in which case the Board is defacto Treasurer.
Some discussion on the options. All agreed that the registers kept at PO's address were maintained digitally, and can be printed off on demand, hence the legal right of inspection is met.
Discussion on Treasurer's financial report. Mark says he can do it, perhaps with Iang's assistance, but has not got access to all payment accounts. Lambert has the Paypal information from Ernie. General comment that the information should be shared with the board. With general exception of the password, which should be handled with more care (perhaps as if a signatory).
Topic of signatories was raised. Mark notes he is the only one, and this is not good. Mark suggests Iang be added. Mark moves, that Ian Grigg be considered an authorised signatory of CAcert, Incorporated. Lambert seconds, Mark and Lambert Aye. Iang Abstains. Chair declares motion is carried as m20100906.1.
Mark gets the password from Lambert, notes the balance is higher than expected, but no reason known for that.
Aphexer has to leave at this point. Chair moves on.
2. AGM Preparations
21:50 Discussion on the proposed Board report and Forward Looking Statement. All present have read it. Iang enters some controversial statements one by one:
"CAcert Inc also binds itself by means of the CAcert Community Agreement and prior decisions at AGM and Committee to the policies of the community."
Some discussion as to the potential for clashes between the association's rules and the policy group's policies. Mark opines the policies cannot override the rules of the association. Iang opines that the policies can instruct the association change its rules. General agreement that a rule or policy that is in conflict with law ("must kill your cat") is not a rule nor policy that can be followed. Therefore, says Mark, that the a policy against the rules would violate the law that the rules can only be changed via the association's votes. However, Mark opines, a policy that said "you, as members of the community, must vote to change the rules of CAcert Inc" would be ok, but a policy that said "The rule X of the association is invalid" would not be.
Lambert suggests a heirarchy of law, then association rules, then policies. Iang opines that this placed the Association over the Community, so the Association could sit there and direct the Community. Lambert opines that this would mean the existing rules, agreed by the members of the association, cannot be overruled by the policy group.
Mark opines that a a sufficiently determined committee of the association will always prevail, fully within the confines of the community's policies, as it will veto any policy. All are agreed on this point, and it may lead to a stand-off. What then happens, Iang asks, after several vetoes? Do the Association Members support the board or the policy group? Both Lambert and Mark think that the Association Members can then work to either end, they have that power.
Lambert comments that we've already seen some actions towards bringing in "external" votes into policy group, and opines that if the CAcert Inc members have the last voice, this is a good thing. Iang recollects the veto is only there for when the Association was put into difficulties by a policy, and that it was never intended to make the Association an "upper house" or to have them double-guessing the powers of the policy group. Mark reminds that the Association only has a veto over policies that effect the operation of CAcert Inc. Iang reminds that the reason for passing the power of policy to the policy group was that the Board / association could not do it, either then or now.
Mark thinks it is well trodden territory that the Inc accepts the policies of the community, and that the veto is an important "circuit breaker" that helps maintain an otherwise "too powerful" body's presence within the structure of the community. So, back to the text. All are in agreement that the text itself is fine. Onto next:
"The long-term objective of the Committee, the Association and the Community is to prepare and complete Audits over the Community's Certification Authority and Registration Authority components."
Lambert: I think we want to be in major browsers and other apps, and we see the audit as a major step, right? Long discussion on the meanings of goal, objective, tasks, missions. Sometimes these are interpreted differently by different people. Although it is assumed that "being in the browsers" is some sort of headline objective, it isn't the entire mission.
For Mission, mark points to the website which states To create a Non-Profit Certificate Authority; an alternative to the commercial CAs. Iang points to SVN, which includes five different versions. Some discussion as to whether they are in conflict, or not. Mark recognises that stating that in the browsers is the end-goal is not correct, it is only a part of our overall goals. Lambert agrees.
Mark opines that it is obviously the case that everyone knows that the audit is key to our goals. Iang is not so sure, and asks why it is that it is so hard to find support for audit? Some discussion as to who is doing the work, factions, for & against, etc. Mark suggests that it is the committee's role to lead the charge in engaging the community.
In the end, some general agreement to reword the statement so as to avoid entering into the discussion of the mission. Discussion then moved on to:
"8. Alternative Payment Possibilities ... "the Committee is of the opinion that the management load on the Committee is too high. Especially, in light of the bad experiences with the Australian bank account, the Committee is nervous of adding more work for small gain"
Lambert says this implies that a committee member may manage any bank account this way, including an account that wasn't CAcert's. Lambert points out tax complications. Mark points out we have the power to appoint signatories. Iang agrees, and suggests rewording to clarify that this applies to accounts owned by CAcert, and members are appointed to any such task. Next:
"4. The committee adopts the proposals of the Internal Audit team to pursue a two phase path of Registration Authority (RA) Audit first, Certification Authority (CA) Audit second."
Iang suggests adopts in principle. Mark: "I'm prepared to defer to your greater knowledge of the topic on that, I took a look at what you wrote, and it seems fine to me." Iang: "it's mostly a matter of resources and the list of things needed on the CA side, too few resources (people) and too many things to do. Whereas, the RA side has plugged away consistently for the last year, and is in even better shape." Lambert agree. Move on, next:
"5. .... The Committee resolves to support more recruiting in Australia,"
Lambert thinks we already voted on that, and reminds of m20100801.3. This was promotion of ATEs, and informally touched on the topic above. All are agreed that we are informally agreed on this point. End of bolded sections.
23:04 Lambert as DRO sent a list of active / inactive Arbitrators to the Board's private list. Has not had time to contact inactive ones as yet. Confirmed that the list, dated start of August, is probably still accurate.
Iang asks about three with no activity since 2009. One is resigned, one has no cases. But one is listed on a case. Some discussion. DRO prefers to do the action correctly, contact them and ask them why. Iang agrees in principle, but understands that contacts have been made by others. DRO prefers to sort it out, we agree to put it on the agenda for the next meeting.
Mario had poor connectivity, so agreed to defer this item.
5. Options for AU
Iang introduces shortage of Australians. But at this stage time is running out so we agree to defer this topic also.
No questions were forthcoming.
Next meeting. Mark asked for meeting to be held next week, urgently, as Item 2.5 was important. Some discussion on alternate time, and meeting agreed at 12th September, 09:30 UTC.
Post meeting transcript here!
Original meeting transcript in SVN Comment: Replace in original .txt file YYYYMMDD by the real date of the meeting and after that cancel this comment.