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On Thu, 2011-03-24 at 17:43 +0000, Matthew Summers wrote: |
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> |
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> 1. The assertion that we have not filed with the State of New Mexico |
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> is false. We are in good standing (until 11/15/2011) as evidenced by a |
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> cursory search on the NM Secretary of State website. |
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|
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You clearly have no idea what you are talking about! You cease to |
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realize my involvement in getting that reinstated. Or my overall |
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understanding of these matters, which predates yours! |
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|
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> I link here for |
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> completion and to the announcement we published to the front page of |
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> www.gentoo.org: |
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> http://www.gentoo.org/news/20080519-foundation-standing.xml |
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|
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Who do you think did that? |
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|
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> http://www.nmprc.state.nm.us/cgi-bin/prcdtl.cgi (You will have to type |
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> in Gentoo Foundation yourself and click "Search".) |
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|
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That is the NMPRC, you have to do a filing with the Attorney General. |
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Please read the links i am providing!!!! |
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|
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"If you are a nonprofit and want to incorporate in the State of New |
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Mexico, you are required to register with the Public Regulation |
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Commission (PRC). You must file biannual reports with the PRC. |
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|
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All charitable organizations existing, operating or soliciting |
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contributions in the State of New Mexico must register with the New |
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Mexico Attorney General and must file annual financial reports." |
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|
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http://www.tax.newmexico.gov/Businesses/How-Do-I/Pages/Start-Registera-Non-Profit.aspx |
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|
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If your paying attention you MUST file biannual reports with the NMPRC |
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and annual reports to the Attorney General. Trust me if things go on as |
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they are, New Mexico will revoke the charter again. They are very slow |
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to catch up, but at some point will do an internal audit. |
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|
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Again provide documentation of these filings and I will go away! |
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|
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> 2. We have no official status with the IRS, thus there is no |
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> tax-exempt status at this time. |
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|
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That is IMPOSSIBLE. You must exist with the feds before you can with the |
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state. Its how you establish a business and Gentoo has a EIN. |
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|
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> I explained this earlier, perhaps |
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> insufficiently. Further, the Foundation has not generated sufficient |
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> revenue for to really generate any serious consequences. |
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|
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You have no idea what you are talking about. The amount is completely |
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irrelevant. You are required to file with the IRS as I have provided |
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links as well. Again for reference. |
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|
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Small tax-exempt organizations whose annual gross receipts are normally |
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$25,000 or less ($50,000 for tax years ending on or after December 31, |
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2010) may be required to electronically submit Form 990-N, also known as |
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the e-Postcard, unless they choose to file a complete Form 990 or Form |
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990-EZ. |
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http://www.irs.gov/charities/article/0,,id=169250,00.html |
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|
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> 3. I have my name on all the Foundation legal documents, therefore I |
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> am a responsible party in this. |
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|
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You are NOT the treasurer! |
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|
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> 4. William, your assertion that we could just fold up the current |
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> organization and start up a new one under a new charter is completely |
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> wrong, illegal, very dangerous, displays certain arrogance. |
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|
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Fool I have done this myself when moving my business from California to |
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Florida. I am about to re-establish here in Florida as well. Will be my |
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third EIN number, second filing with the State of Florida. There are |
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various ways to dissolve an entity and transfers its assets. |
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|
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> The reason |
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> this is not possible is directly due to the fact that there is money |
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> involved. After consultation with one of my attorneys regarding this |
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> matter (it was suggested by a former colleague of mine 2 years ago) I |
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> was told that given the specific financial situation of the Gentoo |
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> Foundation, this could be considered money laundering. This would be |
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> penalized with potential jail time. I am not interested in that. |
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|
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Again you have no idea what you are talking about clearly! |
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|
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> 5. William, you said "Look if things were published as they should be, |
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> then I would believe |
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> otherwise. If these things exist, why have they not been published? |
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> Convince me with proof, make me a believer. Because anytime I look, I |
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> am not seeing anything." |
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|
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I will just do regular public records inquiries with the State of New |
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Mexico and IRS. Since you refuse to provide any facts. No links or |
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anything to reference to support your uninformed comments. |
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|
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> You have clearly not looked or done any research, nor have you |
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> attended any monthly meetings or participated in any meaningful way |
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> with the Foundation since you quit or were suspended (whichever came |
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> first is of little consequence). |
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|
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You need to do research and learn! |
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|
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> These things are detailed in every monthly Trustees meeting. Read the |
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> logs and look at the announcements. |
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|
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I have and I have not found what I am looking for, obviously! |
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> You have made many baseless accusations regarding the current board |
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> that are completely unacceptable. Further your antagonistic tone and |
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> general demeanor is reprehensible. This is something that, if you had |
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> reasonable questions, could have been dealt with in a pleasant way, |
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> directly with the Trustees. |
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|
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I have contacted a trustees. Roy was aware of this before I posted on |
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list. |
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|
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> However, you blast away on a public |
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> mailing list requiring time and effort form the Trustees and even the |
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> election candidates which could be better spent. |
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|
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I am a foundation member, its my right. Do you not understand this! |
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> In my personal view, |
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> and given many of the comments and statements you have made recently |
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> and in the more remote past, it is no wonder to me that you were |
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> stopped from doing whatever it was that you had in mind, unilaterally, |
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> to do. You are dangerous to the Gentoo community in my view. |
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|
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Ok, I will just take other action since you REFUSE to provide any proof, |
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evidence, or anything for me to reference to support your comments. |
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> 6. I have effectively taken over the officer role of Treasurer (pro |
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> tem) at this time, in addition to my existing officer role as |
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> Secretary, and the role of board member. This is a ton of work, which |
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> is why I have recommended to the board that we fund greater support |
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> for the on-going work of tax-status, etc. |
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|
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Have you filed that change with New Mexico? |
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|
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> 7. My statements are accurate and fully reflect the current reality of |
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> the Foundation. Any assertion that I am misinformed regarding the |
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> Foundation is pure nonsense, I have attended every meeting, except one |
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> or two, since I was made an officer over three years ago. I also |
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> personally handle our attorney-client relationships. I am totally |
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> comfortable in saying that I speak with authority on these issues. |
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> William, you would know this if you had any level of participation in |
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> the Foundation, which you clearly do not. Further, you would recognize |
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> these things if you had done any research/homework before spewing vile |
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> accusations on this list and in other places undoubtedly. |
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|
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Again I know what I am talking about, and I will make direct inquiries |
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with the state and feds. |
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|
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> 8. I am well appraised of the requirements and stipulations of both |
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> state and federal non-profit organizations. I consult with experts |
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> specialized in this field on a regular basis. I do not need someone to |
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> paste links to irs.gov into emails and then insult my intelligence. |
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> This behavior makes too many assumptions and is just plain ridiculous. |
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Clearly you are not! |
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|
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> 9. I am not posting official, signed documents to the public. These |
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> documents have my signature on them, and I have been advised by my |
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> attorney that this is not necessary and that it is potentially |
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> dangerous to me personally. |
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|
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I was doing the same.... |
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|
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> 10. Just a personal observation: You link to the distrowatch article |
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> on Gentoo, I find this hilarious. That reflects not on the work of the |
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> Gentoo Foundation, but does reflect the personal opinion of an |
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> individual. There have been many attempts to reason with the |
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> individual that runs distrowatch on the part of several developers, |
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> users, and board members. All were met with no success, however hard |
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> we tried. |
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|
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Point was if you read the article as many have, Gentoo has not made much |
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if any progress in years. Most of what someone said in 2007 holds true |
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in 2011. Which includes a tax return as mentioned in that article! |
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|
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> 11. Regarding William's comments on "stirring the pot": This is a |
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> colloquialism meant to convey the concept that someone is "causing |
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> trouble" in an unwarranted manner. |
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|
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Funny how others do not see it that way ;) |
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|
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> The cooking reference is funny. Its |
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> true that the gentoo-nfp list has been quiet for a long time. I |
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> consider this a good thing as the people that want to participate in |
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> the Foundation visit us during meetings or email us their |
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> questions/observations directly. |
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|
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No its not a good thing! Go look at the discussions in the past. Most |
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developers care less about the foundation. That will be evident in the |
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voting. However when you start to make some noise stir the pot, others |
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start paying attention and get involved. |
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|
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> I tend to prefer the private and |
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> personal attention we are able to give in this respect, especially |
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> when dealing with sensitive items. A private conversation is what I |
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> would have recommended for the issues you have, |
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|
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This is a non profit foundation for an open source project. By nature a |
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foundation should operate in public, transparently. However there have |
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been some private conversations on the matter. Which you are not aware |
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of clearly ;) |
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|
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The exact reason why things like that should be in public, not private. |
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|
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> William, but you seem |
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> to want to engage in what I would term "publicity stunts" that |
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> highlight your perspective and give you more attention. This is |
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> terribly arrogant and lacks any respect for other people or the |
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> contributions people are making. There is no dignity in what you are |
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> doing, seriously where is your sense of honor. |
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|
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You might want to self reflect a bit. |
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> 12. Mike, thank you for jumping in here and adding some rationality to |
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> the conversation. What you say is correct, as you well know, regarding |
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> the bylaws as well as the perpetual corporate charter. |
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|
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Mike clearly did not have a full understanding of the matter and even |
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said so, which I guess you miss read or ignored. Thus I provided link |
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and things to reference to clear up the matter for all. |
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|
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> William's |
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> interpretation of what he thinks of as "the law" is suspect to me. I |
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> will consult with an attorney to learn the real facts and report back |
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> as necessary. The main concept here is that while no one is enforcing |
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> the rules we make for ourselves, there are certain elements of the |
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> legal responsibility of a corporation, regardless of tax status, that |
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> must be observed. To the best of my knowledge, we are in compliance |
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> with these various legal obligations. |
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|
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You have no idea what you are talking about! |
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|
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> 13. Mike, you said "i think all it really comes down to is that people |
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> simply arent [sic] interested." I am certainly interested, and have |
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> been doing a lot of work in support of the Foundation. |
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|
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I have done nothing for the foundation ever, good to know ;) |
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> This is true of |
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> the other board members as well. I do not have a publicist so I do |
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> not go on public record outside of the board meeting very ofter |
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> regarding what is going on and what I am doing. |
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|
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That is horrible, so as a trustee you do not relay back any actions to |
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the members. |
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|
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> This is generally |
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> reported on in detail at the monthly board meetings. I actually do |
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> find this sort of work, which I would term "organizational |
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> development" a lot of fun. Although it required huge amounts of time |
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> (over long periods of time) and effort and communication with many |
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> different groups of people it is highly rewarding. Regardless of the |
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> outcome of the current election, it is my pleasure to continue to |
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> serve the board in any reasonable capacity necessary. In terms of |
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> addressing participation in Foundation matters by the more broad |
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> developer community, I think that will come with time as the |
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> Foundation is able to do more for the community it was created to |
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> serve. |
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|
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I have been hearing that for to long. |
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|
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> 15. William, your distinct efforts to antagonize the current board |
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> simply fall flat with me. All you do is waste my time because I feel |
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> the distinct responsibility to defend the organization I am a part of |
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> from your clear disinformation and misrepresentation of fact. That |
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> said, ad hominem attacks on me, as a "new trustee" or whatever you |
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> said, are of little concern and further indicate your obvious |
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> intentions with these various diatribes. Please, in the case that you |
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> want a well reasoned and thoughtful dialog with representatives of the |
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> Foundation, please maintain a respectful, dispassionate, and |
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> non-agressive demeanor and tone, and we are all more than happy to |
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> entertain any significant contribution to the conversation or work |
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> that you may have! |
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|
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No worries, again I will take action and seek the information I am after |
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else where. If that comes back on you all, so be it. I tried to contact |
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you all first. But you are being completely uncooperative! |
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|
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> 16. Regarding transparency, we, the board, all know that transparency |
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> is a requirement. We are doing the best we can with the limited time |
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> we all can spare, for we are volunteers too. Its true that we are |
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> missing some of 2011's financial statements. I have not had the time |
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> to do them since our previous Treasurer has resigned. Sorry. I believe |
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> this can be set aright soon, in any event. |
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|
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After several statements on private conversations, not publishing things |
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for fear of your signature. Which could easily be blanked out. You are |
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contradicting yourself in the same email.... |
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|
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> I want to state plainly that I know that I have not done every single |
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> thing I could have possibly done for the Foundation. However, I know |
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> that I, and my colleagues on the board, are doing the best that we can |
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> given the situation that we inherited. |
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|
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You inherited a much better situation than I did. Had it not been for my |
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efforts, you would have a much bigger task! |
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|
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> I am fully confident that we |
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> will see a brighter day for the Gentoo Foundation, Inc. in the near |
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> future. That is what I am working for, that is one of the things that |
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> makes this work worthwhile. If it be the will of the Foundation board |
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> and membership, that I be allowed the distinct honor of serving my |
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> colleagues in this capacity, I will see this process to its inevitable |
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> and successful conclusion without faltering or falling prey to |
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> demotivational forces in the world. |
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|
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Again not a single fact, or link. Just a bunch of comments, accusations, |
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and personal attacks towards me which are quite rude in nature. Which I |
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have done none of the sort towards anyone. I have stuck to pure facts |
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with supporting links. |
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|
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Your attitude, stance, and unwillingness to provide any documents, |
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links, facts, or anything to support your baseless comments, that are |
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quite uninformed. It is hardly professional, or how a board member |
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should act towards a foundation member. |
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|
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When I am simply enacting my right as a foundation member to question |
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things! |
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|
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-- |
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William L. Thomson Jr. |
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Obsidian-Studios, Inc. |
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http://www.obsidian-studios.com |