OSI Board Meeting Minutes, Thursday, January 10, 2019 Minutes
Quorum
Quorum reached and meeting called to order at 17:32 UTC.
Attendees
- Carol
- Simon
- Italo
- Vicky
- Allison
- Josh
- Molly
- Richard
- Chris
Board Members
Guests
Expected, but Not Present
Sent Regrets
- Patrick
- Faidon
Officer Reports
Motion (Carol): Approve and post the meeting minutes of November Face to Face (Nov 13 and 14, 2018).
Second ().
Discussion:
Vote: 7 Yes; 0 No; 2 Abstain.
Motion (Carol): Approve and post the meeting minutes of December 13, 2018.
https://wiki.opensource.org/bin/Main/OSI+Board+of+Directors/Board+Meeting+Notes/20181213draftminutes
Second (Vicky).
Discussion:
Vote: 6 Yes; 0 No; 2 Abstain.
- Treasurer’s report (Josh), see Appendix A
- $330k in assets at end of 2018
- Some outstanding liabilities
- $66k of assets for ClearlyDefined
- Two sponsorships due
- All paid up otherwise for 2018 sponsorships
- Standards activity:
- have a list of 6 companies we expect to chip in;
- 3 are already baseline sponsors
- 3 we hope to sponsor but haven’t yet
- Have $60k in annual revenue from companies with a vested interest in standards
- No line item donations for standards; not expected for the next quarter or two
- Should spend conservatively until we see companies make their commitments specifically for that activity
- President’s report (Simon)
- Attended CONSULCon, followed up with call. CONSUL plans to incorporate in The Netherlands as a Stichting and would like to know if OSI would be a founding trustee. OSI would share fiduciary responsibility and appoint a Trustee in perpetuity.
- Need to appoint someone to be a trustee and that person would participate in board meetings (“similar or less than being a board director for OSI”)
- Minimal commitment
- Staff is fully funded
- Simon has already attended all their meetings & is willing to continue to represent OSI
Motion (Simon): Agree to be a Trustee of Consul foundation in Netherlands
Second (Italo)
Discussion:
Vote: 9 Yes; 0 No; 0 Abstain
- Discussion with LPI about offering their members membership was reiterated, deferred awaiting the Affiliates call
- Discussion with OFE & FSFE about further collaboration around EU Copyright Directive
- Vicky working with Juniper folks on EU JRC
- Vicky talking with SD Times – Christina Cardoso
General Manager Report
- OSI staff “To Do” list.
- Please review the DRAFT Conflict of Interest policy. Patrick would like to have it finalized by the opening of nominations for the 2019 board elections. DEADLINE: Jan. 31, 2019. https://wiki.opensource.org/bin/Main/OSI+Operations/OSI+Staff/Conflict+of+Interest+Policy/Conflict+of+Interest+Policy%2C+2018+Update
- Simon made some comments and proposed changes – words as they stand are still too vague
- Two places to reduce scope on what would potentialy be a conflict of interest to instead relate to current/actual conflicts
- Now waiting on Patrick and Mark for next steps
Board Topics
- Election cycle is starting – nominations open on Feb 1 – need email or blog post to announce
- Status of the OSD affirmation statement progress (Vicky)
- Next step is with Patrick to get petition module for CiviCRM
- Molly drafting email
- Coordinate statement with elections and other activities going on
- Get statement out and make it clear we’d like feedback? – likely not, might end up not having the intended effect
- Vicky will ping Patrick re: CiviCRM contact
- Consider putting a person on contract for CiviCRM for future issues
- CopyLeft Conf sponsorship status (Molly)
- Molly will draft email and cc board saying we won’t be sponsoring
- Italo and Chris will be speaking at Copyleft Conf
- FOSDEM plans (Italo)
- Have a booth and need to decide who’s staffing it
- The booth is in the same hall as last year (Building K) but we’ll need someone else staffing it other than Italo this year
- TDF folks might be willing to help out?
- Italo will put together a spreadsheet of timing for booth and others will need to fill in for shifts
- Agree on channel for talking to each other – Signal or IRC?
- CHM event plans & progress
- Haven’t heard back from Nick
Membership Topics
- Status of AspirationTech’s membership? (via Chris)
- What is the current status – need to ping Patrick
- Affiliates call progress & plan (Italo)
- 18 folks who will be attending
- Patrick will send a reminder email for folks who haven’t filled in the doodle
- Main call on Friday evening CET
- There will be another on Thursday in later evening CET for Africa etc
- Italo will share via email the timings for calls and slides for the topics
Communications Topics
Fundraising Topics
- Update on November/December fundraising
- Two sponsorships closing
- Very interesting to see how fundraising goes in the next few months for sponsors to resign
Legal Topics
- “[License-review] 2018 December Summary”
- License Committee Report http://lists.opensource.org/pipermail/license-review_lists.opensource.org/2019-January/003904.html
- We like it!
- Need to break it up to make it a little more readable and a little less dry
- Needs an overview as well to get recommendations
- Vicky in conversation with opensource.com for republishing this for their site
- Syndication of this would be good
- Server Side Public License v2
- If proposed license review process were already in place, a decision was due on 2018-12-21. Recommendation is to defer for another 30-day discussion cycle since discussion remains active.
- Apply newly adopted process to this license review
- Consider voting on this at the next board meeting
- Approve proposed license review process? (Submitted for discussion on license review 2018-12-07)
- http://lists.opensource.org/pipermail/license-discuss_lists.opensource.org/2018-December/020157.html
- Should communicate we’re happy to take improvements and suggestions
- Add review of the license review process at each face to face board meeting
Motion (Richard): Approve license review process as formally adopted policy and published document.
Second (Simon).
Discussion: Make sure we communicate we’re happy to take improvements and suggestions to the process, potentially with a timescale if there’s a reasonable expectation of following it.
Vote: 9 Yes; 0 No; 0 Abstain.
Infrastructure Topics
Incubator/Project Topics
- ClearlyDefined update
- OSI Fiscal Sponsorship Annual Report for ClearlyDefined: https://docs.google.com/document/d/1mIhzPcb3bKXVbZTp1mmTbbhyR4fzvJJnqXTDBIdBa8s/edit#
- Reminder all monthly board reports for ClearlyDefined can be found here: https://wiki.opensource.org/bin/Working+Groups+%26+Incubator+Projects/ClearlyDefined+Incubator+Project+Proposal/?viewer=children
- Standards
- OSI is now a member of ETSI
Next Board Meeting
The next OSI board meeting is scheduled for February 14, 2019.
Meeting adjourned at…
Appendix A – Treasurer’s Report
Appendix A – Treasurer’s ReportTreasurer’s Report For the Month Ending December 31, 2018Total Assets at Beginning of Period (12/01/18) $331,557Revenue or Sources of Funds
- Contributions: $22,164
- Memberships: $840
- Interest: $7
Total Revenue or Sources of Funds:
$23,011Expenses or Uses of Funds
- Compensation: $10,286
- Legal & Professional Fees: $2,961
- Office Expenses: $147
- Program Service Expense: $20,000
- Promotional Expense: $0
- Travel & Entertainment: $703
- Other Expenses: $452
Total Expenses or Uses of Funds:
$34,849
Change in Accounts Payable:
-$20,476
Total Assets at Beginning of Period (11/30/18): $303,621
Appendix A.1 – Treasurer’s Report
Open Source Initiative:
ClearlyDefined
Balance Sheet as of December 31, 2018ASSETS | 12/31/18 (Actual) | 02/28/18 (Projected) (1) |
- Banking
- Cash-Clearly Defined | $66,587 | $6,130 |
- Total Banking | $66,587 | $6,130 |
Total Assets | $66,587 | $6,130 |LIABILITIES AND EQUITY
- Liabilities
- Accounts Payable | $20,152 | $0 See AP Aging |
- Total Equity | $20,152 | $0 |
- Equity
- Temporarily Restricted Net Assets-Clearly Defined | $46,435 | $6,130 |
- Total Equity | $46,435 | $6,130 |
Total Liabilities and Equity | $46,435 | $6,130 |(1) Based on projected contract payments and wire transfer fees for January-February 2019