OSI Board Meeting Minutes, Wednesday, June 2, 2010

Quorum

Quorum reached and meeting called to order at 08:06 am PDT.

Attendees

Board Members

1. Mr. Michael Tiemann, President
2. Ms. Danese Cooper, Treasurer
3. Mr. Harshad Gune, Director (only via IRC)
4. Dr. Fabio Kon, Director (joined at 8:19)
5. Dr. Martin Michlmayr, Director
6. Mr. Russell Nelson, Director (joined 8:15)
7. Mr. Andrew Oliver, Asst. Treasurer
8. Mr. Simon Phipps, Director
9. Ms. Alolita Sharma, Secretary
10. Dr. Tony Wasserman, Director (joined for first hour only)

Guests and Observers

1. Mr. Ken Coar, Board Observer
2. Ms. Nnenna Nwakanma, Board Observer
3. Mr. Mark Radcliffe, General Counsel

Expected, but Not Present

None.

Sent Regrets

None.

Agenda

1. Minutes Review and Approval
2. Officer Reports
3. Committee Reports
4. Old Business
5. New Business
6. Motions for Consideration by Board
7. Next Board Meeting

Minutes Review and Approval

Please review the following minutes as edited for public posting.

May 5, 2010 - Monthly board meeting minutes

Ms. Cooper moves that the board review and approve the May 5, 2010 minutes. Mr. Tiemann seconds. The board approves unanimously.

Officer Reports

President's Report:

At around the time of our last Board Meeting, Steve Jobs made news by asserting "All video codecs are covered by patents. A patent pool is being assembled to go after Theora and other 'open source' codecs now. Unfortunately, just because something is open source, it doesn't mean or guarantee that it doesn't infringe on others patents. An open standard is different from being royalty free or open source," and such a statement should really focus the agenda of the OSI on topics that matter greatly right now: the defense of open source projects against patent aggressors and the continued promotion of the idea that any standard that precludes an open source implementation cannot be considered an open standard. Into this fray, Google has announced that it will be providing a video codec that comes with a patent promise, but which as yet does not use an OSI-approved license. It is my hope that the OSI can constructively engage both the standards community and the commercial community to understand the equal importance of open source and open standards, and to come up with solutions that strengthen both for the benefit of all.

I have been invited to the CONSEGI conference in Brasilia (Aug 18-20) where I will again represent the OSI and Red Hat. It will represent another opportunity for me to meet with both government officials (from around the world) and to speak directly with leaders in the FLOSS CC (free/libre/open source competency center) community.

I have also taken on a leadership role to promote the BRIC Summit Think Tank at the Open World Forum in Paris (Sept 30), representing OSI and Red Hat. The goal of that Summit is to discuss and define the role that open source should play in the larger role of economic development and trade in BRIC countries (and other emerging economies).

Secretary's Report:

Ms. Sharma reports:

• The following minutes have to be reviewed by the Board for approval.
• May 5, 2010 - Meeting minutes for May 5, 2010 board meeting.
• The following approved minutes have been posted on opensource.org.
• April 21, 2010 - Meeting minutes for April 2010

Treasurer's Report:

Ms. Cooper reports:

• Taxes and Corporate Status:

-Received mail from the IRS (via DLA only), indicating a penalty. This was unexpected. OSI's accountant will contact the IRS for clarification and report back to Ms. Cooper.

• Funds:

-No change since last report
-We still expect reimbursements from tax authorities and our former accountants
-One check received.

• Expected Expenditures:

-Remaining expense reports for Raleigh F2F
-Possibly payment of current penalty (see above), which will then be added to our request for reimbursement.
-Russ travel to OSCON, other OSCON travel?
-Open World Forum

• Change of Banking Institution: We are in the process of changing banks. This should be done by next month.

• PayPal: Mr. Phipps and Ms. Cooper corresponded with Eve Mahler several months ago on this issue, and in response to recent queries about blockage to initiate a new account, Ms. Cooper has sent another email to her to follow-up.

• Requested Reports: Per email discussion thread last month, Ms. Cooper has requested the reports from OSI's accountant and expects to receive them shortly.

• Mail: See details on OSI wiki.

General Counsel's Report:

Mr. Radcliffe reports -

• Concern about WebM / Google approach: Mr. Radcliffe mentioned that Google's strategy on WebM is not acceptable to the open source community and should not be acceptable to the OSI. Mr. Radcliffe would like to urge Google to submit the license through the open source process. Mr. Radcliffe suggested that if the OSI wants to stay relevant, it should take a tough stand on this issue. In the board discussion, Mr. Phipps reported that he had contacted Mr. DiBona at Google about WebM concerns. Mr. DiBona responded to him stating that Google will submit the license to OSI if needed in the future. Mr. Tiemann made a point about all constituents playing a part in the open source ecosystem and each participant holding a responsible role. Mr. Oliver outlined his unsuccessful efforts with Mr. DiBona. Ms. Sharma suggested that the board work with Google as an organization to better understand Google's official position. The OSI board should work with Mr. DiBona as well as others at Google.

• Mr. Radcliffe reported on the German court decision. He also reported on the Bilski decision. DLA will release a statement to report ALI impact on open source and not being best practices. The OSI could link to DLA statements and Mr Radcliffe's blog posts on the matter. The OSI could also host some of the white papers on this discussion.

• Mr. Radcliffe reported on the Werner case in California. The lawsuit in progress is about enforceability of EULA. Is the copy of software a sale or a license? This may affect open source distribution, restrictions and sale implications.

Committee Reports

License Committee (Mr. Nelson)

Mr. Nelson reports on the current set of licenses under discussion.

Title: Nameless license
Submission: http://crynwr.com/cgi-bin/ezmlm-cgi?17:mss:1005:201004
License: In the submission
Comments: None
Recommend: Prompt license-review to discuss this proposed license.
Prompt submitter to name the license.

Title: KLLSD License
Submission: http://crynwr.com/cgi-bin/ezmlm-cgi?17:mss:980:201004
Clarification: http://crynwr.com/cgi-bin/ezmlm-cgi?17:msn:992
License: in the submission
Comments: Submitter suggests that Apache is "too wordy". Bruce suggests that the change documentation makes the license un-approvable.
Recommend: More discussion. Commentators are uniformly dubious of the value of this license. Simpler isn't necessarily better when it comes to legal documents.

Title: BSD+1 License
Submission: http://crynwr.com/cgi-bin/ezmlm-cgi?17:mss:971:201004
License: in the submission
Comments: Many, all of them negative.
Recommend: Return to the submitter for clarification on exactly what constitutes "commercial use" and "made public". Bruce suggests that a lawyer be involved.

Title: The BlackBox Component Builder Open Source License
Submission:
http://crynwr.com/cgi-bin/ezmlm-cgi?17:mss:887:200911:nlcjlommcajfndpfkoni
License: In the submission and http://www.oberon.ch/BlackBox.html
Comments: As Cowan says, it's sleepycat with redundancies removed and the names replaced.
Recommend: Approval when resubmitted as a template.

Title: Robot Open Source Hardware and Software License Version 1.0
Submission: http://crynwr.com/cgi-bin/ezmlm-cgi?17:mss:962:201001:kalegncbjnbmnmcmmaag
License: In the submission
Comments: none
Recommend: Move it over to license-discuss to see if we want to get into open hardware licenses (even if, yes, combined with a software license).

The board reviewed the license committee report. Mr. Tiemann asked Mr. Radcliffe if Bilski will affect hardware. In Mr. Tiemann's estimation, it probably won't. In Mr. Radcliffe's opinion, it won't. The open hardware licenses have copyrightable components (like product plans). There is also debate on when chip design is protected by copyrights or not. Mr. Oliver suggested forming a committee to discuss this.

Ms. Sharma asked Mr. Nelson whether it makes sense to have a timeout for licenses being introduced, named and followed-up. Mr. Oliver suggested this be discussed on license-discuss and not interfere with reporting. Mr. Tiemann inquired if there is enough participation on license-discuss by board members. This could be discussed on license-discuss but Mr. Phipps made a good point - that the board should only participate as needed not en-masse as Mr. Perens had suggested.

Ms. Cooper suggested that since there exists an Open Hardware committee. Mr. Nelson and Ms. Cooper will follow-up with these folks.

Membership-Governance Committee (Mr. Oliver)

Mr. Oliver reports -

Mr. Oliver has tried to write the formal charter but seems to have a very difficult time of this type of writing. This is the worst case of writer's block he's ever had. He's trying to recruit others. Chris DiBona turned down Mr. Oliver's offer to allow him to help (or supply help). Mr. Oliver found the tone of his correspondence difficult.

Ms. Cooper asks why Mr. Phipps can't do the writing since he does this all the time. Mr. Oliver said Mr. Phipps did not have the time to do the membership report. Mr. Tiemann suggests that if Mr. Oliver has looked at other governance documents and used them as references so that he can get a framework for the document setup.

Education Committee (Ms. Sharma)

Ms. Sharma reports -

Ms. Sharma continued contacting deans and professors in computer science departments in local Bay Area universities, colleges and high schools to invite faculty members to participate in OSI co-sponsored POSSE program to be held in Mountain View from next month July 6-10. She met with Dr. Wasserman to further work on framework for OSI education programs. She participated in bi-weekly IRC meetings for POSSE California coordination with Red Hat team members from teachingopensource.org.

IT Infrastructure Committee (Ms. Sharma)

Ms. Sharma reports -

Dr. Michlmayr did substantial work on the web site: he upgraded the site to Drupal 6, fixing various serious problems recently seen on opensource.org. He also made a lot of clean-ups: comments were disabled on all pages except for the blogs (since most comments were spam and since discussions should take place on the mailing list anyway), OpenID was enabled, and the "create an account" link on the front page was removed (since most users don't need an account and since the majority of user accounts on opensource.org are used for spam).

Ms. Sharma worked on updates to Press and Announcements as well as removal of dated information from opensource.org. She also worked on look-and-feel mockup for the new design of opensource.org.

Communications Committee (Mr. Michlmayr)

Dr. Michlmayr reports -

The OSI Board responded to the majority of inquiries and questions addressed to it since the last Board meeting. We have not been able to adequately answer a number of questions and requests related to our trademarks and logos (although we responded saying that we'd get back to them soon with an answer). Dr Michlmayr will add a point to the agenda so we can discuss how to resolve trademark and logo related issues. Finally, the news section on opensource.org was continuously populated with fresh news.

Old Business

OSI at OWF (Discussion)

Dr. Wasserman requests that the board finalize face-to-face meeting dates in June meetings in order for board members to finalize travel schedules for Open World Forum.

Mr. Tiemann asked for a board member to take the responsibility of coordinating the details of the next face-to-face meeting. Ms. Sharma offered to do the work and follow-up with Mr. Michlmayr on the venue.

Mr. Tiemann approved funding of board members travel for the face-to-face meeting since he expects about 50 percent of the board or fewer will require assistance. Currently, it is expected that Mr. Tiemann, Mr. Phipps, Dr. Kon, Dr. Wasserman and Ms. Cooper will have the expense coverage from work or the conference. Ms. Sharma will put together a draft budget and coordinate with Ms. Cooper. Dates for the face-to-face meetings are now set for October 2 and 3, 2010.

OSI response to patent assertions against open source (Discussion)

Discussion canceled.

OSI T-shirt status (Mr. Oliver)

Mr. Oliver also reports on OSI's t-shirts. Mr. Oliver's son has inventoried many of them before leaving for the summer. Mr. Oliver will transfer the shirts to the new office for storage. His son will complete the counting and help transfer these when he's back.

New Business

Election of Committee Chairs for Next Year (April 1, 2010 - March 31, 2011):

OSI's committees are listed below in alphabetical order. Also, please refer to http://www.opensource.org/committees for more details.

• Communications Committee
• Education Committee
• Fundraising Committee
• Governance Committee
• Infrastructure Committee
• Legal Affairs Committee
• License Review Committee
• Policy and Economic Development Committee
• New Projects / Outreach Committee

Board members who have expressed interest in chairing committees are as follows:

• Martin Michlmayr: Chair for Communications Committee
• Simon Phipps: Chair for Governance/Membership Committee
• Alolita Sharma: Chair for Education Committee, Infrastructure Committee, New Projects/Outreach Committee
• Michael Tiemann: Chair for Fundraising Committee, Policy and Economic Development Committee
• Russell Nelson: Chair for License Committee
• Danese Cooper: Legal Affairs Committee

The slate of chairs for this election is:

• Martin Michlmayr: Chair for Communications Committee
• Simon Phipps: Chair for Governance/Membership Committee
• Alolita Sharma: Chair for Education Committee, Infrastructure Committee, New Projects/Outreach Committee
• Michael Tiemann: Chair for Fundraising Committee, Policy and Economic Development Committee
• Russell Nelson: Chair for License Committee
• Danese Cooper: Legal Affairs Committee

Mr. Phipps moves the motion to vote the slate of chairs. Mr. Tiemann seconds. The board approves the slate unanimously.

Legal Affairs committee: A discussion ensued on trademark law and patent discussions being necessary for understanding patents and trademarks better especially in context of open source and OSI. It would be good to have a committee on this issue in which Mr. Radcliffe could participate.

Question for the treasurer about donations

Mr. Michlmayr requests that that the Network for Good account information be verified for opensource.org. Ms. Cooper suggested that Mr. Nelson can provide more details.

Question for our treasurer about our address

Mr. Michlmayr mentions that the wrong address for OSI is listed on Guidestar and should be corrected. Mr. Tiemann will follow-up.

Question on how to handle trademark and logo inquiries

Mr. Michlmayr requests that pending logo inquiries be addressed by a knowledgeable board member. Mr. Tiemann offered to follow up.

Motions for consideration by the board

Approval of minutes

Ms. Cooper moves that the board review and approve the May 5, 2010 minutes. Mr. Tiemann seconds. The board approves unanimously.

Next Board Meeting

The next OSI BOD meeting is scheduled for Wednesday, July 7, 2010 at 8AM PDT / 11AM EDT / 3PM GMT.

Mr. Tiemann moved to adjourn the meeting. Ms. Sharma seconds. Meeting adjourned at 10:00 am PDT.

Meeting Adjourned at 10:00 AM PDT.