OSI Board Meeting Minutes, Saturday, October 2, 2010 (Face-to-Face meeting, Paris)

Attendees

Board Members

1. Dr. Fabio Kon, Director
2. Dr. Martin Michlmayr, Director
3. Mr. Russell Nelson, Director
4. Mr. Simon Phipps, Director
5. Ms. Alolita Sharma, Secretary
6. Dr. Tony Wasserman, Director

Guests and Observers

None.

Expected, but Not Present

None.

Sent Regrets

1. Mr. Michael Tiemann, President
2. Ms. Danese Cooper, Treasurer
3. Mr. Harshad Gune, Director
4. Mr. Andrew Oliver, Asst. Treasurer
5. Mr. Mark Radcliffe, General Counsel
6. Ms. Nnenna Nwakanma, Board Observer
7. Mr. Ken Coar, Board Observer

Agenda

09:00 - 09:30: Everyone arrived.
09:30 - 10:30: Welcome by INRIA, Director's speech, Breakfast
10:30: Start meeting with quorum
10:30 - 1130: Discussion of administrative topics
11:30 - 13:45: Governance discussion
13:45 - 15:45: 2 hour editing sprint of governance documents
15:45 - 17:30: continue Governance discussion

Discussion of administrative topics

General Counsel discussion

The Board had a discussion on SFLC and the law services they provide to open source projects and organizations.

There was also a discussion as to whether term limits apply to the General Counsel.

Board meeting attendance was discussed.

Board Roles

In April 2010, Mr. Nelson and Ms. Cooper will no longer be on the Board due to term limits. The Board discussed how the roles that both members have served get transitioned.

Fundraising

The t-shirt store is almost ready. Mr. Phipps will work with Mr. Nelson to setup the PayPal gateway to the t-shirt store.

Debian DFSG and OSD discussion (at lunch)

The OSI Board had a conversation with some members of the Debian project who had a meeting that day in the same venue.

Governance discussion (Mr. Phipps)

The Board discussed Mr. Phipps' membership diagram. Topics that were discussed include:

• How are directors elected - do we want to have a set of rules; term limits; responsibilities of the board are fiduciary
• Permanent staff needed
• Workgroups - when can they elect a director
• Seeking affiliates
• Licensing legacy activity (licensing workgroup): how would they elect a leader/director?
• Example affiliates: OW2, Mozilla, Qualipso, Apache,
• Communities of interest - OW2, NZ OSS, NGOs
• Communities of commerce
• Supporters: individuals who donate but may or may not be workgroup members; workgroup members are all personal supporters

The Board conducted a 2-hour sprint to document the governance structure.