2018 Fall Face to Face Minutes


Board Members

  • Chris
  • Carol
  • Faidon
  • Simon
  • Italo
  • Patrick
  • Molly
  • Richard
  • Josh

Sent Regrets

  • Vicky
  • Allison

Officer Reports

Motion (Carol): Approve and post the meeting minutes of September, 2018: https://wiki.opensource.org/bin/Main/OSI+Board+of+Directors/Board+Meeting+Notes/20180913DraftMinutes

Second ().
Vote: 0 Yes; 0 No; 0 Abstain.

Motion (Carol): Approve and post the meeting minutes of October, 2018: https://wiki.opensource.org/bin/Main/OSI+Board+of+Directors/Board+Meeting+Notes/20181011DraftMinutes
Second ().
Vote: 0 Yes; 0 No; 0 Abstain.

  • Treasurer's report (Josh), see Appendix A
  • $25k in checking; $325k in savings
  • $127k for ClearlyDefined
  • Commissions to Nick have all been paid out
  • No outstanding payables or unpaid reimbursements
  • Nick has contacted all our current sponsors about renewals
  • November start of fundraising membership drive
  • Policy items from Phyllis to discuss later
  • President's report:
  • Simon feels like he hasn't stopped moving for a month and a half
  • Events:
  • DevRelCon
  • Freenode Live
  • Mozfest
  • A few potential sponsors
  • DINAcon
  • Speck & Tech
  • Mindtrek
  • Representation:
  • INRIA/UNESCO software as a heritage item
  • Expert report and call to action for UNESCO members
  • UK government DMCS - software profession
  • Practice of software in UK a professionally chartered activity - terrible idea
  • Recruitment of sponsors
  • Standards activity
  • ETSI Membership progression
  • Paid first installment of fee entitles us to be on ballot in Dec
  • Hopefully approved en masse in Dec

General Manager Report

Board Topics

   - https://opensource.stackexchange.com/a/7523 Fairly good summary of the SSPL situation by https://lukasatkinson.de/about/

  • Review of 2017 990 tax filings
  • Phyllis has not responded on final change - waiting on her
  • Should we expect a Schedule J?
  • Introduction & discussions
  • Define org goals for 2019 (relevant for planning session)
  • Planning session
  • Affiliate buy-in
  • Expansion of membership
  • Affiliate member outreach
  • Individual membership opportunity for affiliate members
  • Affiliate member meetings
  • Hire someone to review CoC?
  • Inventory of projects & team assigments
  • Policy director position and facilitator for Standards activities to be discussed in hiring
  • Board elections
  • Clean up / define expectations for new Board members
  • Use page for reference for board elections
  • Cleanup of doc - asynchronous
  • Announce elections at beginning of year; Elections start Feb 2
  • Draft by Dec 6
  • Aim to approve at Dec board meeting
  • Inventory of projects / team assignments
  • Incubator projects all have staff contact
  • Proposal from Phyllis? - do we need to approve?
  • Patrick will send proposed text change to Phyllis; if she agrees we need a board vote to approve and if approved will all review and sign
  • Will contact Mark for legal advice as well
  • Staff(ing) / org dev updates
  • Jessica is back - taking up day-to-day activities, Twitter, membership management cards, first blog post
  • Phyllis has implemented When I Work for time tracker and payroll management (part of Rippling tool set)
  • Nick is awesome and undaunted
  • Timelines for lead generation, sponsorships for end of global tour, and for opensource.net advocacy work
  • Now that we have Jessica onboard having Patrick spend more time on education advocacy
  • Hiring people to work on affiliate relationships/membership engagement/possibly other duties
  • Authority of OSI discussion
  • license-review and license-discuss currently facing questions about people being about to make their own licenses; question OSI authority
  • Areas where we need to act:
  • Affiliates
  • Review of license review process
  • Expansion of memberships
  • API copyright (Josh)
  • Amicus brief for the Google/Oracle lawsuit in the Supreme Court
  • Would OSI be interested in discussing more?
  • Board would like to know who would be writing the brief
  • What we would be asked to assert?
  • Given the previous scope of our support we'd be willing to revisit the discussion
  • OSI event in Feb ("computer museum") - not discussed
  • Adminstration - Simon
  • Communications team - Italo
  • Fundraising - Molly
  • Incubator/working groups - Carol
  • Infrastructure - Faidon
  • Legal - Richard
  • Membership (Individual) - Vicky
  • Membership (affiliate) - Italo

Motion (Josh): Create an investment committee which is a subset of volunteers from the board.Second (Simon).





Chartered to make a recommendation to the board on a specific way to implement Phyllis' recommendations for investments.

Vote: 9 Yes; 0 No; 0 Abstain.

Membership Topics

  • Affiliates conference call before the end of 2019
  • Italo will send out email that's ready after the meeting and will decide a day in December for the call
  • Regular quarterly calls during 2019
  • Getting more affiliates in Africa and Asia
  • Taking a more relaxed stance around who qualifies as an affiliate org (e.g. makerspaces)
  • Planning event potentially in Japan and maybe more in Asia
  • Maker spaces are welcome as affiliates
  • Include this in our annual plan
  • Discuss Open Design and OpenLabs applications
  • Italo will ask them to formally apply as Affiliates
  • Membership drives with affiliates
  • Allowing Affiliate members' members join the OSI gratis?
  • Drupal, Debian & Python are interested
  • Infrastructure: identifying members and normalizing across organizations
  • This is included in CiviCRM support proposal

Communications Topics

  • Review of OSI CoC
  • Move CoC out of "Beta."
  • Has been moved out of beta
  • Assign CoC moderators - on annual review planning process
  • Review mailing list moderators
  • Hire someone to review CoC? - annual planning process
  • Signing onto other political actions/statements rubric

Motion (Patrick): Approve language for OSI's rubric for signing onto campaigns.

Second (Simon).


  • OSI will sign on to campaigns that directly affect its core mission. Issues that affect:
  • Developers's ability to exercise the freedoms given to them under OSI-approved licenses, 
  • Open source communities' ability to function freely and issues 
  • the freedom of users to obtain and use software under OSI-approved licenses 
  • would all qualify.

Vote: 9 Yes; 0 No; 0 Abstain.

Fundraising Topics

  • Sponsor tiers and rates (Josh)
  • Add more tiers for sponsors with higher revenue OR raise our rates?
  • Add additional sponsorship opportunities for specific activity areas e.g. Standards
  • Two more tiers (if you pay the suggested amount based on your revenue, no matter your tier, you are a premier sponsor) - 
  • >$1 billion in revenue - $50k
  • >$10 billion in revenue - $100k
  • Fundraising from 501(c)(6) affiliates (Josh)
  • Annual Fundraising (Giving Tuesday through Dec. 31, 2018
  • FYI
  • Retweet and do any promotion you'd like

Legal Topics

  • Proposed rejections (do we want to have formal rejections at all):
  • Convertible Free Software License, Version 1.1
  • Very badly drafted, confusing; gist is that it gives "original authors" privileged relicensing power over contributions
  • Decision: "Withhold approval pending redrafting"
  • YetiForce Public License 3.0
  • Gist: MIT license with requirement to register with YetiForce company
  • Decision: "Reject"
  • License Zero Reciprocal Public License (latest submitted draft)
  • "If you run this software to analyze, modify, or generate
  •      software, you must release source code for that software."
  • No decision - submitter has withdrawn

Motion (Richard): Enact decisions on licenses as stated above.

Second (Simon).


Vote: 9 Yes; 0 No; 0 Abstain.

  • Broader issues - OSD, use of OSD to justify recent license submissions
  • OSI's authority around licensing and "open source" - discussed above
  • Reviewing license review process - add umbrella statement?
  • Policy on naming variants for licenses (0BSD)
  • Proposed name change for Free Public License 1.0.0 : "Zero-Clause BSD"
  • Explain rationale for the decision and use as precedent, rather than make a formal "policy statement"

Motion (Richard): Approve renaming of Free Public License 1.0.0 to "Zero-Clause BSD".

Second (Patrick).

Discussion:    Posting on opensource.org to include a clarification that this license is not a derivative of BSD, it's a derivative of ISC

Vote: 9 Yes; 0 No; 0 Abstain.

  • Review mailing list moderators for license-review and license-discuss
  • College of moderators - Vicky, Richard, Simon
  • List administrators - Simon
  • List moderators - Richard, Vicky, Simon
  • Review tools as part of hiring of person to manage license report management
  • Tool may have social as well as practical consequences
  • Tool may be made available for use for public discussion prior at application for approval
  • Proposed license review process:
  • * Submission on date D according to stated procedure
  • * License is ripe on D+60 (or earlier if that's obvious)
  • * If discussion of the fit of the license to the OSD has not quiesced, defer for +30
  • * Approve if discussion approves and Board believes license guarantees software freedom
  • * Reject if Board believes license cannot be remedied to guarantee software freedom and/or discussion rejects license for material reasons and/or the license is technically inadequate (e.g. poorly drafted, duplicative etc) and/or too many revision cycles have been needed
  • * Withhold approval if rework is required and submitter appears willing & able to remedy (revised version becomes ripe at D'+30)

Infrastructure Topics

  • When board has a new license we need to notify him to update; Patrick will update Paul
  • Patrick will get Nick to create a system that uses the GitHub data as the canonical origin for the License pages on opensource.org
  • CiviCRM 
  • quote for creating our membership portal which would allow members to manage their own content including credit card information and provide in some way to add members from other organizations
  • membership portal
  • Data/contact management
  • $3800 for initial implementation and then an additional $3k for more work
  • GDPR compliance person/contact?

Motion (Patrick): Approve Patrick to spend up to $15k for CiviCRM and GDPR implementation
Second (Carol).
Vote: 9 Yes; 0 No; 0 Abstain.

  • OSI invited to test libreoffice online? - invite from TDF
  • TDF offered to provide a Nextcloud + LibreOffice Online instance to OSI at no charge
  • Board is pleased to accept the offer

Incubator/Project Topics

  • Standards Project status
  • Likely about to join ETSI but should know one way or the other by end of Dec
  • Jan/Feb after word from ETSI on approval/disapproval we should revisit this
  • Policy director position and facilitator for Standards activities to be discussed in hiring
  • PublicCode status
  • Moving PublicCode repository to OSI GitHub
  • Had first conference call in September
  • Different implementations of standards in different repos and then collapse in github.com/opensourceorg as a neutral repo
  • Creating another repo in github; Italo to administer
  • 6 months of work around policies and governance and then bulk of work after that
  • Italo will continue to circulate minutes and report to board
  • ClearlyDefined update
  • 9 months into project & all the software needed has now been built
  • Now building a curation community
  • Next steps will be to get companies to build use of data into their workflow
  • As companies come on board they will be asked to contribute to the upkeep of the project at OSI
  • Project inventory
  • Prepare for FSFE meeting
  • Meeting with 6 members of FSFE on Thursday

Review of Timeline

  • Revisit annual goals (Josh) EXCERPT FROM EMAIL THREAD. SUBJECT: Top goals for 2018-2019. DATE:  May 5, 2018
  • 1. HR structure: Performance reviews, hiring committee, firm plans for hiring for this year
  • 2. Membership engagement: open/increase outbound communication, solicit feedback & assistance, foster membership community & communication
  • 3. License list pruning
  • Planning Timeline

Next Board Meeting

The next OSI board meeting is scheduled for...

Meeting adjourned at...


Motion (): Approve and post the meeting minutes of __________ .
Second ().
Vote: 0 Yes; 0 No; 0 Abstain.

The next OSI board meeting is scheduled for December 13, 2018

The next in-person board meeting is in New York on May 6-7, 2019

Meeting adjourned on Tuesday Nov 13 at 17:21 UTC

Re-convened November 14 at 9:14 UTC

Meeting formally adjourned on Wed Nov 14 at 14:44 UTC

Appendix A - Treasurer's Report

Treasurer’s Report as of October 31, 2018

Total Assets at Beginning of Period (10/01/18): $430,700

Revenue or Sources of Funds

Contributions: $1,917

  • Memberships: $680
  • Interest: $10

Total Revenue or Sources of Funds: $2,606

Expenses or Uses of Funds

  • Compensation: $10,097
  • Legal & Professional Fees: $2,121
  • Office Expenses: $118
  • Program Service Expense: $20,000
  • Promotional Expense: $604
  • Travel & Entertainment: $2,575
  • Other Expenses: $478

Total Expenses or Uses of Funds: $36,042

Change in Cash

  • Change in Accounts Receivable
  • Change in Accounts Payable: -$17,149
  • Other: $186 ETSI Dues, Employee Advance

Total Assets at Beginning of Period (10/31/18): $380,301

Appendix B - Team Reports

Board Action Items

Communications Team

Membership Team

Fundraising Team

Infrastructure Team

Legal Team

Incubator/Projects Team

To promote and protect open source software and communities...

For over 20 years the Open Source Initiative (OSI) has worked to raise awareness and adoption of open source software, and build bridges between open source communities of practice. As a global non-profit, the OSI champions software freedom in society through education, collaboration, and infrastructure, stewarding the Open Source Definition (OSD), and preventing abuse of the ideals and ethos inherent to the open source movement.

Open source software is made by many people and distributed under an OSD-compliant license which grants all the rights to use, study, change, and share the software in modified and unmodified form. Software freedom is essential to enabling community development of open source software.