Meeting Agenda

Meeting Agenda

Meeting Agenda

We will be meeting Saturday, at the Westin OÕHare Hotel in Chicago. The meeting schedule is as follows:

Saturday February 4, 2006

  • Continental Breakfast 8:00 a.m.

  • Meeting Time 8:30 a.m.
  • Lunch Break Noon – 1:00 p.m

  • Afternoon Break:  3:00 p.m. – 3:20 p.m.

  • Meeting Adjourns at 6:30 p.m.

Meeting Goals:

1.     Establish Governance structure, Board composition and Membership with sufficient detail to have the foundation up and running by March 1.

2.     Agree on membership and community management procedures

3.     3-5 projects set up for initial hosting by the foundation


The agenda lays out as follows:

a.     Opening statements and introductions. Why are  you here? Pick a tentative name.

b.     Q/A – ~20 min - from IRC, email

c.     Foundation Goals - General Agreement

d.     Q/A – ~20 min - from IRC, email

e.     Foundation Operations – the givens (governance, legal protection, IPR, licenses, funding, community management)

f.      Q/A – ~20 min - from IRC, email

g.     Foundation charter, tentative board membership, and action plan established

h.     Q/A – 20 min - from IRC, email

i.      Breakout groups: Governance, Legal/IP/Licensing Issues, Community Management, Funding

j.      Breakout groups regroup and present their findings

k.     Results will be collected, gathered and enumerated for the creation of a draft document that rolls up the decisions made and next steps to make more decisions as well as a schedule for making them.


I.      Pre-meeting Questions

a.     Is there one thing now stopping you from joining the foundation or sharing your code?

b.     What top three things will cause you to join the foundation?

c.     What top three things that would stop you from joining the foundation?

d.     What are the top five things you will get from foundation membership?

e.     What are the top five things you will get from hosting open source in the foundation?


II.    Grouped Topics For SaturdayÕs Agenda

a.     Governance and Legal Support

i.      Legal processes

1.     Develop review process for adopting source code

2.     Foundation serves as legal entity managing the code, to help minimize the risk of personal liability to individual developers

3.     See pre-work document

b.     Community and Development Support

i.      Development Process Support

1.     Web site, CVS, mailing lists and bug tracking

2.     Define process for accepting/approving source code contributions

ii.     Web portals

1.     Maintain high quality, professional appearance for projects on the web

2.     Hardware/software support for web space, mailing lists, forums, newsletters, etc.

3.     Organize content update and quality assurance working groups

iii.   Conference organization

1.     Plan and deliver annual conference

2.     Solicit, collect and manage conference funding

iv.   User group development

1.     Develop localized, regional user groups by coordinating speakers and topics

2.     Coordinate meet-ups that bring foundation user groups together with other technology events

c.     Funding Activities

i.      Donations / fund raising

1.     Provide mechanism for projects to receive donations

2.     Actively solicit funding, write proposals for grants, etc. and manage funding

3.     Provide for-fee services to raise funds (e.g. lead workshops, presentations, consultation)

ii.     Award and grants

1.     Evaluate and award project funding proposals

2.     Award scholarships

3.     Organize work experience/job exchanges

d.     Promotion

i.      Dedicated promotion plan

1.     Develop a long-term direction for promoting projects and increasing user base

2.     Maintain a booth/display for use at conferences

3.     Develop and lead presentations at conferences, user groups, etc.

4.     Send presenters to represent tools to potential users/adopters

ii.     Produce material

1.     Produce news and press releases

2.     Develop promotional material (documents, posters, brochures, etc)

3.     Develop a well-known brand that projects can be certified against

III.  Governance Discussion Item Pre-work

a.     Directors

i.      How many directors should the foundation have?  This should be an odd number.  It should also be large enough that a small cabal canÕt dominate, but small enough that management isnÕt too unwieldy.  Seven is usually a good compromise number.

ii.     Who should the initial directors be?

iii.   What should be the term of a directorship?  Generally, directors are elected at each annual meeting of the Members, for a one year term until the next annual meeting.  However, some foundations have ÒstaggeredÓ boards—where only a subset of the directors are elected each year, and the terms are longer.  For example, Directors 1-3 are elected for two year terms at the first annual meeting.  At the second annual meeting, Directors 4-7 are elected for two year terms.  At the third annual meeting, only Directors 1-3 are up for reelection.  The reason for staggered terms is that it makes a takeover of the board more difficult because it cannot be done in a single meeting.

iv.   What vote is required of the Board to take formal action?  Is a simple majority sufficient, or is a supermajority (e.g., 2/3rds or 3/4ths vote) required?  Or should there be different voting requirements for different types of decisions (e.g., supermajority requirement for ÒimportantÓ decisions, simple majority for everything else)?  The conflict here is between having a subset of directors essentially taking control of the foundation, versus making the voting requirements so stringent that nothing gets done.

b.     Members (voting)

i.      How are members elected/appointed?  By the board or by the existing membership?  What is the percentage vote required of the board or membership to admit a member? 

ii.     How can a member be removed?  Removal by supermajority vote of other members?  Removal due to inactivity (e.g., fails to attend or vote a proxy at three consecutive annual meetings)?

iii.   Who should the initial members be?  Typically, the board has the authority to appoint the initial members of the foundation at its first meeting.  What vote should be required for this?

c.     Associate Members (non-voting)

i.      Should there be a recognized category of Associate Members (ÒFriends of the FoundationÕ), who obtain certain benefits of membership but are not entitled to vote for the board of directors.

ii.     If so, what are the criteria (payment of a small annual membership fee?) and what benefits does an Associate Member get (invite to annual meeting, participation in certain events, etc.)

d.     Project Steering Committees

i.      Should there be appointed for each Foundation project a committee (ÒPSCÓ) to manage the project?

ii.     What vote of the board is required to constitute a PSC?

iii.   What vote of the board is required to terminate a PSC?

iv.   What are the requirements that the PSCs must follow in order to maintain their Foundation affiliation?  For example, should all projects be required to use an OSI-approved open source license?  Should all projects be required to adhere to a basic Foundation intellectual property policy that seeks to ensure that code contributions have proper provenance and that sufficient rights exist to contribute the code to the project?