January 11, 2017 Board Meeting Minutes

Quorum reached and meeting called to order at 17:06 UTC.

Attendees

Board Members

• Allison
• Josh
• Italo
• Molly
• Patrick
• RIchard

Guests

• None

Expected, but Not Present

• Deb
• Leslie
• Paul

Sent Regrets

• Mike
• Zack

Officer Reports

• Motion to approve Dec. 14, 2016 draft minutes (Patrick) [https://wiki.opensource.org/bin/Main/OSI+Board+of+Directors/Board+Meeting+Notes/20161214DraftMinutes/]
• Treasurer's report (Mike), see Appendix A
• From  Mike via email to [email protected] Jan10, 2017, "I am  particularly pleased  that we were approximately $20K cash flow positive  in 2016. That is a  major achievement, as we have been cash flow  negative the past several  years. Congratulations to Patrick and the  rest of the Board for  achieving this milestone."
• Review of 2016 budget (actual vs. projected)
• Forecasting for next year 

Board Topics

• Budget review (See "Appendix B - Income, Expenses, and Assets" and 2016 OSI Budget Performance.ods)
• Feasibility of new part-time hire
• Patrick to send discussion starter.

Membership Topics

• Message for affiliates mailing list (Italo). Text of messages sent by email.
• To all OSI affiliate members,
• OSI  affiliate members are almost 60 and represent the diversity of the open  source environment, with organizations from all continents and many  different domains. OSI Board of Directors would like to leverage this  resource by fostering the activity of the affiliate mailing list, to  share the common open source knowledge, and contribute to the discussion  about OSI activities and renewed objectives.
• For  instance, OSI affiliate members might be instrumental to bring OSI  projects such as "beyond licensing" to the next level, as they can  contribute to the discussion with their different points of view.
• Before  we restart the OSI affiliate mailing list, we would like to check if  the address subscribed are the right ones for the objectives we have  outlined. If they are not, please provide the right ones (even more than  one for each affiliate).
• We plan to start in  February, by sharing a couple of messages per month, based on the  discussions happening at OSI or involving OSI. We look forward to your  contributions.
• OW2 associate membership (https://www.ow2.org/bin/view/Membership_Joining/Associate_Organizations)
• "Associate  Organizations are entities, such as standards organizations, research  institutions, academic institutions, open source organizations,  publishing organizations and other organization types, which wish to  support the aims and objectives of OW2.  In a nutshell, Associate  Organization are our official friends and supporters in the global  marketplace."
• Patrick to follow up with OW2 to formalize Associate Organization status.
• RCOS Affiliate Membership

Communications Topics
Topics for Media Outreach

• Relevance  of OSI > Based on the pervasiveness of open source software, and the  subsequent increase of software licensed with an open source license,  the relevance of OSI in its original role of maintainer of the Open  Source Definition for the good of the community is increasing. The Open  Source Initiative Approved License trademark and program creates a nexus  of trust around which developers, users, corporations and governments  can organize open source cooperation.
• Educating about  Open Source > Based on the increasing number of companies and  startups using open source licenses, the educational role of OSI - about  the characteristics, the advantages and the merits of open source  licenses - is also growing.
• Growing beyond licenses  > Companies releasing software under an open source license must  identify and pursue a growth model which is different from the past, and  is based on specific open source software characteristics. Open source  enables a development method for software that harnesses the power of  distributed peer review and transparency of process. The promise of open  source is higher quality, better reliability, greater flexibility,  lower cost and an end to predatory vendor lock-in. OSI can help  companies in leveraging the open source model, and provide an open  platform for discussion and sharing of knowledge. 
• Italo to follow up to identify Board Directors who can or  can or prefer not to talk with media.

Fundraising Topics

• Final results (Giving Tuesday through Dec 31, 206)
  • $4,893
  • 72 contributions

Legal Topics
Preliminary: Should OSI board ever formally "reject" a license (vs. inaction from failure to approve)? OSI tradition/policy unclear.
Proposed change in license approval procedure (suggested by Nigel Tzeng):

• If 6 months have passed since submission of a license for OSI approval without a decision, the OSI Board shall vote to accept or reject the license at the next board meeting, unless the license submitter requests further time for consideration of the license.
  • Will not enact the above, but it was agreed that the OSI will commit to provide a status update within 6 months.
  • Current reasons for not accepting ("rejecting")
  • Not OSD compliant
  • Poorly drafted (ambiguous)--which leaves questions related to the above two...
  • License proliferation
  • What does the OSI provide in response to submissions:
  • acknowledge receipt
  • approval
  • rejections / non-acceptions
  • status updates

License approval submissions:
In  a sense action on these assumes answer to question above is "yes"  (Board should reject licenses) and answer to proposal is "yes" (6-month  up-or-down decision should be made).See report https://lists.opensource.org/pipermail/license-review/2017-January/002933.html

• NASA Open Source Agreement 2.0
  • See: https://lists.opensource.org/pipermail/license-review/2017-January/002924.html
  • Recommendation: Board should vote to reject
  • Richard's view (in no way a 'consensus view'): License is overly complex,  confusing and badly drafted, and possibly drafted cryptically to benefit NASA. NASA lawyer was never amenable to revising.
  • OSI approved predecessor NOSA 1.3
  • Luis Villa recommended approval in 2013 but never went to Board vote.
  • Several have asked for 'up or down' vote (including license submitter.
  • Richard to follow up on License-Review and FSF with OSI's current interpretation and open issues.
• TOPPERS License
  • OSI recommended submission as international license. Submitter never provided affidavit of certified translation.
  • Recommendation: Board should vote to reject on procedural grounds.
  • Based on discussions, the OSI should provide a status update asking authors for an English translation, which was previously requested by the OSI per international submission procedure.
  • Primary issue was concern that the translational was accurate representation (do we need certification of translation?)
  • Richard to follow up.
• Zentao Public License
  • Recommendation: Board should vote to reject
  • Primary concern is that the license appears to be "Badgeware."
  • What is the Board's opinion on badgeware? Generally met negatively on License-Review.
  • Update authors with a request for certified translation, or (optionally) OSI independently verifies translation with volunteer effort license may be badgeware
  • Richard to follow up

[TABLED for next month] Several people on license-review request guidance from Board on the following issue:

• Is  "asymmetry" in a license (in how classes of licensors/licensees are  treated) in conflict with the Open Source Definition (notably OSD 5 - no  discrimination against persons or groups)?
• If it is not in  conflict with the OSD (some say that is a 'stretch'), is it nonetheless a  feature that will or may justify OSI rejection on policy grounds?
• Specific recent example: Upstream Compatibility License (UCL)
• Consists  of copyleft OSL 3.0 with the following change: Creators of derivative  works must license a copy of the derivative work to upstream authors  under the Apache License 2.0. That is: upstream authors get a special  permissive license that no one else gets (like a built in CLA)
• Nigel  Tzeng (license submitter) is willing to consider revising it so that  all modifications are made under the Apache License (everyone gets  modifications under the Apache License, not just a privileged category  of upstream licensors)

[TABLED for next month] Licensing discussions with USG:

There  seem to be several ongoing discussions with various groups within the  USG all asking about how to engage with the open source community. These  one-off discussions are sub-optimal as they: 1. may be redundant (same  issues address across agencies), 2. may not be comprehensive (informed  by issues from other agencies), and 3. add workload to the Board.  Currently there are four open discussions between OSI and USG: Army  Research Labs, DoD, NASA, White House (code.gov). In addition Deb has  identified several other discussions happening outside the OSI. Perhaps  the OSI can coordinate/host a meeting/conference call to bring these  organizations together?Infrastructure Topics

Incubator/Project Topics

Review of Timeline

Planning Timeline

Next Board Meeting

The next OSI board meeting is scheduled for... Meeting adjourned at 18:13 UTC

Motions

Motion (Patrick): Approve and post the meeting minutes of December 14, 2016 .Second (Josh).Discussion:Vote: 3 Yes; 0 No; 3 Abstain.

Motion (Patrick): Approve Affiliate Membership for Rensselaer Center for Open Source (RCOS).Second (Allson).Discussion: Description of RCOS Vote: 6 Yes; 0 No; 0 Abstain.

Appendix A - Treasurer's ReportTreasurer's Report For the Month Ending December 31, 2016

From  Mike via email to [email protected] Jan10, 2017, "I am particularly pleased  that we were approximately $20K cash flow positive in 2016. That is a  major achievement, as we have been cashflow negative the past several  years. Congratulations to Patrick and the rest of the Board for  achieving this milestone."

Total Assets at Beginning of Period: $ 64921.61

Reconciliation discrepancy November: $1.00

Income or Sources of Funds:

• Contributions: $6794.00
• Memberships: $1000.00 (25 x $40)
• Open Hatch: $38.02
• Received $38.02
• Paid $0 (payment deferred until > $100)
• Snowdrift $0.00
• Interest: $1.01
• Commissions $0

Total Income or Sources of Funds: $7833.03

Expenses or Uses of Funds for Operations:

• Payroll $9010.00
• Professional $892.00
• Bank Fees $149.07
• Supplies $0.00
• Postage, Shipping $29.58    
• Software, $0
• Conferences/Conv, $0              
• Meetings, $1903.76
• Website Hosting, $0 
• Paypal, $123.93

Total Expenses or Uses of Funds for Operations: $12108.34Total Assets at End of Period, $60647.30Major Contributions 2016:  Invoiced not received in bold     

• Previous Sponsor, $25000 unsolicited received 02/10/16
• Previous Sponsor, $20000 invoiced 01/11/16  received 04/08/16
• Previous Sponsor, $20000 invoiced 12/09/15 received 02/10/16 (This sponsor has notified us that YES they WILL be sponsoring us in 2017)
• New Sponsor, $5000 invoiced 10/15/15  received 12/2/15
• New Sponsor,  $7500 invoiced 12/14/15 paid 02/10/16
• New Sponsor, $20000 invoiced 3/3/16 paid 03/07/16    
• Previous Sponsor, $25000 invoiced 6/3/16  Paid 7/7/16
• Previous Sponsor,  $5000 Invoiced 6/10/16 Paid 8/18/16 (This sponsor has notified us that NO they WILL NOT be sponsoring us in 2017)
• New Sponsor, $1000 Invoiced 6/20/16             
• Previous Sponsor, $2017 contribution invoiced 11/28/16 paid 12/06/16
• Previous Sponsor, $20000 invoiced 8/5/16 paid 8/18/16
• Previous Sponsor, $1000 invoiced paid 8/22/16
• Previous Sponsor, $5000  2017 contribution invoiced 11/09/16 received 11/14/16
• New Sponsor, $10000 Unsolicited contribution received  7/27/16
• New Sponsor, $1000 invoiced and received 10/5/16
• New Sponsor, $1000 Unsolicited contribution received 11/29/16
• Previous Sponsor, $5000 invoiced 12/28/16

Appendix B - Income, Expenses, and Assets

Appendix C - Team Reports

Communications Team

Membership Team

Affiliate Membership Qualifications for Rensselaer Center for Open Source (RCOS), see: Affiliate Agreement & Cover Letter.

1. Founding Documentation
   ✓ The structure of our community, the various membership roles and expectations are documented at https://github.com/rcos/intro
2. Association Memberships/Partnerships
   ✓ RCOS is affiliated with Rensselaer Polytechnic Institute, where is offered as a free elective class for motivated students.
   ✓ RCOS receives funding from RedHat to continue its efforts expanding participation and student involvement in Open Source
3. Mission Statement
   ✓ To provide a creative, intellectual and entrepreneurial outlet for students to use the latest open-source software platforms to develop applications that solve societal problems ().
4. Publicly Available Release of Events/Activities
   RCOS activities and events are tracked in the following places:
   ✓ The Google Group: https://groups.google.com/forum/?fromgroups#!forum/rcos-at-rensselaer
   ✓ The achievements web page: https://rcos.io/achievements
   ✓ Our slack (informal): http://rcos.slack.com
   ✓ Public Meetings at RPI (location determined at the start of every semester, written in https://github.com/rcos/intro)
5. Documented Approach for Participation by Public
   ✓ See https://github.com/rcos/intro. Search for External Members or External Mentors
6. Active Community
   ✓ Active RCOS members are tracked at https://rcos.io/users/?page=0&sort=name
   ✓ Active RCOS projects are tracked at https://rcos.io/projects
7. References from other Open Source Projects, Ideally and OSI Affiliate Member
   ✓ RCOS received guidance and the initial recommendation to apply for an OSI affiliation from Patrick Masson.

Fundraising Team

Infrastructure Team

Legal Team

Incubator/Projects Team