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This was extracted (@ 2024-01-04 18:10) from a list of minutes which have been approved by the Board.
Please Note The Board typically approves the minutes of the previous meeting at the beginning of every Board meeting; therefore, the list below does not normally contain details from the minutes of the most recent Board meeting.

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Board Votes And Consensus

16 May 2019

 Discussion opened about how using voting to solve an issue is
 often seen  as a failure of consensus (i.e., non-unaminous votes
 seem to be avoided).

 Historically, the Board has believed that if a vote is not
 unanimous, it indicates that consensus has not been reached,
 therefore further discussion may still be necessary.

 Suggestion: the Board could utilize +0 and -0 votes (expressing
 an acceptance of a position without fully agreeing/disagreeing),
 despite that Delaware corporate law does not recognize votes like
 that, but only has yes, no, or abstain.

 Unlike other foundations, once the ASF Board has voted on
 something, speaks in one voice and all directors commit to support
 the decision within the Foundation regardless of their individual
 votes. There were many nods of agreement to this.

 There was a thorough discussion of of both the historical tendency
 of past boards to avoid non-unanimous votes, along with ideas of
 how we can make board-level decisions more efficient while
 respectfully allowing dissenting voices a chance to be heard and

 Myrle requested that we do not be normative on the meaning of “no”
 and “abstain” votes; this was moved forward as a future discussion
 item for documenting how directors express formal votes, both
 during a meeting  and in our formal published minutes.

 While some sort of consensus is needed on this topic, it doesn't
 solve the communication issue. We had a discussion regarding possible
 separation of public and private minutes with respect to votes as
 well as the canonical meaning of said votes. Tom confirmed from DE
 law that the identities of who-voted-what is not required to be
 public. The minutes, however, should indicate if a director
 revised the resolution themself or if a director dissents from
 the vote being conducted at all (e.g., a point of order over the
 voting process).

 Craig suggested that we use alternate venues for directors to
 express disagreement and dissenting views such as the board@ and
 members@ mailing lists.

 David shared subscriber statistics for the board@ mailing list.
 The trend shows that the subscriber count has been consistently
 increasing, with a handful of unsubscriptions within a single
 month. These figures  do not reflect any subscribers who may
 simply filter out these emails.