This was extracted (@ 2025-02-19 17:10) 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.
WARNING: these pages may omit some original contents of the minutes.
Meeting times vary, the exact schedule is available to ASF Members and Officers, search for "calendar" in the Foundation's private index page (svn:foundation/private-index.html).
* Five Year budget projections
* Sponsor communications
* ApacheCon North America: Discuss willingness to front $100k seed
money to produce an event. Discuss what we might be willing to
invest ("lose") each year in the interest of outreach and
promotion.
* Five Year budget projections
* Sponsor communications
Postponed until next month
* ApacheCon North America: Discuss willingness to front $100k seed
money to produce an event. Discuss what we might be willing to
invest ("lose") each year in the interest of outreach and promotion.
Tentative plans to co-locate ApacheCon EU 2018 with Buzzwords
Berlin.
Board approves a one time $100K budget increase for conferences,
additional years will be considered in the five year budget plan.
* Five Year budget projections
Phil and Sam to produce a draft in the upcoming weeks.
A. Appointment of Chairman At the face-to-face meeting in June, succession of the chair was discussed and Phil Steitz agreed to accept the position. By general consent, Phil Steitz is appointed Chairman. B. Appointment of Vice Chairman By general consent, Jim Jagielski is appointed Vice Chairman. C. Article about Apache OpenOffice https://lwn.net/Articles/729460/ Bertrand: do we want AOO to make public statements about the level of activity on the project? Rich: it would be good for them to make a public statement Chris: no strong opinions about this, but this is not the normal way the board interacts with PMCs Ted: the issue is the difference between user activity level (downloads) and code activity level Shane: most of our projects have technical users but AOO users won't necessarily know e.g. that security questions may an issue in the future Bertrand: maybe we should ask them to publish a blog post about the status of the project Brett: what is our objective? discourage downloads? Ted: is either a blog or a disclaimer going to accomplish the objective? Bertrand: we should have a public statement to make people aware Jim: no matter what we do, some people will want more. we should go public; ask the PMC to make a statement of direction so end users understand what is happening with the project @Jim: follow up with the PMC to get a public statement out
A. There seems to be an unmet need for documentation of overall ASF
policy. Either a single page, or a small set of pages, authored
and maintained by the board would be helpful. Ideally this list
would be light on details and heavy on pointers.
The consensus of the board is that this is worthwhile to pursue.
B. Role of Brand Management as it relates to PMCs. Do we empower PMCs
to do what is best for their communities, and let a thousand flowers
bloom, even to the point where we allow actions that may limit our
abilities to enforce our marks? Or do we treat Brand as a core part of
our unique Apache model for community, and require consistency in
approach across all PMCs and third parties, even if it means denying
use of marks to friendly third parties in ways that would benefit
communities?
More specifically:
1) Is the Trademark Policy a policy or a set of best practices?
https://www.apache.org/foundation/marks/
2) Are PMCs the wrong tool for trademark enforcement?
The board has previously concluded that brand management has the
authority to set branding policy for the foundation and for PMCs
(Minutes: July 16, 2014).
PMCs may request exceptions to policy, and such exceptions are to be
publicly documented. In addition to this policy, Brand Management
provides best practices for PMCs to handle branding issues.
The board concludes that PMCs are a valid means for trademark enforcement,
and are responsible for handling all external branding issues they become
aware of. PMCs may request assistance from Brand Management as required.
However, Brand Management does not unilaterally handle branding issues.
C. Discussion of Brand Management during the December meeting raised a
question about whether a Director who serves as VP, Brand Management
would have a conflict of interest by participating in the discussion.
The Board concludes that Directors who also serve as non-compensated,
volunteer officers are not presumed to have a conflict of interest
when discussing or voting upon topics related to their officer
role(s), aside from their own appointment or continuance as an
officer.
A. Role of Brand Management as it relates to PMCs. Do we empower PMCs
to do what is best for their communities, and let a thousand flowers
bloom, even to the point where we allow actions that may limit our
abilities to enforce our marks? Or do we treat Brand as a core part of
our unique Apache model for community, and require consistency in
approach across all PMCs and third parties, even if it means denying
use of marks to friendly third parties in ways that would benefit
communities?
Generalities:
1) Is the Trademark Policy a policy or a set of best practices?
https://www.apache.org/foundation/marks/
2) Are PMCs the wrong tool for trademark enforcement?
Specifics:
1) Can a PMC decide that it is OK for a third party to make use
of an ASF Mark in their product name?
2) Can a PMC decide that it is OK for the only attribution to the ASF
for use of a mark to appear in a link in a small font at the
bottom of a page?
3) Can a PMC decide that it is Brand Management's job to contact
a third party who is making use of the PMC's name; or even to
decide that no contact is necessary?
Brand Management Discussion
Marvin: it’s a policy, but a bit too verbose; can use improvement,
but brand owns it
Mark: it’s a policy but can have exceptions; enforcement must be
delegated to PMCs with advice from VP Brand.
Can a PMC unilaterally decide policy on their own? No.
Sam: if there is an exception to policy should PMCs have to get
approval from VP Brand?
Mark: if PMC wants to act outside the policy they need to work with
VP Brand.
Brett: likes consistency; there's a good example in the way the
press PMC handles publicity policy
Chris Mattman: in regard to specifics: yes, yes, yes, as long as
decisions are documented on archived list
the last decision on board was PMCs should take a more active role,
so this looks like a change from best practice to policy
Sam: this wasn’t a change; there has always been a policy
Brett: PMCs should still be very involved but it is a policy; there
should be minimal burden on PMCs but the policy gives them teeth
against bad actors; think of it as not to be holding PMCs to rules,
but helping them
Chris Douglas: there was a recent dispute with VP Brand from the
October report about Hadoop China conference; VP Brand was
dissatisfied with how Hadoop is managing the brand
there are still lots of people showing up to work on hadoop, so who
is negatively affected the way we are managing? how is hadoop PMC
failing the mission?
trademark enforcement is not something that engineers will do well;
the value of a particular brand is limited
Jim: what I see is that the public perception is there is an elite
group of vendors who can make use of Hadoop marks but others cannot,
and this is not a defensible situation
for marks to be valuable they have to be protected;
we must remember we are a 501c3 and must abide by our charter. so,
we can enforce a tight policy where all vendors are playing on level
field (good) or we show favoritism to some vendors, or we could lose
the brand (both of which would be a bad outcome)
this is potentially a slippery slope so needs to be tightly
controlled and defended
Bertrand: the web page with Brand policy is IMO too detailed and
impossible for us to accept as policy as a whole.
my suggestion would be to replace that page with a minimal list of
"atomic" numbered items that the board can review to decide which
items are policy and which ones are best practices only
Sam: would like at least General question 1 answered as soon as
possible, preferably today unless more talk might change peoples'
minds
Brett: leaning toward deferring a vote on whether brand has a policy
or not; should come to agreement and have a resolution to vote on
next board meeting
AI Sam: lead the discussion offline and prepare another resolution
to vote on for next meeting
B. Appointing an Assistant Treasurer
Kevin McGrail had the position of Assistant Treasurer before taking
a leave; now that he is back, by acclamation the board reappointed
him to the position.
@Tom: Virtual will help with recruiting infra staff.
A. Craig proposes that the board appoint Sam Ruby to the position of Assistant Secretary. The board appoints Sam Ruby to the office of Assistant Secretary. B. Jim wishes to discuss the OSI Affiliate program Jim: a few years back, Jim was on the OSI board; ASF thought it might make sense to join OSI but didn't match OSI who were trying to establish themselves. OSI is now trying to refocus on community aspects and now sees affiliates as helping. Jim volunteers to continue discussion with OSI. Chris: ok Marvin: will we have to opt out or opt in to OSI decisions? Jim: OSI will notify affiliates before taking action affecting them. In fact, ASF can help redefine affiliate interaction Mark: will OSI expect affiliates to pay dues? Jim: no dues for affiliates. Mark: what are benefits to ASF? Jim: gives ASF more opportunity to promote The Apache Way; up to now projects might not be steered to ASF @Jim: continue to work with OSI and report to the board next month
A. Timing of Executive Officer Appointments
A. Self Service and Infrastructure
An outstanding JIRA issue against the infrastructure "self service"
application was unilaterally assigned to the Whimsy PMC without
consultation, and another was initially closed as WONTFIX, triggering a
larger discussion that ended up on board@. Included in that discussion
was a comment by the current VP of Infrastructure that he would be open
to the infrastructure team "tak(ing) responsibility for Whimsy the
service", and as a part of that impose a release discipline upon the
Whimsy PMC.
Meanwhile, an ASF member legally changed her name. She and the
secretary were able to reflect that change in our records and on the
site without any assistance by paid contractors. New committers were
given accounts based on a highly automated process whereby the
infrastructure staff run scripts that access requests stored as
structured data in svn. This data was placed in svn by a tool that was
originally part of whimsy and essentially jointly owned by the whimsy
PMC and the infrastructure team.
This suggests a different division of responsibility:
1) The infrastructure team (consisting of contractors and volunteers)
maintain control over master copies of ASF data resources, including
but not limited to: Subversion, Git, LDAP, and mailing lists.
Some of these resources may be mirrored (in some cases,
bidirectionally).
2) Groups (such as PMCs and the secretarial team) are given access
control rights to resources that they can manage. Where this is not
directly practical for security or other reasons (e.g., the new
account example above), tools that process authenticated requests
stored in an open format will be developed and deployed.
3) Multiple tools ("let a thousand flowers bloom") that make use of
the access described above may be developed. One can imagine a
future where the Perl scripts that PMC chairs use today are phased
out in favor of Syncope and/or Whimsy. Or an alternate future where
a separate VM is provisioned for ssh use by pmc chairs to run these
scripts. Decisions made by the infrastructure team to maintain or
discontinue the current "self serve" (id.apache.org) tool can be
made either in consultation with, or entirely independent of, those
made by other PMCs.
Anti-patterns to watch out for: (1) requiring PMCs to issue JIRA requests
to select features for their projects, (2) requiring users to use a
particular user interface to make a request, without providing
authenticated users access to the underlying data, and (3) tools
deployed without runbooks or other documentation on how they work.
Now seems to be an opportune time to discuss how infra can implement
self-service as a strategy. Sam will work with Ross as infra
re-tools.
B. Another month when there appears to have been a number of PMCs that
didn't report, needed reminders and/or reported late. Not sure of
the cause, even less sure of the solution. But it seems to be
an increasing problem...?
Some stats:
* https://whimsy.apache.org/board/missing-reports
* of the 13 missing PMC reports this month; 3 of those PMCs missed
the previous month (and one of those is heading to the attic);
additionally 1 was not accepted the previous month
* 3 PMCs proactively stated that they will be reporting next month
A. Over the last few months I've noticed a drastic decrease in the number
of reports submitted on-time, or at all. What's going on? Are the board
reminders going out?
Historical data:
https://whimsy-test.apache.org/board/missing-reports
For this month:
Initial reminders were sent Thu, 28 Jan 2016 11:01:36 +0000
Final reminders were sent Sat, 13 Feb 2016 04:27:17 +0000
There was a problem in prior months where getting the chairs email
addresses from LDAP would fail; Sebb and Sam addressed the LDAP
reliability problems, and Brett changed the address used for chairs
to the $availid@apache.org address, avoiding the need for LDAP
entirely. This problem is thought to be solved.
Reminders are still only being sent to PMCs, i.e, not to executive
officers and additional officers. They are also still being sent
via a web interface instead of a cron job.
These would be excellent tasks for somebody wishing to get more
involved in the Whimsy project :-). A draft script for sending
reminders can be found at http://s.apache.org/GZD. Deployment info
is at https://github.com/apache/whimsy/blob/master/DEPLOYMENT.md
B. Synapse. What happened and relationship with
https://github.com/wso2/wso2-synapse
and what we need to (possibly) watch out for.
There was a prior discussion of this matter on the trademarks list.
That discussion seemed to die off after this post:
http://s.apache.org/cUl
C. Updating VP Infrastructure Role
After reviewing as many opinions and proposals as possible I have come
to the conclusion that none of the options for moving the VP Infra
responsibilities to a third party can be considered "small reversible
steps". Furthermore, contrary to my initial recommendation to the board
I am not convinced that any of the outsourcing options currently
available are optimal for the foundation.
I remain convinced that, at some point in the future, our
infrastructure operations will require a full time management role.
However, I do not think that time is now. Below I outline the current
VP Infra job description (drawn up in consultation with David as VP
Infra and most of the infrastructure staff). I have classified each
task as either STAFF, VP or PRESIDENT to indicate where I propose each
should land. This results in splitting the current VP role three ways:
paid STAFF (and where possible contractors), PRESIDENT and VP (who
remains a volunteer VP Infrastructure). Items marked VP/STAFF are
expected to require significant oversight from the VP but can be
delegated to STAFF.
The intention is to split the role into "doing" (STAFF), "planning" (VP)
and "HR" (PRESIDENT). Note, it is expected that the majority of the
PRESIDENT responsibilities can be outsourced to a support organization
though no negotiations have taken place at this time.
* Set and manage annual infra budgets [VP/STAFF]
* Approve infra purchasing decisions, including contract
negotiation and renewal with suppliers [VP/STAFF]
* Set medium- to long-term strategy for ASF Infra services in
response to community demands (Critical, Core and Standard
services) [VP]
* Implement the defined strategy for ASF Infra (Critical, Core and
Standard services [STAFF]
* Define SLA targets [VP]
* Track against SLA targets and report at https://status.apache.org/sla
[STAFF]
* Allocate resources (people's time) to ensure tickets are dealt
with in a timely way in addition to completing assigned project
word [STAFF]
* Balance job assignments and project schedules to ensure the
necessary work is completed while fun new stuff is progressed
[STAFF]
* Ensure projects are either provided with everything they need as
a service, or (wherever possible) are provided compute resources
to self-host [STAFF]
* Encourage collaboration between projects who are self-managing
the same/similar services [VP/STAFF]
* Set or advise on appropriate ASF policy as requested [VP]
* Monitor project adherence to appropriate ASF policies (e.g.
release management, version control, service use), addressing
issues of concern and escalating to the appropriate officer
wherever necessary [STAFF]
* Be the voice of the community within infra operations [VP]
* Be the voice of the infra team for the ASF President and thus the
Board and our Members (e.g. board reports) [VP]
* Manage infra staff with respect to performance and work
environment [PRESIDENT]
* Negotiate contract renewals with infra contractors/staff
[PRESIDENT]
* Recruit infra staff as needed [PRESIDENT]
After initial discussion in this board meeting I will take this proposal
with appropriate modifications to the board@ list for fine tuning. At
this point the search of a replacement VP and expansion of Staff duties
can be commenced.
Re: A. Late/missing board reports
@Brett: Should we add another reminder to tardy projects the Monday
before the meeting?
Re: B. Synapse issue
Jim: there has been a lot of contention between Axis and Synapse and
it doesn't seem to be resolved in a good way
Sam: there is a significant trademark issue with wso2-synapse; they
have forked the project and taken our trademark and the fork does
not even implement the same API
Jim: I'm expecting to hear from WSO2 that since synapse has retired
we want to take the trademark
Shane: how are the company and project working together?
Also, cloudstack has been forked; this situation needs to be
investigated
Re: C. VP Infra plan
Sam: Overall, good work; perhaps change the set strategy and define
SLA to ratify strategy and SLA instead?
Ross: good change.
Brett: looks like more responsibility for staff; could we bring up
someone from infra for leadership role?
Ross: with current structure it might be risky to promote an
existing infra contractor; the best option for outsourcing would
probably cost an extra $100K per year; the good news is that we are
in a healthy situation with regard to cost
Brett: we should be sensitive to the effect on staff
Henri: job description-wise; I would expect to see a ‘travel
required’ or not
Ross: I will add this to the job requirements
Shane: I would like to see us put as much as possible on public web
site to get feedback from stakeholders and show other organizations
"how we do things here"
Ross: the meeting minutes are public
Shane: but people outside the board meeting attendees won’t see how
we handled this issue
Ross: I’m focused on getting it done, not necessarily publishing it;
feel free to take this discussion to a different venue
David: good for Ross to take on some personnel management tasks
interim; there is lots of menial work to do but needs to line up with
long term goals; I'm looking forward to seeing who gets recruited for the
new role
Ross: "self elected" senior team member caused problems in the past;
what we are looking for is more like a "project lead" than a manager
for keeping projects on track; I'll take this forward with more
discussion on board@
A. Discuss options for Infrastructure management.
With the imminent retirement of the current VP Infrastructure we need to
decide how to proceed in the near future. The easiest path is to simply
replace David with a new volunteer VP. However, as discussed in the past
this course of action is not considered sustainable due to the heavy
workload. Other options previously considered include:
* Employ a full time infrastructure manager
* Employ a full time Executive Director (infra management + additional
duties)
* Outsource all infra services to a third party provider
- not-for-profit
- for profit
* Outsource critical infra services to a third party provider whilst
keeping non-critical services in-house and volunteer managed
* Creating a separate company to manage our infra services
This discussion item is intended to allow us to:
a) Refresh our memories of previous findings for each of the above
options
b) Identify any other options that should be explored
c) Agree to rule out some of the above options
d) Provide a preliminary recommendation from the Presidents office
e) Agree on a time frame in which the board will receive a final
recommendation from the Presidents office, and subsequently seek
to approve an action
Ross: we need to make a timely decision on the replacement of our
current VP, infrastructure. Bertrand: at some point we will probably
need a full time operations manager. Ross: maybe at some time but
not now. Brett: could the existing contractors handle the extra
work? Ross: management of the contractors needs a different person
in the role. Rich: the job is easily over 20 hours per week. Chris:
this is potentially a high-burnout job. Shane: even if we use a
third party service, we still need to manage them. Ross:
communication with PMCs is still needed Jim: we need a job
description to see what all is required and to see whether some
duties might be changed to make it less burnout-prone @Ross: create
a job description Ross: we are investigating outsourcing with a few
third parties, including Virtual, and creating our own corporation.
Ross: looks like we need both inside VP, Infrastructure to liaise
with PMCs, and outsource infra services. Time frame: one month!
@Ross: Prepare a plan to transition infra
A. Discuss whether or not incoming podlings and direct to TLP projects may
consider having canonical repository outside of ASF infrastructure.
B. Very much related to the previous discussion item, Sam would like
to propose, as an experiment, that the Whimsy PMC be permitted to
propose and explore with the Infrastructure team to have bidirectional
flows with GitHub, with the following conditions to be in place
for the duration of the experiment:
1) The infrastructure team has in place "pushevent" GitHub hooks that
will notify the committee (via the commits@ mailing list) of all
such events. Included in these emails will be an identification of
the "pusher". This mailing list will continue to be archived, and
serve as a push log.
2) Ability to "push" to either repository will be limited to
ASF members.
3) Pull requests will only be accepted for individuals with an ICLA
on file.
Sam believes that the above is more than sufficient to ensure that
we can identify an appropriate ICLA to cover all commits. Additionally,
he notes that there are no known (or expected) downstream consumers
of Whimsy. He further notes that majority of Whimsy PMC is expected
to attend this board meeting.
Sam's summary, in the hopes that this will focus discussion:
Jim and Sam generally agree on what data must be captured for provenance
reasons. Greg feels less is required, and Roy even less.
Greg proposes repository immutability as a mechanism for implementing
this requirement, and Jim agrees. Bertrand notes that this is an
implementation detail. While clearly a viable choice (and workable for
many, including all projects that have chosen SVN), imposing this on all
projects (particularly Git ones) is something that David and Sam feel is
as workable as the 18th amendment to the US Constitution (Prohibition).
Greg proposes formalizing the requirement in the form of a board
resolution. While Sam feels that it is time to take action, he is
ambivalent about doing so in that form; despite this, Sam has proposed
an alternate form of Greg's resolution that retains all the requirements
but omits the implementation. Roy feels that both resolutions should be
tossed in favor of providing a set of directions. What Sam would prefer
is to green-light experiments (small, reversible steps) which will give
us more experience and data.
Draft resolutions (an an accompanying FAQ for the second one) can be
found at: http://s.apache.org/ZWZ
Discussion on 8A. Canonical repositories outside ASF infrastructure
Greg is opposed to allowing canonical repositories outside ASF Chris offers
that provenance is the major issue regardless of where the code is stored
Brett thinks that "canonical" needs to be defined or we need to use another
word to describe the intent; even though initial pushes are somewhere else,
ASF needs to know the source of all changes Sam notes that "repositories
outside ASF infrastructure" is already the practice, apparently in
disregard for policy Jim thinks that svn is canonical but github reflects
reality Sam states that projects are building releases outside asf and then
putting stuff back into asf svn and changing history, making the tracking
of changes difficult Shane thinks that we need to make a resolution to fix
this Greg is not ready to vote on a resolution Chris agrees we are not
ready to vote today Jim compares this situation to using LGPL; we need to
take action where practice conflicts with policy; the fact that projects
are doing it is not a change to policy; they are ignoring policy. But how
to address it: make it clear what the policy is, and communicate to PMCs.
Chris agrees with Jim; folks are clear on LGPL because it’s well
communicated but there is no clear guidance on use of github; although
we’ve made some guidance on github; pmcs are not willfully violating policy
Jim is concerned when the use of github puts us at risk Chris states that
we’re not trying to solve the problem for expert users, but for incoming
users (and new PMCs) that don't necessarily know the policy David thinks
that PMCs understand the policy but think it’s obsolete because of github;
and by the way, github plans to deprecate some features that we depend on
to implement our policy Jim says that is's hard to grok distributed
(github) version control driving policy decisions. We should focus on
canonical repository; policy cannot be obsolete just because of new
technology David says the policy as written refers only to svn; there is no
distributed vc system mentioned Brett proposes to continue discussion on
board list and perhaps consider a resolution for next month once there has
been sufficient discussion of the issue and proposed solution David
observes that infra needs more guidance on how to proceed with git Ross
agrees on the need to resolve current infra git situation Action item Ross
to focus a new board thread on resolving current infra git situation
Discussion on 8B Proposal for Whimsy PMC to explore ways of using git and svn
Sam would like to do more thinking and exploring how to use git and svn
together Ross agrees if we change the discussion to “limited experiment”
Chris supports the "limited experiment" Jim supports the "limited
experiment" Rich is concerned that other PMCs might think “why not our
project too” but “limited” will help defuse this issue David supports the
experiment; infra needs real feedback real soon Sam proposes to put whimsy
on a monthly schedule while the experiment runs and will give Ross
information for the report Brett confirms that the sense of the board is to
let the Whimsy limited experiment begin
A. Discuss preventive and punitive actions to take against current
member abusing mailing list privileges.
B. Discuss revisiting the ASF bylaws to determine whether or not the 2008
interpretation of the requirements of the phrase "affirmative vote of a
two-thirds majority of the members of the corporation" was correct,
and/or whether any adjustment of the bylaws is in order.
http://s.apache.org/dsG - see 12:07:26, 12:09:50, and 12:10:03 PM.
@Jim work with counsel to review the bylaws and propose changes (if
necessary) to clarify how to apply "two-thirds majority" when counting
votes.
Use of Apache Trademarks in marketing materials for non-Apache products potentially being blocked by our lack of registration in geographic regions. There is an organization that has received cease-and-desist in another country for marketing materials that reference Apache projects. The company that has issued the cease-and-desist has registered Apache trademarks in that country. The organization is a significant sponsor of Apache. Long term, if they cannot market their association with Apache, Apache may get less support. Ross: "If you market your product without mentioning Apache, you are not affected by this issue." Shane: "You should be able to mention Apache in your advertising. Apache should attempt to protect our marks, especially in countries that have a first-to-file trademark law." @Ross @Shane discuss how to move this issue forward
Executive session entered at 11:33 AM. The Board unanimously agreed to require moderation of one ASF Member's emails to internal lists for a period of 90 days, due to repeated violation of the Foundation’s Code of Conduct. Executive officer appointments: Chairman Brett Porter Vice Chairman Greg Stein President Ross Gardler Executive Vice President Rich Bowen Treasurer Chris Mattman Assistant Treasurers Kevin A. McGrail and Jan Iversen Secretary Craig L Russell Assistant Secretary not filled at this time Executive session exited at 12:04 PM.
Greg will take responsibility for tracking action items from board meetings. Executive Officer appointments will be postponed until the next board meeting.
BUDGET
Here is the budget I propose the outgoing board recommends to the
incoming board for vote in April:
Total income: 897,750 (up $750 from FY15 budget)
=======
Infrastructure: 593,500 (down from $776,216 in FY15 budget)
Programme expenses: 7,500 (up from $6000 in FY15 budget)
Publicity: 124,000 (no change)
Brand Management: 39,250 (down from $75,375 in FY15)
Conference support: 7,500 (down from $12,500 in FY15)
TAC: 45,000 (down from $50,000 in FY15)
Treasury Services: 49,200 (no change)
General& Admin: 115,550 (up from 113,807 in 2015)
=================== =======
Total Expense: 981,000
=======
Net Income: -83,250
Shane:
Any time a PMC requests registering their trademarks in the U.S. the
registration will be approved. But if there are extraordinary legal or
filing costs, the PMC will need to justify it.
Ross:
The key point is that the PMCs take the lead to register the marks.
Mark: Trademarks are a valuable asset for ASF. Trademark rules vary by country. Virtually all countries protect rights only through registration. Many unsavory people register other peoples' trademarks as a business. Risks are most often on ASF users, not ASF per se. As a practical matter, projects need to select brands that are available. Open source has "won the war" and is now ubiquitous. Now there are lawsuits based on GPL interpretation by people who are just trying to make money from the legal process, not community policing as we have seen in the past. Jim: Need to balance the cost versus benefit of registration. Shane: Looks like the "sweet spot" of registration is somewhat more than we are doing now. But consider that a third party has registered our Hadoop trademark in China. This is not a direct legal risk to Apache, although it could well prevent us from using the Hadoop name in China. Similarly, it may hurt downstream users relying on the Hadoop ecosystem, and in the long run it likely will hurt Apache Hadoop if the project loses support and/or future contributions from those users. Jim: Once a trademark is registered, we are then required to police it more vigorously. Mark: ASF is required to police brands regardless of registration (or not). If ASF doesn't have the money, users may well contribute to registration costs. Ross: Users are represented by PMCs. We need to make sure that PMCs step up, with foundation support.
Looks like March 24-26 would be a good time for the meeting.
Greg: discuss Kevin's proposal to contract services to third party Ross: possible down side: knowledge of how infrastructure works would transfer outside foundation David: would make it difficult to move away from third party in future don't know how much it would cost so can't estimate cost effectiveness might affect volunteers if third party would be responsible for performance of volunteers Kevin: has experience with combination paid staff/volunteer bigger issue: don't want to run afoul of labor laws Ross: two kinds of infra: core and other; perhaps outsource only core preparation underway to clean up SLAs for contractors Greg: good direction Ross: more discussion with Kevin will follow Greg: concerned about legal contractor status Kevin: foundation has outgrown infra as was set up years ago Ross: need to continue this discussion Tom: Virtual can also provide some services Action: Greg to coordinate response.
Executive officer appointments: The current slate of executive officers continues until such time as a change is needed.
* Directed sponsorship
Ross reviewed a small number of concerns with directed sponsorship:
accounting overhead; somewhat less of an issue assuming we contract out
some accounting tasks
neutrality of PMC; mitigated if the PMC is very diverse and sponsors
similarly diverse
Ross mentioned that there are no specific proposals at the moment
Ross proposed thinking about these four categories of items that could use
directed sponsors:
1. Items that don't cost much and are broadly applicable to many projects
2. Items that don't cost much but apply to only a few projects
3. Items that have high cost and apply to only a few projects
directed sponsorships would mostly apply here
would need to be managed closely by pmc
4. Items that have high cost and are broadly applicable to many projects
Ross suggested his thinking for category 4 above:
Perhaps we should look at outside organizations to support some of
these, e.g. Linux Foundation
Shane: We should provide higher level of services for our projects, using
either inside or outside funding
We can do this more easily with pmcs that know what they need
Roy: we're ahead of ourselves with regard to accounting overhead issues
since we do not yet have help
Don't see a need to break out into four categories
Prefer to think about categories:
1. pmc can do by themselves;
2. pmc needs help with e.g. publicity
If need is identified, projects could identify people to work directly
with marketing/publicity
Ross: No problem with this approach for marketing/publicity
The bigger issue is with infrastructure; maintaining different systems
for many projects Infrastructure is not set up to provide much more than
what they currently do
Roy: Running infra at this level would need major increase in budget and
support system
Chris: Is the open office special fund relevant?
The project has some money earmarked for travel assistance
Ross: This was a special case; OO project had this money before joining
apache
No additional funding is being accepted but can only spend based on the
original intent of the donation
Ross: I will continue to work with cloudstack on concrete proposals for
infrastructure and marketing
I will put together a broader plan for identifying ASF wide policies for
board approval
These policies will be informed by the ongoing discussions in various
locations of the ASF
Roy: If pmc really wants to market they can set up groups inside the project
As long as pmc is deciding what to work on, they have the ability to do it
Also, projects can ask for additional resources in marketing
Ross: Prospective sponsors have asked for accountability for donations
Chip: The Cloudstack project is looking for diversity of sponsors to help
with infrastructure and marketing
A. Select a date for the Annual Members Meeting What availability do other directors and executive officers have? Last week in May would be one year since the last meeting. Ross prefers *not* the first week of June. No holidays are in conflict from Tuesday through Thursday of prospective weeks. May 27 through May 29 is the tentative date.
The budget needs to be updated to include estimated trademark registration fees. Roy: Is trademark registration really necessary? Shane: In many cases of policing our trademarks, it's a lot easier to get potential infringing uses resolved if the trademarks are registered. Roy: We would need to make sure that the names actually are able to be registered. Shane: Brand awareness is an important part of community development. Roy: We can address new registrations without proactively registering all of our existing marks. There are a few marks that may be worthwhile but not a large number. Doug: Registering important marks will save a lot of trouble in the future. Roy: Estimates may be low for costs of registration, considering challenges brought by commercial interests. Shane: The plan is to ask PMCs whether they want their marks registered. If there are many objections, we would need to make a decision whether to change the name. The discussion will continue on the board mail list.
A. Status of audit
Jim volunteered to help if needed.
B. Status of Email to PMCs re: TCK availability (ASF policy)
Sam will work on this.
C. Special meeting for member elections
In some years a special meeting has been called, primarily to allow
for the election of new members more than once a year. November marks
six months since the annual meeting, so a suitable time to hold a
mid-year meeting would be mid-December, or mid-January. We have not
held one since January 2011.
There are pros and cons. On the upside, it allows new members to be
elected sooner, and may reduce the volume of voting required at the
annual meeting. However, it does require some time and effort from
our volunteer members, and particularly the executive officers.
I'm interested in whether the Board feels this would be valuable to
conduct this year, and if so what their availability is for those
timeframes.
Discussion:
Most of the people on the member watch list have been elected.
Time is getting short to plan a meeting to avoid the holidays.
Suggest asking members@ for guidance.
Greg to send out a general note to cover missing information (such as dates of last release and dates of last change to PMC composition) in reports. Hadrian asked for a clarification on what information needs to be generated or produced for an audit. The board directed Hadrian to work with Chris and Jim, and suggested that we make available whatever records we have to the auditor that he selects.
Umbrella projects have been problematic in the past and the board wants to ensure that projects are aware of the dangers. AI Ross: prepare and review with the board a memo to PMCs with the board's concerns.
A. Clarify the board's position on emeritus PMC members: are PMCs expected to ask the board to remove them from PMCs, or do they formally stay on the PMC and are just considered emeritus by their community.
A. Special Members Meeting [Doug]
Should we have a special members meeting soon, to elect new
members? We held our last annual meeting in May. Arguably we
should have had a special meeting this month, six months later.
We could try to have one next month, in December, but with
holidays that would be difficult. So the next practical time
is probably January, just four months before the nominal time
of our next annual meeting. Given this, my instinct is to not
have a special meeting this year and aim to have our annual
meeting again in May. How do others feel?
The main reason for a mid-year meeting is to elect new members.
There have not been many new member nominations, so the consensus
is that we should cancel the mid-year meeting.
B. [Greg] After seeing Hadoop (finally!) combine their committer
lists, I would like to have the Board make a recommendation
that PMCs should never have partitions in the commit lists for
code under their purview. Each community/PMC member is
responsible for all that code, so why should any partitions
exist, denying a member the ability to act?
The board can strongly recommend this as best practice. Incubator
is one exception, although the incubator seemed to be moving in the
direction of a single incubator commit privilege. Labs is another
possible exception.
@Greg: prepare a draft memo to PMCs regarding project partitioning.
a. Drafting resolution(s) to formally move various officers under
the President rather than reporting to the board.
Will continue to discuss on the board mailing list.
A. ApacheCon EU status
Review the list of open issues and discuss whether any board action
is needed.
B. Audit
Discuss whether we should fund an audit or a review this year.
Hadrian has come forward with a few potential items to do this year.
There is no strong requirement for an audit, but a review of procedures
will help us decide whether we are doing things right and correct any
deficient procedures.
Jim: It is time to do an audit. We have never had a full review of the
books, and it's a minor financial hit.
Sam: Suggest a limit of $15,000 for an outside auditor to review the books.
Doug: The board wants Hadrian to proceed with Jim (President) as the contact.
A. What terms would we find acceptable for renewing the Stand-Alone TCK Licence Agreement with Oracle America, Inc.? Daniel Kulp is discussing the contract renewal with Lance Andersen of Oracle Corp. One concern is the requirement to re-test on the current release of the TCK. Another concern is the requirement to continue to test on the TCK even if the project no longer implements the specification. Apparently, the existing TCKs that we already have can continue to be used for "maintenance" purposes. So it may not be urgent to sign the contract extension. Lance notes that many projects have not notified Oracle as to self-certification of passing the TCK. Daniel is willing to continue to be the contact with Oracle, and to serve as VP, TCK if necessary.
8a. The DC BarCamp has raised some questions around how sponsorship for small events is collected and bills paid. Discussion: Rather than having sponsors contribute to conferences, some sponsors were asked to contribute to ASF directly and then ASF covered some conference event costs. This appears to be a directed donation that in the past, was disallowed. Is this a valid approach for conferences? Roy: as long as it's an Apache event, this is appropriate. Prefer to have an "Apache person" specifically tasked with running the event. Greg: Tim Williams is running the event. He is an ASF Member. In future, makes sense to have an Apache person in charge. Roy: The Apache responsible person must be an officer or employee of the Foundation. Greg: Nick Burch as VP Concom should be responsible for handling this for future events. Provisional approval for accepting targeted donations for Concom for small Apache-sponsored events. Concom to propose a policy for approval by the board. Jim: will take responsibility to communicate with VP Concom.
a) Audit activities and plans?
This was discussed during the review of the treasurer's report.
b) Expectations regarding source code releases
(see question in Incubator report).
AI Roy: update the guidance for releases and communicate to all committers.
A. Treasurer position Sam is appointed to the Treasurer position, by Unanimous Vote of the directors present. The office of Assistant Treasurer is vacated, by Unanimous Vote of the directors present.
A. Apache Open Office Extensions site and SourceForge offer
Discuss this (from Ross Gardler on board@) unless already done.
The aoo pmc wants to arrange for hosting of ooo extensions now on
the oo.o site.
Extensions include templates and dictionaries, which are not
necessarily licensed to Apache.
Infra is willing to host a metadata site but not a download site,
due to bandwidth issues.
Sourceforge has volunteered to host a site, giving root access to
authorized ppmc folks.
Downloads from sourceforge have advertising, which pays for running
the service.
Apache.org domains should not have advertising on them.
Advice from board: proceed with sourceforge; can host extensions on
sourceforge.org domain; ok for non-apache download site to have
advertising; continue to work on a long term solution.
B. Termination of VP, JCP
AI Jim: discuss with Geir, prepare a resolution for termination for
February 2012.
C. How is the calendar supposed to work? There is a Feb 9th item in
the calendar. Is the EA tasked with sending out reminders?
Jim and Melissa are working to add items to the calendar. The plan
was for Melissa to manage the items on the calendar, not to remind
folks. But Melissa can set up reminders on request.
Should the calendar be publicly available? Not now, as there are
private items included. If we want the calendar to be public, we
will need to have a separate calendar. But the calendar is intended
for the use of the board so it's not clear why the calendar should
be public, except that's what Apache usually does.
Access to the calendar is by secret url, that can be changed at
will. Security by obscurity. Any member should be able to get the
secret url on request to Melissa.
A. 990 tax disclosures for 2007-1010
On the members list, Bill Rowe notes that those are still missing
from http://www.apache.org/foundation/records/
The Treasurer role should make sure that the IRS 990 forms are
posted to the public web site.
B. Annual report - where do your donations go?
Are we planning to have such a report for 2011?
Beyond any legal requirements, Apache's Annual Report should be
useful as a marketing document.
C. How do we improve invoicing and bill payment timeliness?
We've had issues for months getting bills paid on time using
the normal procedures, including an invoice being sent very
late to get the ~$20k GSoC funds. Who can improve this?
AI: Bertrand discuss with Sally how to get her invoices
submitted in the appropriate place in svn.
Timeliness of reports remains an issue. Jim to request that board reports be submitted and entered into SVN one week earlier. Roy and Bertrand discussed the announcement by Adobe that they will be contributing Flex. This lead into a discussion as to whether or not the ASF has resources to assist with Incubation, and whether or not we should be more proactive board/member effort to ensure that incubating projects succeed. No actions were assigned.
Should we use part of the Vancouver board meeting to reflect on our goals and strategies for foundation-level activities (public relations, trademarks management, outreach, finances etc.)? Should we plan for a face-to-face meeting within a short time after each annual board election? Perhaps use OSCON as a venue. We should start planning the board face-to-face in Vancouver. AI Doug: prepare the draft agenda.
A. Future uses of the openoffice.org domain and brand. In particular, what kinds of licenses will we allow to be hosted on this highly trafficed domain? (starting the discussion)
A. Do we require a nofollow attribute on links to external websites
on our project's sites? We have a recommendation from Jim as PRC chair
here: http://s.apache.org/prc_nofollow but no policy AFAIK.
Shane and Serge are working on a proposal:
http://www.apache.org/foundation/marks/linking.html
Discussion will continue on the trademark mailing list.
B. Should the Board hold a face-to-face meeting prior to
ApacheCon? If so, when and where?
Agreement to "pencil in" the week of September 28th in the LA area.
Brett and Bertrand (as the Directors with the farthest to travel) to
verify over the course of the next week that these dates are workable.
C. Is it time to reassign credit cards?
General consensus is that it is.
AI: Sam to work with Wells Fargo to do all of the necessary
deactivations, reactivations, reassignments, and requests for cards.
A. PMC Brand requirements followup and tracking.
There was a general discussion about reporting requirements of projects
with regard to branding. Board members need to review all project reports
and it's a burden to review multiple paragraphs on each project. There
must be a better way for Shane to track progress without burdening every
board member.
AI Shane: work on a proposal to track status
B. Git @Apache: good progress has been made but should we make
a decision about making it a first-class citizen? Might need budget
for manpower and/or equipment.
AI Jim: follow up with infra on git status
A. Sonatype's failure to publicly acknowledge Maven trademark (Doug)
New VP Apache Infrastructure Discussion as to what this role should be. Front line interaction with vendors? Oversight and approval? Part time? Full time? The discussion will continue on the infrastructure mail lists. Date for May Meeting: 18 or 25 May? Doug will resolve this offline. Did we announce our new members already? Blog post? There is a draft blog announcing new members but it's not published. AI Bertrand: work with Sally to publish the blog.
A. Trademark protection strategies (executive session @ end of meeting)
A. Define organizational ownership of trademark policy. Several officers appear to have differing opinions of who sets definitive trademark policy for the ASF. The main issue for now is whether the VP, Trademarks or individual PMC's are responsible for trademark policy and enforcement. The discussion was deferred until the next meeting.
A. Brand Management budget for graphic designer to improve our image. There are two issues: First, our main graphic mark, the feather, needs major work to make it suitable for many purposes: web, print materials, and branded items. Second, the new cms-based web site is live but needs continued attention. Roy suggests that a competition is usually the approach for an open source project to get graphic design help. Shane agreed to plan and run a competition but if not successful would like to pay for the services of a graphic talent.
The board went into executive session for 10 minutes. Regarding the Microsoft petition for certiorari that has been circulating on the internet: As Vice President, Legal Affairs, Sam has the authority to speak for the foundation. It is likely that he will represent the ASF to agree to support Microsoft in the petition.
A. Executive Officer appointments process and timeline.
Shane suggests we define the process at July meeting; work on board@
to find any potential candidates/discuss issues; vote on appointments
at August meeting.
Candidates identified to date:
1. Chairman:
Jim Jagielski
Sam Ruby
2. President:
Jim Jagielski
Sam Ruby
3. Secretary:
Craig L Russell
4. Asst. Secretary:
Sam Ruby
5. Treasurer:
Geir Magnusson, Jr.
6. Asst Treasurer:
???
7. Executive Vice President:
Greg Stein
Jim to split to a separate slate of candidates into a separate file
and notify members, encouraging members to volunteer for any slot with
the exception of Chair.
B. Hiring EA - discuss and appoint new Admin search chair to drive
Unless the new board chooses to not hire an EA, we need to appoint
someone to drive the process (as Sander is not able currently).
Consensus is that EA need not be a member or committer. Most don't
see this as important, Henri suggests that it might actually be
better to hire from a non-committer.
Jim to start the process of hiring an EA based on the job
description that Sander produced.
C. Appointing a General Counsel / Organizing Legal Affairs
To better utilize our pro bono counsel time, there is a suggestion
to appoint a General Counsel to better manage legal questions.
The suggestion is that Larry Rosen be appointed, and he has
already indicated that he would be most willing to accept.
Some concern about establishing a General Counsel, significantly
less concern about having Larry simply replace VP, Legal Affairs
roles. Larry would like to see VP, Legal Affairs continue. What
Larry wants to stop is people going to different lawyers and getting
different answers. What the board wants is to have a VP Legal
Affairs setting policy, and the General Counsel be tasked with
implementing and coordinating the execution of those policies.
D. New Monthly Board Meeting time
Start time for meeting OK for everyone? We could move it anywhere from
zero to three hours earlier in the day.
Survey of directors normal time zones:
+1 CET - CH - Bertrand Delacretaz
+1 CET - CH - Noirin Shirley
-5 EST - US MA - Shane Curcuru
-5 EST - US MD - Jim Jagielski
-5 EST - US NC - Sam Ruby
-5 EST - US VA - Greg Stein
-8 PST - US CA - Doug Cutting
-8 PST - US CA - Roy Fielding
-8 PST - US WA - Henri Yandell
-5 EST - US MD Philip M. Gollucci
Discussion deferred to board@.
E. Planning Potential F2F Board meeting
If we want to repeat last year's great F2F, when/where?
F2F: rough plan, early September in Boston, will continue discussion
on with a Doodle poll. Officers will be allowed to attend, but will
are unlikely to get any travel assistance.
New meeting time item tabled.
Shane noted that the brand management needs to address the issue of projects, such as subversion, which come to the ASF with pre-existing marks. The board will collectively monitor the release plans for Forrest.
A. Setting date for annual members meeting/board elections?
A. Jim would like to re-introduce the idea of a paid EA. Tabled until a RFP is available to be discussed. Sander (and possibly Greg) to develop a report. Discussion should not wait until next meeting but rather occur on list as the budget is imminent.
* HALO contract (up for renewal end of February) * PayPal account access for Serge, possibly other transaction info, and hosted Quickbooks * This timeframe still OK for board meetings? General agreement on getting Serge access to PayPal data. Geir prefers svn for quickbooks. Serge indicated that hosted access was only a nice to have. Next board meeting will be two hours earlier.
Justin informed the board that he has appointed Philip M. Gollucci to VP, Infrastructure, replacing Paul Querna. A. Restructuring the PRC? Jim indicated that he would like to discuss this one first. Shane would prefer to meet with the people involved at ApachCon and to be given an opportunity to present their proposal at the next board meeting in November. Jim would prefer to give some guidance so that the PRC doesn't produce recommendations that the board would not be predisposed to accept. Shane intends to present resolutions at the next board meeting to dissolve the PRC and to create new, smaller committees, and he believes that this will likely meet with the board's approval. Sander asked if we really need a committee, wouldn't an officer do? Noirin feels that such an approach would squelch discussion. Many (including Roy, Sander, Justin) felt that committees don't respond in a timely fashion, and this is necessary for matters such as PR. Doug argued that trademark approval and website presence are two distinct tasks, the former can be modeled after how the current Legal Affairs Committee approaches problems. Justin argued that trademark issues are somehow "softer" and more subjective than legal issues. Sam pointed out that legal policy issues are often very subjective. Greg asked whether reorganization would solve the problem. Sander indicated that historically, the overlap in personnel was nearly 100%. Sam stated that he didn't believe that reorganization will solve anything, the fundamental issue is personality issues. Geir suggested that Shane delegate. Greg and Roy indicated that board committees can't delegate. Jim and others discussed how it could work, with the VP of PRC having oversight. Justin was concerned that this created a new level of oversight. Greg feels that we have learned from the umbrella projects in the past. Jim and Sander felt that flowing the coordination of, e.g., sponsorship and communication, through the board wouldn't be timely. Justin indicated that delegating the creation of the budget would have addressed a number of the issues we had in the approval of the budget last go around and suggested that going forward that groups like the PRC propose initial drafts of budgets. Sander is particularly concerned about the time sensitivity of PR issues. Roy indicated that the way to solve this is to not have PR be done by a committee. Jim named an individual who would be excellent at this. Roy suggested that the board create the organization structure, and let Shane staff it. Shane felt that it would be more efficient if the people who staffed it provided input first. Doug suggested that the board should provide a first draft. Justin feels that the board already has the input it needs to make a decision. Shane noted that there are other items on the agenda, and suggested that we move on. Sander made it clear that this needs to be solved by the November meeting. Shane agreed to this deadline. B. Subversion contribution Greg asked if the board would be OK with PR prior to acceptance. Justin indicated that it was important as it would allow the ASF more control over the message. Doug and Geir felt uncomfortable with setting precedent. Sam asked if there was a general policy for granting such objections? Noirin feels uncomfortable with the board imposing this. Roy noted that this is an exception that might make sense in general for large, well known, and preexisting open source projects. Sam asked whether SpamAssassion could have fallen under such a criteria, and Greg, Justin, and Noirin concurred. The board agrees that the proposed contribution of Subversion to the ASF would be such a significant event, but leaves it to the Incubator to decide if a waiver is appropriate as the board does not want to interfere with the workings of the incubator. C. Budget Justin/Paul requested $18K to cover converting Gavin's sysadmin position from a part time to a full time position. Geir asked why this was a surprise, and Paul confirmed that this has ended up being a larger task than was originally anticipated. Greg asked what the year to year commitment would be. Essentially this makes the sysadmin personnel budget to be approximately $150K a year. Sander asked whether there will likely be another request in six months to a year for yet an additional half-person. Paul indicated that he didn't think so. Sander is concerned about burn-out. Greg asked whether this was an indication that we did not have the right people for the job, or whether the job is simply too big, and the general consensus was that the nature of the job requires this level of effort. D. Future of ApacheCon? Noirin asked what does the board want? Geir noted that Hadoop World was larger than ApacheCon. Roy felt that was weird as he felt that ApacheCon contained Hadoop, and therefore should draw more people. Others felt that event focus was a feature to some attendees. Noirin would like to see Concom running project-specific conferences like Hadoop World, and focused multi-project conferences (for example, "Lucene & Friends"), in conjunction with project communities. Noirin believes that ApacheCon does bring in both money and contributors. Noirin noted as an issue that PMCs don't know whether or not they need to get ConCom's approval when running events using ASF project names, so they don't. Justin indicated that he has a problem with third parties running conferences centered around Apache software. Doug sees this similar to third parties shipping our code, which the ASF not only allows but encourages, and therefore not a concern. Justin indicated that he felt that the Hadoop PMC was involved with Hadoop World based on the fact that a significant percentage of the Hadoop PMC members presented at Hadoop World. Justin reiterated displeasure with the notion of PMCs being involved in conferences concerning Apache software without involving ConCom. Noirin asked for an up or down vote: keep ApacheCon in the current form or can it? Straw poll: 3 to 3. Noirin rephrased the poll to see if the board supported the notion of a have a broad spectrum conference at all? Straw poll: 4 to 3. Doug asked if there was interest in running more focused conferences? Straw poll: 6 to 0. Roy feels that the ASF should not be in the business of producing conferences -- preferring the existing model where conference companies produce conferences and the ASF contracts with these companies. Justin notes that events creates confusion about sponsorships. Some companies prefer to sponsor the foundation, others prefer to sponsor individual events, some are OK with splitting. Jim suggested that the ASF should invest more of the ASF sponsorship money towards conferences organization, etc. Doug felt that was risky. Jim is sure that we can (and have before) easily find companies to help us produce very focused (1 or 2 ASF project related) conferences (eg: (Apache) Hadoop World), so that doesn't seem to be an issue. The main issue is what how to best support those ASF projects that lack a "sugar daddy" company (or companies) that will pick up the ball and do that kind of event. Does the ASF have any responsibility or desire to help *those* ASF projects? If so, then the only way he can see that happening is via us continuing an ApacheCon-like event for their benefit. Jim doubted that companies that produce conferences would continue to be interested in Apache-wide conferences. Roy noted that this solves the sponsorship issue -- e.g., there would be no confusion between contributing to Hadoop World vs the ASF. Justin continues to be concerned with third parties creating conferences around ASF software. Sander is concerned that if we don't have an ApacheCon, we will lose the benefit of cross-pollination. Geir asked if the cross-pollination is measurable? Noirin indicated that she has a lot of anecdotes. Geir asked if the ASF could do a summit or such instead of having talks, and Noirin asked how many people were planning on coming to the upcoming Apache retreat, and got a few non-committal answers; the conclusion being that structured conferences with prepared talks seem to be more effective for the ASF in terms of attracting a diverse set of participants. She also noted that broader focused events historically have attracted a greater percentage of female participation than more tightly focused events. E. Officer appointments This previously was deferred to December, but Greg made a proposal that the board set up the expectation at the next election that future boards will have a F2F each August, and would appoint Exec Officers in September. He further proposed that the current board plans to make officer appointments at the next board meeting in November, after issuing a call for officer nominations to members@. Jim agreed. I could not gauge the sentiment of the room as the group was in the process of preparing to adjourn, but I did not hear any objections to either proposal. F. Executive Director/Assistant? Deferred. G. Mission/Vision of ASF? Deferred.
PRC reorganization looks like it is converging on the mailing list. Originally, it was decided to table item 7E, but during discussion Geir suggested that the board simply vote on 7E. The conclusion was that it makes sense to replace the VP of PRC now independent of whether or not the PRC eventually (or even imminently) gets reorganized. Potential board meeting during ApacheCon (Wed, Thu afternoon?)... if this does happen, Sam notes that he will not be available to minute the meeting as he will be at the W3C face to face. Some concern over deviating from the tradition of board meetings being open to members, Roy clarified that that was not a requirement and should not stand in the way of getting things done. Some discussion about logistics of scheduling a board meeting, to minimize confusion if there is a need trying to round up all nine directors. Actual scheduling deferred to the F2F.
Location for the board get-together on 11/1 will be at Napa Valley, Doug to reconfirm availability of the location. Jim to arrange for travel from Oakland. General discussion about the Membership input about Board Members (outside of the Chairman) not being Officers. No consensus. Reappointment of Officers deferred to December (after the F2F). The board decided not to appoint new officers, and by general consent reaffirmed the current officers appointment through December.
Brett is fine with the current board meeting time, but would appreciate it being later. Greg will be moving to the US, and is OK with the time moving, and notes that we do have callers from Europe. Jim agrees with moving forward 2 hours (noon, West coast time). Greg suggests 6 hours (7pm east coast) Jim asked if anybody is opposed to a six hour push? Greg suggests a polling tool Jim would prefer picking a time now. Jim indicated that we will test out a 4 hour push The date of the next meeting will discussed on the mailing list. Greg requested that we settle on a date within a week or so. As to board meeting, Jim suggested Boston, Justin suggested October 10th and 11th; Roy indicated that he may have a conflict with those dates. Jim asked about the 17th and 18th. Roy indicated that he can't do anything after the 8th of October. Roy suggested ApacheCon, Brett and Jim agreed. Jim noted that having it at ApacheCon encourages directors to attend ApacheCon. Justin asked if we want to lock in the 31st in Oakland. Jim indicated that plans to start reporting on W3C activities next month. Both Sam and Jim plan to attend the TPAC in November.
A. Who will be at OSCON next week?
Will be there: Justin, Greg, Henri, Paul, Sander. Geir may show up.
B. Any interest in 'board' retreat?
+1's from Shane, Greg, Justin.
Greg suggests US
Roy offers his conference room in Newport Beach
Jim suggested September
Discussion will continue on board@
Scheduling of next ASF Members Meeting: Suggested June 30/July 2; discussion will continue on board@.
We noted that the NYTimes article on Hadoop does not contain the word "Apache". PRC to work with the PMC chair on how to deal with PR. Perhaps a Webinar is appropriate? Perhaps a web page of instructions as a first step?
Geir to follow up with HLShip concerning the removing of PMC members from the auth list for Tapestry apparently without any discussion on the PMC list. - - - Jim noted that the secretary assistant position contract is up for renewal, and indicated he had not had the opportunity yet to sync up with the SA on the current scope of work. Bill expressed concerns about the compensation rate, status of historical record scanning and oversight. Jim asked if the board believed the position should still be continued, and received no objection. Justin pointed out that a three month renewal would be sufficient while the scope of work is reevaluated in light of the new EA position. Bill further offered that if substantial historic archives remain to be scanned, that this might be outsourced to Office Max, Kinkos, etc to be completed in a short timeframe at reasonable cost. Justin pointed out that, based on the Treasurer boxes that he sent to Sam last year, some of those materials may be hard to outsource the bulk scanning of as they are all in varying paper sizes and formats. Jim stated his plan to contact that SA, reevaluate the scope of work and renegotiate a corresponding contract for a period which will allow for a one month overlap between the SA and EA. - - - We confirmed that until a budget is in place, Executive Officers may authorize expenses up to $5K without prior approval.
* ApacheCon contract/budget review (limited to 10 minutes) * Treasurer and tax filing situation * ApacheCon website, (too) strong dependency on Aaron ApacheCon budget does not include Halo. We expect the profit to be steady, but flat in the future given the economic climate. For the complexity this reduces in dealing with sponsors alone, this is worth. If we bring this in house, we might consider merging this with the person that we are already considering for keeping our books. Instead of asking Sponsors to target a certain part of their funds to the conference and a separate part to the Foundation, sponsorship rates would go up. The ApacheCon website is not on ASF hardware.
* Is there a further update to the complaint of encumbered code being checked into POI's repository? None noted.
We discussed whether there was a perceived or actual requirement to have an ASF member in each of our PMCs. While it is something we tend to look for, it is not by any means a hard requirement. If there is not an ASF member in a PMC, the board often looks for a member to volunteer to monitor the mailing lists. Another way to address this, strongly encouraged by the board, is for members to look at new PMCs as an opportunity to nominate new members. Jim will include words to this effect in the invitation to the next members meeting. Wrowe to close out contract with the executive assistant
* SpamAssassin is requesting that the current "intent for use"
trademarks ("SPAMASSASSIN" and "POWERED BY SPAMASSASSIN") be filed
as "actual use" trademarks. Larry Rosen has volunteered to do
the necessary filing. The board approved the expense (expected
to be less than $500).
What should official and published Board of Directors Meeting Minutes cover? Sam agreed to include a summary of discussions that occur during the formation of the agenda into the minutes, and in fact had already updated the previous minutes with his understanding of what that might look like. Full and unedited archived discussions will be maintained in an archived_agendas directory in svn. Jim to review the updated and annotated minutes.
On September 1st the current contracts for Executive Assistant and Secretarial Assistant expire, which means that we should have resolutions in place by the August meeting if we want to renew either or both of the contracts. Prior to that point, we should discuss whether we want to reduce, modify, or expand these roles. Should we issue credit cards for the Executive V.P. and/or the V.P., Apache Infrastructure? And if so, what should the credit limits be? Credit Card discussion was tabled to the mailing list Planning to attending OSCON: Aaron, Justin, Geir, Sam, Greg
The Audit committee intends to seek outside help, and may need to require funding to do so. No concerns were raised.
A. The date for ASF Members Meeting was confirmed to be June 3-5.
Henri will not be attending ApacheCon EU. Sam's attendance is doubtful at this time. The VP of Legal Affairs reiterated that resolving the 3rd Party Licensing policy is being pursued by the Legal Affairs Committee and requested that discussion be directed to legal-discuss. No objections were raised.
A. Brett Porter wants to make a request of the board regarding the
Maven repository. Brett will be available during the meeting
to inform and discuss this.
B. Justin Mason called the board's attention to a patent claim by
Trend Micro towards Barracuda Networks. Some background is
available at http://taint.org/2008/01/29/215108a.html
Justin asked about an official statement from the ASF which
resulted in a short discussion on the board list. Henning
volunteered to bounce this "officially" to legal for discussion
to find out whether we should have / have / don't have an
official opinion about this.
Sam presented the following for discussion: "Reciprocal" licenses and
Scripting languages
This isn't so much a legal issue as a policy issue, so I'd appreciate
feedback from the rest of the board.
For compiled languages, reciprocal clauses in licenses like MPL
and CDDL are a key differentiator from licenses like BSD and the
Apache License, Version 2.0. For scripting languages, this isn't
as burdensome, or potentially even relevant at all.
But there is another difference that may be relevant to some, and
that is that the Apache License is sublicensable. Including in
a distribution, or otherwise having a dependency on MPL licensed
source code (for example: FCKEditor by Cocoon) prevents the
package as a whole from being transparently sublicenced, something
that is a core value of our business friendly licence.
I see two ways of looking at this issue. One is that such licenses
do not prevent us from licensing our works under the license of our
choice, so it should be allowed, if properly labeled. The other
is that it is yet another step down the slippery slope that erodes
the foundation's core values.
In the interest of time, further discussion was directed to the board@
mailing list.
* Third party licensing. What's the status? This was asked at the Members meeting. Sam promised a status update at the next meeting.
We discussed what an action item is. A request was made that everybody who sees something that specifically requires tracking call out said items.
A. New ASF/JCP Policy, including action/reaction schedules and timeframes.
The intent is to come up with a clear policy, standards by which the
ASF will continue to participate in the JCP, changes required for that
participation and our course of action if such changes are not
implemented.
Outcome:
1) We will vote "NO" on any vote for a JSR led by a spec lead we feel
is out of compliance with the JSPA
2) We will vote "NO" on any vote for a JSR where the spec lead won't
commit to a FOU-free TCK licenses (for that JSR)
3) We will vote "NO" for any final vote where the presented TCK
license terms aren't FOU-free (for that JSR)
4) We will move that the ECs adopt the following statement:
"TCK licenses must not be used to discriminate against or
restrict compatible implementations of Java specifications
by including field of use restrictions on the tested
implementations or otherwise. Licenses containing such
limitations do not meet the requirements of the JSPA, the
agreement under which the JCP operates, and violate the
expectations of the Java community that JCP specs can be
openly implemented."
5) We agree that additional publicity at this time would hamper
efforts towards a successful resolution.
A. A request by the newborn Quetzalcoatl project to use the simplified
subdomain python.apache.org raised the question of using external
names. This is similar to concerns about java.apache.org by the
Jakarta project (unacceptable due to Sun's trademark concerns), or
perl.apache.org for the modperl project. A request to the PSF
provided the appropriate permissions, so the project has requested
that they might use this subdomain name, but there are apparently
concerns by some directors yet to be resolved.
Beyond the guidelines discussed in the review of the Quetzalcoatl,
the board requests that further discussions should be between the project
and Justin.
A. New ASF/JCP Policy, including statements on NDAs, FOUs, as well as action/reaction schedules and timeframes. The intent is to come up with a clear policy, standards by which the ASF will continue to participate in the JCP, changes required for that participation and our course of action if such changes are not implemented. The board discussed the perceived and real NDA requirements on our committers, EC and EG representatives. These break down into four classes of restrictions, and the corresponding board positions. * NDA of contracts and contractual discussion There was some concern expressed over the private nature of these discussions being both unnecessary and reducing our options for addressing differences; but overall the board was willing to let these discussions continue in private, as all other parties in the JCP are doing. Geir identified that at least one reference license for the TCK should be shared prior to the conclusion and approval of a JSR, and recent commentary by other EC members appears to share this position. Geir identified that we have permission to share the (final) contracts with any 'interested party', although these would not necessarily be published on the website. * NDA of the Specification Development Process The Board determined that today, the ASF encourages but otherwise has no opinion on open specifications development processes vs. closed development processes. It was pointed out that perfectly reasonable specifications have come from a single individual or closed groups, just as perfectly irrational specifications have come from open groups. As such - the ASF will continue to put forward EG representatives to either open or closed specification development bodies outside of the ASF. This does not change the policy that all ASF development discussions occur on open lists, here. The Board reserves the possibility of revisiting this policy in future years. The important point, the ASF Board does not seek to impose a specific methodology on outside, non-ASF efforts. * NDA to Use the TCK The Board is concerned about the burden and additional paperwork that we require of our committers to obtain the ASF's copy of TCKs and other reference material. Some of these works are under commercial, non-open license terms. As such, we will investigate if the NDA agreement is redundant, and if there are other/better ways to inform our committers of their responsibility under the material's own license, without additional obligations. The Board remains concerned about the possible burdens that are imposed by these TCKs, and will work to achieve fewer burdens on the users of TCKs and reference material through the JCP processes in creating open source implementations of the specification. As such, the ASF will seek a change the JCP establishing a date beyond which there will be no new TCKs created with NDA requirements. * NDA of the TCK Results The Board was informed there is a great deal of confusion over the exact restrictions imposed on the TCK results, and the ability of committers to discuss these matters over public development lists. Geir has taken an action item on this to write up the actual constraints on the use of the TCK results, so that the scope of the actual restrictions are better understood by the community, and so that no unnecessary secrecy is applied to development discussion. This will be posted to the JCP area of the ASF website. The Board understands that the net result of the reasonable interpretation of the TCK Usage license does not result in NDA obstacles to open source development. * Copyright of .dtd/.xsd files and other Reference Material As an additional action item, the Board will research the scope of pieces of reference material which have been committed to ASF repositories, and to whatever extent possible, will try to provide guidance on the use of these materials on the JCP area of the ASF website. Examples are files from the Spec Lead that contain confidentiality or other absurd clauses, when compared the requirement of their use in implementing the public, published specification.
A. Continued absence of reporting from VP of ConCom
The board expressed its continued concern over the
lateness or absence of ConCom reporting. Ken indicated
that he is working on "rearranging" how ConCom operates
to alleviate this problem (other ConCom members will
be various conference "leads", for example).
B. Set date of Annual Members Meeting to June 5 - 7, 2007.
Jim suggested the dates of June 5 - 7, 2007 for the annual
ASF Members Meeting, based on feedback from the membership.
The board approved these dates. Jim will notify the membership
and start the process of arranging the meeting.
A. The board discussed whether it made sense to scheduled a Special Members meeting for the express purpose of allowing for new members to be nominated and elected. Jim proposed the week of December 3rd. Jim will query the membership and gauge whether one is warranted or not.
Ken noted that ApacheCon Asia was, by all initial counts, a big success. He will have more information within a month or so.
* Scope of CLA patent Grant
(refer to discussion on legal@ and board@)
The main point of the discussion involved the concept of
whether "the work" refers to the project as a whole and
as a growing entity or to the codebase as it exists
at that point in time. The concerns whether patent
issues are set at the time of contribution or
continue as additional code and contributions (either
from the original contributor or others) are made
to a project. Cliff reported that he is still seeking
clarification and will provide an update to the
board at the next meeting.
Tabled due to time constraints.
A. Annual Members Meeting
As reported in his report, Jim queried the membership regarding
member meeting dates and formats. Based on the little feedback
provided, the board decided to have a IRC-based members meeting,
set for either June 13-15 (primary) or June 6-8 (secondary). Jim
was to close the loop with the membership, obtain feedback and
then officially schedule the meeting.
B. Copyright dates in source files
As noted in Cliff's report, this issue is currently being
worked on. It was noted that it is against ASF policy,
as well as simply wrong, to change Copyright dates when the
files/codebases have not undergone "substantial" or
"significant" change.
C. OSI Membership Model
A. Replacement for Jim on Audit Committee
A. Copyright notices
The Board is to create a Resolution detailing our
position on this issue. Justin volunteered to craft
this resolution.
B. Retain counsel to review our 501(c)3 legal status
Justin volunteered to take the time to review this
issue and determine the course of action.
A. Require 3 PGP signatures for a release, ensuring 3 votes from a PMC. Conclusion of this discussion was that it was too much of an extra burden on the projects to make this a requirement.
Geir asked the board if it had any concerns regarding his continued position as the ASF contact for the JCP. Geir's concern was mostly if his change in employment association would cause the ASF any undue concern. The board expressed its confidence that Geir could, and should, continue in his JCP role, assuming that he has sufficient time to adequately fulfill those duties.
Greg indicated his desire to add the Executive Director discussion to next month's Board agenda.
A. Discussion was held on the means to increase cooperation between FSF
and ASF. It was noted that the ASF received no action items from the
conf call with FSF that was held on 11th Jan. The following were
noted as main topics in the discussions.
- Help Kaffe/Classpath's Free JVM initative
- Ability to use LGPL in Apache projects
- Ability to use Apache code in GPL/LGPL projects
B. Discussion was held on lobbying as it pertains to 501(c)3 and whether
it made sense for the ASF to elect also 501(h) (or friends) status.
It was agreed that 501(h) was not appropriate or required for the
ASF, nor did it really benefit the ASF in any way.
C. Discussion was held asking all employed committers to get a CCLA on file
from employer. It was noted that it is really the responsibility of
the individual contributor to ensure that their CLA is valid, and
to check with their employer if they have any doubts. Although the
ASF welcomes corporate CLAs, they ASF will not currently require
them. Instead, committers will be periodically reminded of their
responsibilities per the CLA on a semi-annual basis.
There was continued dicussion regarding the LGPL and the depth at which an ASF project/codebase can require it. There was also continued discussion on how the LGPL is interpreted in a Java environment and whether such basic Java concepts as extending a Class or implementing an Interface marks the essential LGPL distinction between using a function and being "based" on it.
Due to time limitations, all discussion items were tabled. A. J2EE TCK License Update B. Non-disclosure for membership C. D&O Insurance D. Policy for CLAs and non-committers
Consideration of discussion items was tabled until after committee reports were reviewed. Discussion returned after Committee Reports at 12:04 PDT A. Status of formal response to JBoss Greg will have response reviewed by Robin, and Geir will continue to augment URLs with contents of URLs in the document. Sam and Geir are in favor of publicly posting the document once reply is sent. B. Status of TCK J2EE license Geir continues to work with Sun. Plan is to post on Sunday on Geronimo site the existing NOTICE if not resolved with Sun (or the new NOTICE if resolved.) If not resolved, Sam has requested that a note to some effect indicating ASFs problems with the NOTICE, and one or more examples of our proposed solutions. Geir has requested a status review before doing that in the event that progress is being made. Will follow up with email on board list at the time if appropriate. C. Should we pursue Directors and Officer's Insurance? Greg noted that historically, the opinion was that it wasn't worth it. Sam asked that the issue be revisited. Plan is to do independent research to find out what other non-profits do, figure out a order-of-magnitude cost, and revisit the issue in the June meeting.
A discussion was had on how codebases arrive at the ASF. Last year, the Board created the Apache Incubator Project to deal with these incoming codebases, primary to ensure that the proper IP guarantees have been made, and also to ensure that any community arriving with the code is aware of ASF processes and requirements. However, there are many cases where codebases happen to have been elsewhere by ASF committers, which makes it much easier to "bring the code [into the ASF]". The Board is crafting guidelines for when a codebase can be directly imported and verified by a PMC, and when it is required to use the Incubator for that process. Information will be posted to general@incubator.apache.org when those guidelines have been completed.
As noted in the Chairman report, Greg had not yet had this discussion with the PHP Group, but would be doing so within the next week or so.
The discussion was again initiated on the members@apache.org mailing list, and has again show the depth and width of what it means to various people. The discussion will be allowed to continue, free-style, for another week or so, and which point Jim will draft up a list of some sort detailing what appears to be the main value points. This will be presented to members@ at which point, we will start including community@ into the discussion as well. Outside perceptions can be quite illuminating.
The board decided that in the interest of openness and in order to better explain the workings of STV, the vote and the tally record for the board election should be published. (The secretary notes that on reflection it was not clear whether this applied to previous board elections or just the most recent one). Jim will be asked to action this. It was decided that the results of new member elections should not be published, as the potential new members are not notified in advance and so could be caused needless embarassment in the event of non-election or a subsequent refusal of membership.
It was noted that only around half the members actually voted, which could cause problems reaching quorum as the size of the ASF increases. It was observed that it would take a change of the bylaws to enable non-attending members to be forcibly declared emeritus, but that this could be done when it became necessary to do so, and is not needed pre-emptively. It was decided in any case to contact members who have not participated in ASF business recently to see if they would prefer to voluntarily go emeritus. No-one in particular took this action, however.
The board decided that the voting was valid, and hence the election of the board as shown in the Members Meeting Minutes should stand. It was independently discussed whether there should be a revote anyway, in light of various members misunderstanding of the system and other misgivings, but it was decided that there was not sufficient cause to justify the time and effort required to stage a revote.
This was already discussed during the Treasurer's report, item 4B.
This was tabled in the interests of time.
See 4B/Treasurer's report.