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The Apache Software Foundation
Board of Directors Interim Meeting Agenda
October 30, 2002
1. Call to order
The meeting was scheduled for 10:00am PDT -0800 and began when a
a sufficient attendance to constitute a quorum was recognized by the
chairman at 10:32. The meeting was held by teleconference
hosted by Bill Stoddard (IBM).
2. Roll Call
Directors Present:
Brian Behlendorf
Ken Coar
Roy T. Fielding
Sam Ruby
Greg Stein
Bill Stoddard
Directors Absent:
Jim Jagielski
Ben Laurie
Dirk-Willem van Gulik
Guests:
Chuck Murcko
3. Officer Reports
A. Assistant Treasurer Report [Chuck]
Chuck reported that the ASF's checking account is located at a
bank in Lincoln, NE, making interaction with the bank somewhat
difficult. The bank had also undergone a merger and was missing
some of the paperwork. Randy Terbush is the only person with
signatory authority that has complete data on file. Further,
the checking account has an interest rate of only 0.05%.
Rather than attempting to reconstruct the missing paperwork,
Chuck queried the Board about setting up a new account in
Sedona, AZ, with the proper signatory authority, then having
Randy transfer the ASF funds. The Board stated approval and
suggested that the President [Dirk], Executive Vice President
[Jim], and Assistant Treasurer [Chuck] have signing
authority. Chuck stated that he would work to make that happen.
Chuck also noted that he had received ASF paperwork from Randy,
and from Ryan Lindsay at Covalent.
4. Special Orders
A. ASF Bylaws Change
Ken Coar proposed to alter the bylaws to move the membership
application deadline to after the membership election. The
following resolution was proposed:
WHEREAS, the Board of Directors deems it to be in the best
interests of the Foundation and consistent with the
Foundation's purpose to make the nomination and election of
new members more efficient,
NOW, THEREFORE, BE IT RESOLVED, that the Bylaws of the
Corporation be amended as follows, completely replacing the
existing text of Section 4.1:
Section 4.1. Admission of Members. To be eligible for
membership, a person or entity must be nominated by a
current member of the corporation and must complete a
written membership application in such form as shall be
adopted by the Board of Directors from time to time. The
nomination and content of the membership application must
be included in a notice to the members, if any, of the
corporation at least ten (10) days prior to any vote on the
applicant's admission, which notice may be by electronic
means. The initial members of the corporation shall be
admitted upon the affirmative vote of the Board of
Directors of the Corporation at the initial meeting of the
Board of Directors. Thereafter, members of the corporation
shall be admitted as members of the corporation only by a
majority vote of the existing members of the corporation.
with the new text:
Section 4.1. Admission of Members. To be eligible for
membership, a person or entity must be nominated by a
current member of the corporation and must complete a
written membership application in such form as shall be
adopted by the Board of Directors from time to time. The
nomination must be included in a notice to the members, if
any, of the corporation at least ten (10) days prior to any
vote on the applicant's admission, which notice may be by
electronic means. The initial members of the corporation
shall be admitted upon the affirmative vote of the Board of
Directors of the Corporation at the initial meeting of the
Board of Directors. Thereafter, members of the corporation
shall be admitted as members of the corporation only by a
majority vote of the existing members of the corporation,
and after receipt by the Secretary of a membership
application completed by each such proposed member within
thirty (30) days following the vote.
and be it further
RESOLVED, that this change to the bylaws shall become
effective as of midnight GMT on Friday, 15 November 2002,
and be it further
RESOLVED, that this change to the bylaws shall be made known
to the membership of the corporation by electronic mail to
the members list by midnight GMT on Thursday, 31 October
2002.
The discussion was relatively brief, noting that the change is
to prevent the occurrence of a nominee filling out paperwork
only to be later rejected for membership. It was mentioned that
the stance becomes an invitation for membership from the ASF
rather than an application for membership from a nominee, and
also that this happens to be the first Bylaws change since the
inception of the ASF.
By unanimous vote, the above resolution passed.
B. Establish an infrastructure board committee.
The following resolution was proposed:
WHEREAS, the Board of Directors deems it to be in the best
interests of the Foundation and consistent with the
Foundation's purpose to establish an ASF Board Committee
charged with maintaining the general computing
infrastructure of the ASF.
NOW, THEREFORE, BE IT RESOLVED, that an ASF Board Committee,
to be known as the "Apache Infrastructure Team", be and
hereby is established pursuant to Bylaws of the Foundation;
and be it further
RESOLVED, that the Apache Infrastructure Team be and hereby
is responsible for creating and upholding the computing
policy for the Foundation; and be it further
RESOLVED, that the Apache Infrastructure Team is charged
with managing and maintaining the infrastructure resources
of the Foundation; and be it further
RESOLVED, that the Apache Infrastructure Team is charged
with accepting infrastructure resource donations to the
Foundation; and be it further
RESOLVED, that the Apache Infrastructure Team is responsible
for handling communication and coordination in relation to
infrastructural issues; and be it further
RESOLVED, that the persons listed immediately below be and
hereby are appointed to serve as the initial members of the
Apache Infrastructure Team:
Brian Behlendorf (chair)
Justin Erenkrantz
Pier Paolo Fumagalli
Ask Bjoern Hansen
Aram Mirzadeh
Steven Noels
David Reid
Sander Striker
Discussion on this resolution focused around the need for such
a Board Committee. Roy Fielding noted that such a committee
might be best handled as a President's Committee since the
President, rather than the Board, is in charge of operational
aspects of the ASF. It was further discussed that such a team
would be a good idea to create a focal point for long term
initiatives, as a content point, and to create a sense of
empowerment for the people interested in the technical
infrastructure of the ASF.
By general consent, this resolution was tabled, with a
recommendation to the President to establish a President's
Committee with the same goals and responsibilities.
5. Unfinished Business
A. Sam Ruby was asked about his discussions with the PHP Group. He
reported that he has been busy with other ASF activities, so
he has not made any progress on this item yet.
6. New Business
None
7. Announcements
None
8. Adjournment
Scheduled to adjourn by 10:30 PDT -0800. The meeting was actually
adjourned at 11:10am PST -0800.
__________________________________________________________
End of agenda for the 30 Oct 2002 board meeting.
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