Index Links: 2002 - All years - Original
                    The Apache Software Foundation

                  Board of Directors Meeting Minutes

                          November 18, 2002


1. Call to order

    The meeting was scheduled for 6:30pm PDT -0800. A sufficient attendance
    to constitute a quorum was recognized by the chairman at 6:31pm.  The
    meeting will be held in person at the ApacheCon 2002 event and via
    speaker phone.

2. Roll Call

    Directors Present:

        Brian Behlendorf
        Ken Coar
        Roy T. Fielding
        Jim Jagielski
        Ben Laurie
        Sam Ruby
        Greg Stein
        Bill Stoddard
        Dirk-Willem van Gulik

    Directors Absent:

        [none]

    Guests:

        Ben Hyde
        Chuck Murcko

3. Minutes and supplements from previous meetings
 
    A. The meeting of October 9, 2002

       See board_minutes_2002_10_09.txt in cvs.apache.org:/home/cvs board.
 
    B. The meeting of October 16, 2002

       See board_minutes_2002_10_16.txt in cvs.apache.org:/home/cvs board.
 
    C. The meeting of October 30, 2002

       See board_minutes_2002_10_30.txt in cvs.apache.org:/home/cvs board.

    No minutes nor supplements were approved at this meeting.

4. Officer Reports
 
    A. Chairman [Greg]

       Greg noted the discussion over the ASF reorganization, and the
       possible impacts in organization, infrastructure and community.
       Greg also noted a concern over the potential of the ASF hosting
       "rogue" code and that all PMCs should be vigilent.
    
    B. President [Dirk]

       Dirk reported that his efforts have been mostly based on the License
       issues.  Dirk noted that, in general, there is a true lack of case
       law regarding the issues we are trying to address.  He also noted
       that the License is mostly American in nature, and not European and
       that, as such, interpretations can vary state by state.  In particular,
       our license is unique such that we are trying to make things public
       and not private, which is the normal mode.
    
    C. Treasurer [Chuck]

       Chuck reported that the transition to the new banking account has
       been completed, with the old account now dead.  He has signed
       account signature cards from Dirk and Jim.  The account itself
       has a balance of ~ $114,000 (US) with a compounded interest of 1.93%.
       Chuck is meeting with Wells Fargo to discuss such topics as long-term
       fund management.
       
    D. Exec. V.P. and Secretary [Jim]

       Jim noted that CSC has been notified of the change of Treasurer
       from Randy to Chuck.  This was in additional to the President and
       Chairman changes of 2 months ago.  The signed JSPA from Sun was
       received and is now on-file.

5. Committee Reports
 
    A. Fund-raising [Chuck]
    
       See Attachment A

    B. XML Project [Ted Leung]

       See Attachment B

    C. HTTP Server Project [Ben Hyde]

       See Attachment C

       After Ben's report there was some discussion regarding both ASF
       and PMC emeritus membership.  It was noted that several ASF and
       PMC members have been very inactive.  At the very least, this makes
       efforts which require majorities or quorums difficult.

    D. Perl Project [Doug MacEachern]

       See Attachment D

    E. DB [Jason van Zyl]

       See Attachment E

       There was some discussion over the relative activity and "health"
       of the DB project.  It was suggested that a detailed status report
       on the DB project be requested.

    F. Commons [Ken]

       See Attachment F

    G. Incubator [Jim]

       See Attachment G

    H. Security Team [Ben Laurie]

       See Attachment H

    I. Jakarta [Sam]

       See Attachment I

6. Other Reports
 
    A. Sam Ruby -- discussions with the PHP Group
    
       Sam reported that no further updates or discussions have been
       made since last meeting.

7. Special Orders

    A. Appoint Chuck Murcko as the Treasurer of the ASF.

       The board formally accepted Randy's resignation and absolved him of
       all reponsibilities of further duties.

       By unanimous consent, Chuck was appointed ASF Treasurer.
       
       The board also expressed their deep gratitude to Randy Terbush and
       Ryan Lindsay (of Covalent) for their work the last 3 years as
       Treasurer and (un-official) ass't treasurer.
    
    B. Empower PMC chairs to change the membership of their PMCs without
       requiring ratification by the board.

       The following resolution [R1] is 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 delegate the ability to appoint the
          membership of Project Management Committees to the officers
          of the corporation given charge of them,

          NOW, THEREFORE, BE IT RESOLVED, that the Vice President
          positions charged with the management of the Project
          Management Committees listed immediately below are hereby
          assigned the further authority to and responsibility of
          appointing the membership of their respective Project
          Management Committees, and the responsibility of notifying
          the Board of Directors of the complete composition of their
          respective Project Management Committees within forty-eight
          (48) hours each time the Committee's membership changes.

            Apache HTTP Server Committee
            Jakarta Project Management Committee
            XML Project Management Committee
            Perl-Apache Project Management Committee
            Apache TCL Project Management Committee
            Apache Commons Project Managment Committee
            Apache Incubator Project Management Committee
            Apache DB PMC
            APR PMC
            Apache PHP Committee

       By Unanimous Vote, Resolution R1 was approved.
       
    C. Resolution [R2] to create the Avalon PMC

       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 a Project Management
       Committee charged with the creation and maintenance of
       open-source software related to component and service
       management, for distribution at no charge to the public.

       NOW, THEREFORE, BE IT RESOLVED, that a Project Management
       Committee (PMC), to be known as the "Avalon PMC", be and hereby
       is established pursuant to Bylaws of the Foundation; and be it
       further

       RESOLVED, that the Avalon PMC be and hereby is responsible for
       the creation and maintenance of software related to component
       and service management, based on software licensed to the
       Foundation; and be it further

       RESOLVED, that the office of "Vice President, Avalon" be and
       hereby is created, the person holding such office to serve at
       the direction of the Board of Directors as the chair of the
       Avalon PMC, and to have primary responsibility for management
       of the projects within the scope of responsibility of the
       Avalon PMC; and be it further

       RESOLVED, that the persons listed immediately below be and
       hereby are appointed to serve as the initial members of the
       Avalon PMC:

          Nicola Ken Barozzi
          Marcus Crafter
          Paul Hammant
          Berin Loritsch
          Stephen McConnell
          Pete Royal
          Leo Sutic
          Leo Simons
          Jeff Turner
          Carsten Ziegeler

       NOW, THEREFORE, BE IT FURTHER RESOLVED, that Nicola Ken Barozzi
       be and hereby is appointed to the office of Vice President,
       Avalon, to serve in accordance with and subject to the
       direction of the Board of Directors and the Bylaws of the
       Foundation until death, resignation, retirement, removal or
       disqualification, or until a successor is appointed; and be it
       further

       RESOLVED, that the initial Avalon PMC be and hereby is tasked
       with the creation of a set of bylaws intended to encourage open
       development and increased participation in the Avalon Project;
       and be it further

       RESOLVED, that the initial Avalon PMC be and hereby is tasked
       with the migration and rationalization of the Jakarta PMC
       Avalon subproject; and be it further

       RESOLVED, that all responsibility pertaining to the Jakarta
       Avalon sub-project and encumbered upon the Jakarta PMC are
       hereafter discharged.

       By Unanimous Vote, Resolution R2 was approved. The Avalon PMC is
       hereby created.

    D. Resolution [R3] to create the Ant PMC
    
       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 a Project Management
       Committee charged with the creation and maintenance of
       open-source software related to the Apache Ant build tool, for
       distribution at no charge to the public.

       NOW, THEREFORE, BE IT RESOLVED, that a Project Management
       Committee (PMC), to be known as the "Apache Ant PMC", be and
       hereby is established pursuant to Bylaws of the Foundation; and
       be it further

       RESOLVED, that the Apache Ant PMC be and hereby is responsible
       for the creation and maintenance of the Ant build system and
       related software components, based on software licensed to the
       Foundation; and be it further

       RESOLVED, that the office of "Vice President, Apache Ant" be
       and hereby is created, the person holding such office to serve
       at the direction of the Board of Directors as the chair of the
       Apache Ant PMC, and to have primary responsibility for
       management of the projects within the scope of responsibility
       of the Apache Ant PMC; 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 Ant PMC:

          Bruce Atherton
          Stefane Bailliez
          Stefan Bodewig
          Erik Hatcher
          Diane Holt
          Donald Leslie
          Steve Loughran
          Conor MacNeill
          Costin Manolache
          Sam Ruby
          Jon Skeet
          Magesh Umasankar
          Christoph Wilhelms

       NOW, THEREFORE, BE IT FURTHER RESOLVED, that Conor MacNeill be
       and hereby is appointed to the office of Vice President, Apache
       Ant, to serve in accordance with and subject to the direction
       of the Board of Directors and the Bylaws of the Foundation
       until death, resignation, retirement, removal or
       disqualification, or until a successor is appointed; and be it
       further

       RESOLVED, that the initial Apache Ant PMC be and hereby is
       tasked with the creation of a set of bylaws intended to
       encourage open development and increased participation in the
       Apache Ant Project.

       By Unanimous Vote, Resolution R3 was approved. The Ant PMC is
       hereby created.

    E. Resolution [R4] to re-establish the HTTPD PMC

       WHEREAS, it is in the best interests of the foundation to have
       each Project Management Committee consist of those individuals
       who are active volunteers working on the projects assigned to
       that committee,

       NOW, THEREFORE, BE IT RESOLVED, that the persons listed
       immediately below be and hereby are appointed to serve as
       members of the Apache HTTP Server Committee, effective
       immediately.

         Greg Ames              Aaron Bannert         Brian Behlendorf
         Rich Bowen             Ken Coar              Mark J. Cox
         Lars Eilebrecht        Ralf S. Engelschall   Justin Erenkrantz
         Roy Fielding           Tony Finch            Dean Gaudet
         Dirk-Willem Van Gulik  Brian Havard          Ian Holsman
         Ben Hyde               Jim Jagielski         Manoj Kasichainula
         Alexei Kosut           Martin Kraemer        Ben Laurie
         Rasmus Lerdorf         Daniel Lopez Ridruejo Doug Maceachern
         Aram Mirzadeh          Chuck Murcko          Victor J. Orlikowski
         Brian Pane             David Reid            William A. Rowe Jr.
         Wilfredo Sanchez       Cliff Skolnick        Marc Slemko
         Joshua Slive           Greg Stein            Bill Stoddard
         Sander Striker         Paul Sutton           Jeff Trawick
         David N. Welton        Cliff Woolley

       NOW, BE IT FURTHER RESOLVED, that the board reiterates its
       appointment of Ben Hyde as V.P., Apache HTTP Server, and
       chairman of the Apache HTTP Server Committee.

       This resolution was rescinded now that PMCs now have the authority
       and power, per resolution R1, to change and update the PMC member
       roster themselves.
    
8. Unfinished Business

    A. STV instead of FPP for members meeting votes

       Ben Laurie proposed this.  It was generally agreed that STV was
       the preferred mechanism.  Ben was tasked with informing members
       of the benefits of STV and getting/coordinating feedback from
       them.
       
       Executive summary: each voter lists all the people they want to see
       elected in order of preference. Excess votes for people who have
       already reached their quota (i.e. enough votes to ensure election)
       and also for the candidate with the least votes are redistributed
       to lower-numbered choices. Process is repeated until the required
       number are elected.

       http://www.electoral-reform.org.uk/votingsystems/stvi.htm

9. New Business
 
    The following proposal was offered by the Jakarta PMC Chair: Pending
    further investigation, that commit priv's, ASF wide, for Peter Donald
    be placed on suspension for a period of up to 90 days at the request
    of the Jakarta PMC Chair.
    
    By Unanimous Vote, the proposal was Approved.

    Sam has been tasked, as ASF Director, to contact Peter Donald and
    all affected PMCs, regarding this item.
    
10. Announcements

    Brian noted that bandwidth costs are continually decreasing.  He
    ask the board to consider whether having the ASF web infrastructure
    under Collab.Net still makes sense.  Brian noted that he has been
    in discussion and preliminary negotiations with other bandwidth
    providers regarding a possible co-location move.
    
11. Adjournment

    Adjourned by 8:50pm PDT -0800.


============
ATTACHMENTS:
============

-----------------------------------------
Attachment A: Status report for the Fund-raising committee 

Members of the fund raising committee:

    Ken Coar <coar@apache.org>
    Justin Erenkrantz <jerenkrantz@apache.org>
    Lars Eilebrecht <lars@hyperreal.org>
    Roy Fielding <fielding@apache.org>
    Jim Jagielski <jim@apache.org>
    Sally Khudairi <sk@zotgroup.com>
    Chuck Murcko <chuck@apache.org>

Fundraising methods to be explored:

1) Jinx deal and further deals with other vendors
   we need to get more professional with vendors in general

2) Approaching companies - Sun, IBM, etc. via contacts
   getting on 501c3 donation budgets

3) Charel - suggests training opportunities with BlackHat

4) Merchant bank account, Paypal - Jim to look into these

4a)Online donations - hosting our own secure donations page

5) Federal/State/Local grants

6) Resale of bronze feathers at bsdaemon? Australian outfit

7) Conferences

8) Additional ideas - talk to the Python guys, Barb Helmkamp, and other groups

Self-sustaining income/infrastructure - easily $250-300k/year

We should target a $100k/year *minimum* goal in the first year

IRS homework on tax-exempt orgs needs to be done - Chuck

General rules for 501(c)3:

80/20 rules for small/large contributors' donations

Companies are free to donate equipment, etc.

accounting counsel - primary contacts - Hanigan Bjorkman Ecklund LLP
legal counsel - Duane Morris, Cooley, etc.

CopyLeft is dead, nonexclusive deal

-----------------------------------------
Attachment B: Status report for the XML Project

* what code releases have been made? [since the last report]

Axis 1.0, 1.0rc2
Xerces-J 2.2.1, 2.2.0
Xalan-J 2.4.1
Xalan-C 1.4
xml-commons-resolver 1.0
Forrest 0.2rc1

* any legal issues to bring to the board?
none

* any cross-project issues that need to be addressed?
The whole ASF reorg will definitely have an impact on xml.apache.org.

* any problems with committers, members, etc?
none

* plans and expectations for the next period?
A reorganization of xml.apache.org seems likely.

* etc  (your own thoughts on what is important would be helpful!)
After the members meeting at ApacheCon, I think that xml is going to
change quite a bit.  I was away travelling for 5 weeks, and it's taken
me a while to catchup with what's been happening in reorg@ and
community@.


-----------------------------------------
Attachment C: Status report for the HTTP Server Project

To the best of my knowledge all activities within the HTTPD PMC are
well within the scope of the foundation's mission.

The PMC was sad to see the departure of two it's members recentl.
Ryan declared himself emeritus in HTTPD, while Randy declared himself
emertitus in regards to the foundation.  They will be missed.

Long overdue, you will find attached a resolution which will
reconstitute the PMC to bring it in synch with it's current invited
membership of 40.  In addition we have 8 emeritus members and 29
committers.  Many of these committers have commit rights to the
http-test and other smaller CVS modules.


-----------------------------------------
Attachment D: Status report for the Perl Project

perl status report: all good.
for details, see previous report, not much has changed since.


-----------------------------------------
Attachment E: Status report for the DB Project

Things are pretty much in a state of hibernation at the moment. Between
Maven and the Day Job(tm) I've got zero time currently. All of the other
PMC members seem to be in the same boat. Geir takes on more
responsibility daily, John McNally is more than busy with Scarab, Thomas
with OJB and Rodney with the day job.

None of the projects are suffering because db.apache.org isn't up and I
don't really see it as a problem though I saw that you and Sam don't
like it much. I would rather wait until myself or someone else has the
time to do it right.

I figure I'll let one of the other projects get off the ground, like
Avalon, then I'll steal their charter and guidelines :-)

My priority is work and Maven and I won't even attempt db.apache.org
until Maven is 1.0. So if this is unacceptable for some reason then I
will follow whatever course of action you suggest.


-----------------------------------------
Attachment F: Status report for the Commons Project

Ken reported that the Commons Project was progressing well. There were
discussions regarding the "fragmented" community and how this maps to
PMCs in general.  There was also questions regarding commit access and how
"transferable" is it, or should be, among ASF projects and sub-projects.

It appeared to be commonly accepted that Commons should be language agnostic.


-----------------------------------------
Attachment G: Status report for the Incubator Project

The ASF Incubator Project has been spending the few short weeks since
its inception boot strapping itself into existence.  Most work has
been done on the website for the project (incubator.apache.org).  This    
effort also serves as a valuable lightning rod to focus energies on
the core reasons for the Project to exist;  things like "What are
the exact core procedures that ASF projects should follow;" "What
do we mean by 'A Veto';" and the like.  Although the terms
are used a lot within the ASF, it's clear that there might be some
differences in the exact meaning behind them.  By creating a web
entity that clearly defines these terms and ideas,  the Project  
will be in a much better position to handle the candidate projects
that will come in (and craft the required Bylaws before we can
do that).  In essence, in documenting things, the Incubator is
better able to be the mediator and the common ground among all
ASF entities.

It seems that, in general, the need for an ASF Incubator Project,
as well as a desire for one (within and without the ASF) was based
in reality.  OpenORB and 'Rabbit' (from Peermetrics) will likely be
the 2 initial products handled by the Incubator.  Certainly it would   
be nice to have been able to "immediately" start accepting new products,
but taking the time to create the foundation (no pun intended) and
framework required is the right course of action before subjecting
candidate products to what could be a painful (but most likely
short) "learning" curve.


-----------------------------------------
Attachment H: Status report for the Security Team

Ben reported that things are moving slightly slowly. Currently, the team
is getting the liasons added from each ASF PMC, project and subproject.

-----------------------------------------
Attachment I: Status report for the Jakarta Project

Sam reported that Jakarta is a "holding pattern" due to the "wait and see"
on what the reorg will look like. 

__________________________________________________________
End of minutes for the 18 Nov 2002 board meeting.

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