Board/Minutes/2021-04

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Revision as of 14:53, 28 May 2021 by Dorothea (talk | contribs) (Removed draft status, minutes accepted on 2021-05-28)
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Participants

Board members

  • Allan Mustard (Chairing)
  • Eugene Alvin Villar
  • Guillaume Rischard
  • Jean-Marc Liotier
  • Mikel Maron
  • Rory McCann
  • Tobias Knerr

Officers and board
Biographies

Minutes by Dorothea Kazazi

Not Present

Guests

  • 9 guests

Open to all OSMF members.

You are welcome to ask questions or to comment (via voice or on the chat) at the end of the meeting.

  • Please mute your microphone when you join, and to preserve bandwidth, refrain from turning on your webcam.
  • If you are in a low-bandwidth environment, you may benefit from using BigBlueButton's low-bandwidth settings.

Administrative

Previous minutes

Circular Resolutions

2021/Res11 Authorise Allan to send attribution guideline letter to Intellectual Property lawyer

<link to online document> is the letter, approved by Dermot*.

Accepted on 2021-03-26 with 5 votes in favour: Eugene Alvin Villar, Jean-Marc Liotier, Tobias Knerr, Allan Mustard, Guillaume Rischard.
2 abstained: Mikel Maron (Abstaining from vote due to conflict of interest**), Rory McCann (Since my employer sells OSM services, the attribution guidelines affects their business, which means I have a conflict of interest** on this topic. Hence I must abstain.).

Circular by Guillaume Rischard.

* Dermot McNally - Licensing Working Group member.
** Board conflict of interest policy.

2021/Res12 Tweak to Local Chapters agreement improve ability to upgrade

This proposal is to insert the follow 2 subsections into §10 of the Local Chapters Agreement (LCA), making it v2.1 of the LCA.

> 10.1 This agreement immediately terminates any previous Local Chapter Agreement between the Foundation and the Chapter.

> 10.2 This agreement will be terminated immediately if both parties agree in writing.

The old subsections 10.1 → 10.4 will be renumbered (to 10.3→10.6).

If you think this change needs more discussion, or more non-Board advice, please vote "Disagree" and state this vote box

Accepted on 2021-03-27 with 5 votes in favour: Eugene Alvin Villar (I agree, but is it possible to add the proposed 10.1 clause if and only if there is an existing agreement? So for new chapters from now on, this clause will be omitted.), Mikel Maron (agree and also think Guillaume's suggestions make sense), Tobias Knerr (I would support further tweaks as suggested by Guillaume),Allan Mustard, Rory McCann.
1 abstained: Guillaume Rischard (10.2 isn't needed - most contracts can be ended if both parties agree, except extremely rare cases of employment or consumer protection. The new 10.1 can instead be added at the end of 10 to be more readable).
1 not voted: Jean-Marc Liotier

Circular by Rory McCann.

2021/Res13 Approve Dorothea's new contract

Agreed contract at https://wiki.osmfoundation.org/w/images/3/39/Contract_Dorothea_202103.odt *

Unanimously accepted on 2021-03-29 with 7 votes in favour: Jean-Marc Liotier, Eugene Alvin Villar, Allan Mustard, Rory McCann, Tobias Knerr, Guillaume Rischard, Mikel Maron.

Circular by Mikel Maron.

* .odt file size: 1.07 MB

Related:
- 2020-10-22 Closed session: Discussing the suggested new contract for Dorothea, as worked out by TimeLessTime
- 2020-10-16 Circular resolution: 2020/Res 50 Accept the proposed new contract for Dorothea

2021/Res14 Approve trademark agreement with OpenHistoricalMap

Agreement attached* (with details on marks)

Accepted on 2021-03-30 with 6 votes in favour: Jean-Marc Liotier, Eugene Alvin Villar, Rory McCann (The LWG has recommended the board accept this, that's good enough for me), Tobias Knerr, Allan Mustard, Mikel Maron
1 abstained: Tobias Knerr (The document still has bits to be filled in?)

Circular by Mikel Maron.

* Decision to publish the agreement delegated by the board to the Licensing Working Group. File: 64 KB, 5 pages, .pdf

Related Licensing Working Group minutes:
- 2021 Jan, Feb, Mar
- 2020 Dec OpenHistoricalMap vs OpenHistoryMap trademark issues

2021/Res15 Empower Rory McCann to sign new Local Chapters Agreement with all existing Local Chapters

Rory McCann is to offer the LCA v2.1, the result of the circular resolution to all existing Local Chapters which will then 'upgrade them' to v2.1 of the Local Chapter Agreement.

Unanimously accepted on 2021-03-30 with 7 votes in favour: Tobias Knerr, Eugene Alvin Villar, Jean-Marc Liotier, Mikel Maron (Not sure this is strictly necessary, should be covered by previous decisions. But no objection in any case), Allan Mustard, Guillaume Rischard, Rory McCann (This will clean everything up, so that all LCs are on the same contract).

Circular by Rory McCann.

2021/Res16 Approve active contributor membership application 2021030210000058

The Board currently decides on active contributor membership applications based on non-mapping contributions on a case-by-case basis.

Accepted on 2021-04-07 with 5 votes in favour: Eugene Alvin Villar, Allan Mustard, Tobias Knerr, Mikel Maron, Rory McCann (They appear to meet the standard for Active Contributor Membership. I would prefer if the * 'contact us' page didn't use Google Maps).
1 against: Jean-Marc Liotier (https://hdyc.neis-one.org/?** - not much activity, decreasing trend, is country director of * and thus not exactly in need).
1 not voted: Guillaume Rischard.

* Redacted name of organisation.
** Redacted OSM username.

2021/Res17 BigBlueButton renewal contract

Our BBB* instance from Cloud68 is up for renewal at end of April 2021. They recommend the Medium Plan (€99/month) for us based on what our needs have been over the last year when we were on the initial €39/month plan.

What should we do? Should we sign up now, or continue discussing it?
[Options:]
- Sign up for the Medium plan (€99/month).
- Sign up for the Starter plan (€39/month).
- No decision yet, continue discussion.
- Abstain.

Voting period closed on 2021-04-19 with 5 votes in favour to "Sign up for the Medium plan (€99/month)": Rory McCann, Eugene Alvin Villar, Tobias Knerr, Allan Mustard, Jean-Marc Liotier (Makes sense in pandemic times, especially if we promote usage of our BBB instance to local chapters).
2 not voted: Mikel Maron, Guillaume Rischard.

Circular by Rory McCann.

* BigBlueButton instance: https://osmvideo.cloud68.co/ used by the OSMF board, some working groups and community members for video meetings. Community members are welcome to create accounts and use it for OSM meetings.

Previous action items

See Board/Action_Items.

Reportage

Takeover protection

We have to make sure to investigate the issue of requiring voters to be "free to vote", and to consider if there should be a change to the Articles of Association, as instructed by the membership (2020 General Meeting resolution - vote 4).

Treasurer's report

Presented by Guillaume Rischard (Treasurer).

Wise

  • Wise has asked us if we have relationships with a list of countries (which were not mentioned in their acceptable use policy when we signed up with Wise.
  • We do have a couple of associate membersin the two Congos, Iran, Afghanistan. (Associate Members are NOT members as mentioned in the UK Companies Act).
  • Only some of those members have paid the membership fee, as the rest have been accepted via the active membership program.
  • The membership fees of those members were not paid via Transferwise but via Paypal.
  • The countries above are not mentioned in the acceptable usage policy of Wise.
  • Wise
    • told us they consider us in violation of their acceptable use policy, but not specified which part.
    • blocked our account and credit card (for paying Deepl, AWS, etc).

We have emailed Wise asking:

  • if we can appeal the decision and
  • if we can terminate the memberships of the people in those countries.

Suggestions

  • For immediate payment needs, talk to Local Chapters/HOT/other organisations and transfer money to them.
  • Create subsidiary/move to EU. Guillaume had suggested registering a subsidiary in Luxembourg, as he has familiarity. Suggestion for mid-month topic.
  • Can ask HOT which bank they use.
  • We could move money from Wise to Triodos bank, with charges for changing the currency.
  • Form a budget committee.
  • Email the membership to make them aware of possible disruptions to membership payments. # Comment: Not necessary right now, as the issue might be resolved in a week.

Triodos

  • We still have Triodos bank, but they have high fees (EUR25/transfer).
  • We have UK bank account number but not IBAN. The money gets transferred to their bank account and the transaction must have our UK bank account number as the reference.
  • Triodos currency: GBP only (they don't do other currencies).
  • We don't have a debit card with Triodos.

On creating a subsidiary in Luxembourg

  • Entity registration as a non-profit is fast, has a small fee.
  • Opening bank account takes a few days.

Paypal

  • Paypal can't send money to a bank account.
  • Treasurer is uncomfortable to have high amounts on Paypal.
  • Transferring from/to Paypal has charges.

Action items:

  • Guillaume to appeal the Wise decision.
  • Guillaume to notify the Membership Working Group
  • Guillaume to ask if we can get a debit card with Triodos.
  • Guillaume with Jean-Marc, Eugene and Rory to remove all mentions of Wise/Transferwise from the OSMF website and the OSM wiki.

Decisions:

  • Pay with Triodos bank account at the moment.
  • Addition of topic to the mid-month board chat.

Other point mentioned: Public pressure would probably hurt right now.

Engineering Working Group

Plan for restarting the Engineering Working Group (EWG) will be ready by the mid-month board meeting.

On the Engineering Working Group budget:

  • EWG wants to start at relatively small scale, similar with the Microgrants budget last year. # Treasurer's comment that this would be fine.
  • No full time positions to be funded initially.

Draft Attribution Guidelines

Tobias has produced a slightly updated draft that could be sent to the Licensing Working Group (LWG), along with an offer to have a board-LWG meeting, to resolve the final questions of the "gap list" document (which lists what the LWG and the board consider as open issues on the board version of the draft attribution guidelines).

There were 5 points from LWG on the "gap list" document.

  • 2-3 of the points were directly addressed with changes by the board.
  • 1-2 of the points were in no need for changes.

No decision taken about what to do in case of disagreement.

Action item: Tobias to draft message to LWG, to be reviewed by the board next week.

Delegation of local chapter presentation scheduling

  • Sometimes there are no replies to emails by the Secretary to Local Chapters, suggesting presentations.
  • Waiting for 2 weeks for a reply has the disadvantage that if the suggestion is then made to another Local Chapter, they only have 2 weeks to accept and prepare the presentation.

Suggestions

Mikel Maron and Eugene Alvin Villar offered to help with organisation.

Advisory Board - monthly update

  • The board will have a meeting with the Advisory Board in a month.
  • Representatives of new Local Chapters added to the advisory board:
    • Andrzej Kępys (Stowarzyszenie OpenStreetMap Polska)
    • Peter Vojtek (Freemap Slovakia)
    • Satoshi IIDA / 飯田 哲 (般社団法人オープンストリートマップ・ファウンデーション・ ジャパン (OpenStreetMap Foundation Japan))

Current Advisory Board members listed here.

Any other business

Microgrants

Is there a report from the Microgrants committee for the first round of microgrants? (Question by Eugene Alvin Villar)

> Allan has requested an evaluation from the Microgrants committee but the report has not been received yet.

Is there going to be a second round of Microgrants this year? (Eugene Alvin Villar)

> Depends on the Microgrants committee report.
> Board members may wish to help the Microgrants committee by reaching out to beneficiaries of microgrants and encouraging them to send their reports.

BigBlueButton server

Comments by Rory McCann.

  • Cloud68 payment pending.
  • Cloud68 have added two features that have been requested to the BigBlueButton instance.
    • Rooms do not need to be opened by their creator for meetings.
    • The audio notifications about muting status have been removed.

Guest comments or questions

No comments or questions.

Open to all OSMF members.

You are welcome to ask questions or to comment (via voice or on the chat) at the end of the meeting.

  • Please mute your microphone when you join, and to preserve bandwidth, refrain from turning on your webcam.
  • If you are in a low-bandwidth environment, you may benefit from using BigBlueButton's low-bandwidth settings.

Next meeting

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Acronyms