Board/Minutes/2022-03

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Date and time: Thursday 24 March 2022, 13:00 UTC - Countdown

US/Canada: Meeting 1 hour later than usual, due to Daylight Savings Time change.
The topics of the agenda got locked one week before the meeting, on 2022-03-17.

Location: Video room https://osmvideo.cloud68.co/user/ror-nt7-6tu
using BigBlueButton.

Acronyms

Participants

Board members

  • Amanda McCann
  • Eugene Alvin Villar
  • Guillaume Rischard (Chairing)
  • Jean-Marc Liotier
  • Mikel Maron (joined 3' after start)
  • Roland Olbricht
  • Tobias Knerr (left 43' after start)

Officers and board
Biographies

Minutes by Dorothea Kazazi.

Not Present

Guests

  • 10 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. To assess them, click on the 3 dots on the top right of the black video-window.

Administrative

Previous minutes

Circular Resolutions

2022/Res08 Attribution guidelines update for attribution in videos

Kathleen Lu from the Licensing Working Group (LWG) writes:

"I have noticed that this section of the guidelines is incomplete."
"It does not recommend including attribution to OSM and the URL in the description for online video formats (which should be equally acceptable as end credits)"

Kathleen’s recommended edits in bold:

For fictional productions or where the map is not the focus of the production, attribution may be given on the map, in end credits, or, if the video is distributed via a digital format that includes a description, within the description. When attributing via the end credits or the description, the URL to openstreetmap.org/copyright must be included.

For incidental footage of a third party map that uses OSM as a source, you must not digitally alter or erase the existing attribution on that map, but you do not need to do anything further (for example, if you film a person typing on their laptop and a map is visible on their laptop screen).

For productions where an OpenStreetMap map is a major component of what is shown to users, the attribution should typically appear in a corner of the map, in addition to attribution in the end credits or description. As long as the credit is on screen long enough to be read, it does not have to remain in view during panning or zooming.

Accepted on 2022-02-24 with
5 votes in favour: Jean-Marc Liotier, Roland Olbricht, Eugene Alvin Villar, Amanda McCann, Guillaume Rischard
2 did note vote: Mikel Maron, Tobias Knerr

Circular by Guillaume Rischard.

Attribution guidelines as on 2022-02-18.

2022/Res09 Allow collective email addresses for the Advisory Board list

Currently only individual people's email addresses are allowed to be subscribed to the OSMF Advisory Board mailing list.

This proposal is to allow Advisory Board members (i.e. Local Chapter, or Corporate Members1) to nominate2 other group email addresses to also receive emails.

Accepted on 2022-03-16 with 4 votes in favour: Eugene Alvin Villar, Guillaume Rischard, Amanda McCann, Roland Olbricht (Under the assumption that "nominatim" means "nominate")
1 abstained: Tobias Knerr
2 did note vote: Jean-Marc Liotier, Mikel Maron

Circular by Amanda McCann.

1currently Gold or Platinum
2typo was corrected when text was transferred to the OSMF website

2022/Res10 Renew Nextcloud instance from Cloud68

Cloud68 have offered to renew the Nextcloud hosting contract for €242 for the next 12 months. This circular resolution is to accept that.

No-one objected on the board chat. If you'd like to discuss this more, please vote “Disagree” and give reasoning and we can continue talking.

Accepted on 2022-03-24 with 5 votes in favour: Eugene Alvin Villar, Guillaume Rischard (OWG should be in charge of this after this year), Roland Olbricht, Tobias Knerr, Amanda McCann.
2 did not vote yet: Jean-Marc Liotier, Mikel Maron.

Circular by Amanda McCann.

Action item updates

See Board/Action_Items.

Reportage

Takeover protection

Related to 2022-02-26 and 27 action item: Amanda to ask the Special Committee on Takeover Protection for status update and to to send any report to the board.

Upgrading all Local Chapters to current Local Chapter agreement

Related to 2021-03 action item: Amanda to upgrade all Local Chapters to current Local Chapter agreement

Change of ownership: From "Amanda" to "Eugene with help by Amanda".

Eugene offered to help with contacting the local chapters and chasing them.

HOT draft trademark agreement

Guillaume to meet Tyler Radford (Humanitarian OSM Team (HOT) on 2022-03-30 for coffee - the draft trademark agreement might be discussed.

Action item: Guillaume to update the board after his meeting with Tyler Radford (HOT) on 2022-03-30.

Draft local chapter handbook

Related to 2022-02-26&27 action item: Eugene to ask Allan Mustard about the Local Chapter handbook.

Eugene found the draft online document.

Suggestion: To incorporate information from the draft local chapter handbook in the process of approving local chapters and the work related to minimum local chapter criteria.

OSMF relocation

Related to action items:
* Guillaume to have a meeting on 2022-03-02 with Jean-Marc about moving OSMF out of the UK.
* Jean-Marc to provide during the October board meeting a list of countries that have responded to us with information which is worth examining, our realistic options and to start looking at whether the new board will want to move in 2022 out of the UK.

  • Jean-Marc has created a list of European countries and marked which should be removed as countries for OSMF relocation, with reasons for their exclusion.
  • For some of the remaining countries, we have local people who might be able to assist the board.
  • Allan Mustard forwarded to the board an email from a person offering to help with relocation to Netherlands.
  • Guillaume has been contacted regarding OSMF relocation via direct messages on Twitter and will try to find the relevant messages.
  • There was a meeting of Guillaume with Jean-Marc about OSMF relocation - nothing to report yet.

Next steps: Go through the list of the remaining European countries and add reasons for selection for potential relocation.

Senior Site Reliability Engineer

6 days away from being able to announce their name.

Action item: Guillaume to ask the future senior site reliability engineer (SSRE) to write a short introduction for the OSM blog.

Minimum local chapter criteria

Related to action item: Jean-Marc to write up a proposal for the minimum local chapter criteria before the March 24 board meeting. Will be supported by Eugene.

Jean-Marc has written a draft proposal for the minimum local chapter criteria.

Next step: formalisation and publishing.

Candidate for work on osm.org

Related to action item: Roland to contact Frederik Ramm (Data Working Group - DWG) about a candidate for work on osm.org with whom the DWG has already been in contact. [From: discussion during setting the screen-to-screen agenda on the suggested topic "osm.org - Find a solution to support osm.org website development with paid work" (there was no separate session)

  • There was no reply from Frederik yet about the candidate for work on osm.org.
  • The Engineering Working Group (EWG) has the details of the candidate.

Suggestion

  • Should go through the Engineering Working Group.

Engineering Working Group meeting

Both Tobias and Roland are on the board and on the Engineering Working Group (EWG).

  • Roland didn't have any further discussion with Jochen Topf about his proposal to investigate possible changes to the OSM data model.
  • The Engineering Working Group decided that Tobias will handle this, to reduce Roland's workload.

Contributions without individual OSM accounts

Related to 2022-02-10 action item: Tobias to email Microsoft with the Data Working Group's expectations regarding contributions without individual OSM accounts.

  • Tobias has emailed Microsoft, but the issue has not reached a satisfactory solution yet.
  • Microsoft wants to be sure that the Data Working Group (DWG) will be ok with new implementation of MapBuilder before investing any resources in developing it.
  • DWG is reluctant to provide a blank check.

Points mentioned during discussion

  • Harsh Govind (Microsoft representative on the Advisory Board) was thankful for the feedback provided by Tobias and the DWG.
  • Microsoft realised that what they wanted to do was a failed experiment and have written a new proposal, which was shared with Tobias.

Suggestion: If the DWG does not have enough time to review Microsoft's proposal, it should be shared with the board or others for some preliminary feedback.

Action item: Tobias to ask Microsoft to share their new proposal with the whole board.

Treasurer's report

Xero

  • When Michelle is absent we lose tracking of our bank accounts on the online accounting/bookkeeping platform we use (Xero), as she manually adds information from our bank statements into the platform.
  • Michelle will be back in two weeks.

10K Microsoft donation

  • We now have a Github sponsors account to receive the funds, which is virtually free of charge.
  • Microsoft has been told by Stripe that the OSM Github sponsors account is inactive and can't pay us yet.
  • Roland has contacted Github support, after a request from Microsoft, and Github support said that everything is ok with the account.

Other financial news

A refund is open for the Membership Working Group.

Google suppliers' portal

  • Set-up of the OSMF account on Google suppliers' portal (Ariba) still not complete.
  • Google Summer of Code gets paid via Payoneer - which has high fees for conversion.

Corporate Membership application with request to pay in Bitcoin

A Bitcoin-related company is interested in becoming a Supporter Corporate Member (fees EUR 500/year) and asked if they can pay in Bitcoin.

We already accept some donations in Bitcoin. Does accepting Corporate Memberships in BTC makes a big difference?

  • We currently do not have a dependency on Bitcoin and for donations we used to keep the money in BTC for some time before converting into Fiat.
  • The accountant has never raised the Bitcoin donations as an issue.

Points mentioned during discussion

  • We sometimes get big donations in BTC, otherwise it is a bit of a hassle.
  • We don't accept anonymous corporate memberships.

Concern: high bureaucracy due to anti money-laundering regulations.

Jean-Marc offered to help.

Suggestions

  • Roland to talk with the accountant.
  • Budget committee: both the accountant and Grant, who handles the Bitcoin donations, should be on the committee.

Software Dispute Resolution Panel

Decisions:

Membership prerequisites

  • Tobias has created a draft on the membership prerequisites.
  • The General Meeting on 2022-04-30 has to be delayed or called off now, as otherwise the official announcement including the text of the proposed resolution, should be send to the OSMF members soon.

Decision: Create a circular for voting on the suggested cancellation of the General Meeting on 30 April 2022.

Updates to Board Conflict of Interest Policy


Suggestion

  • Introduce formal procedure where the rest of the board members can state that they don't see a conflict of interest (CoI) for a specific board member.
    • The current wording of the conflict of interest policy seems to allow that possibility.

On participation in discussions

  • We have the option to leave people out of discussions, as when the board decided to contract the Treasurer to resolve the banking issues at that time.
  • In cases where a board member self-declares a conflict of interest, what the rest of the board decides is whether the board member with a conflict of interest can participate in discussions, not whether there is a conflict or not.
  • There were no occasions so far where board members felt that someone from the board should not participate in discussions and the issue was not resolved.
  • Amanda's suggested new wording of §1.4 (see background section above) according to her means that people who can't participate in discussion can listen to them but not speak.

Other points mentioned

  • Proposal premature, unusual and we don't have the need for such changes.
  • Board members with a conflict of interest can be asked to not be present during discussions for exceptional circumstances.
  • Board members should stay away from situations where there is even the appearance of a conflict of interest.

On recent case of board member's conflict of interest

  • Guillaume has not participated in board discussions about the current situation in Ukraine and OSM, as he has a self-declared conflict of interest (his wife works for the Luxembourg government, which has a strong view on the situation).

Vote

On disallowing moving motions/starting circular resolutions

Suggestion to amend §3.4.1 of the current policy, so that board members with a conflict of interest on a topic will not be able move or second motions, or start circulars on that topic.

Proposed new wording:
“Board members with a Conflict of Interest on a topic must not take part in votes, or board discussions, move or second motions, or start circulars on that topic. ”

Is this not covered by the current wording "board discussions and votes"? > The suggested change will remove ambiguity.

Other points mentioned during discussion

  • The grammar needs some changes.
  • Suggestion to vote via a circular due to time constraints.
    • Circulars have stronger requirements and need more discussion.

Decision: There will be a vote via a circular on disallowing board members with a conflict of interest to move motions/start circular resolutions related to topics o which they have a conflict of interest. The circular will be created by Amanda.

Bank account access updates

  • Status quo: Both the Treasurer and Accountant get access to the bank accounts - the Treasurer acting as a back-up.
  • Currently: Roland (Treasurer after 2021-12-15) does not yet have access to all bank accounts, due to paperwork requirements.
  • Bank of Ireland accounts: For granting access we need to have a formal board meeting.

On payments

  • Accountant usually does the payments - once they get approved by the Treasurer.

Suggestion: Have three persons with access to bank/financial accounts: Chairperson, Treasurer and Accountant.

Vote to give Chairperson, Treasurer and Accountant access to all bank accounts

Advisory Board - monthly update

Monthly presentation

There was no presentation scheduled.

Any other business

Ukraine

Information provided by Roland. Item reordered - during the meeting it was discussed after the "guest comments or questions" section.

  • There have been some communications with community members and the board tried to help.
  • Some of the information cannot be made public and nothing is not publicly actionable.
  • Trying to not get OSM abused during this time.

Other points mentioned during discussion

  • There might be a blogpost after the war.
  • The Data Working Group (DWG) has been quite active in the current situation.

Guest comments or questions

Suggested moderation team members

Suggestion by Maggie Cawley (LCCWG moderation subcommittee) to discuss moderation.

Points mentioned during discussion

  • The board is waiting for the introductions of the suggested moderation team members.
    • Comment by Maggie Cawley (LCCWG moderation subcommittee) that nothing was asked of that group yet and that the subcommittee was told to wait until the board makes a decision in the board meeting.

Suggested process

  1. Have a get-to-know meeting of the board members with the proposed members of the moderation team.
  2. Vote on the approval of the suggested members of the moderation team.
  3. The board to ask the proposed members of the moderator team, once approved, to send a draft blogpost to be published on blog.osm.org.

On voting for the approval of the suggested moderation team members

  • This will be done after having a chat with them.
  • The board reserves the right to stop the process.

On suggested blogpost

Action item: Amanda to contact the suggested members of the moderation team and schedule a meeting of the board with them in order to get to know them. Will also ask each to write a paragraph about themselves.

Next meetings

Open board meetings take place online once a month, usually on the 3rd or 4th Thursday of the month, at 13:00 UTC.

See the Monthly Board meetings page to find out where board meetings are announced and for a subscription link to have future board meetings automatically added to your calendar.


Meeting adjourned 80' after start.

Acronyms