Board/Minutes/2023-02-09
Draft minutes.
Please note that mid-month board chats are not open to observers and that these minutes do not go through a formal approval process.
Location: Video room at https://osmvideo.cloud68.co
using BigBlueButton.
Date and time: Thursday 9 February 2023 - Countdown
Participants
Board members
- Guillaume Rischard
- Mateusz Konieczny
- Mikel Maron
- Sarah Hoffmann
- Roland Olbricht
Not Present
- Arnalie Vicario
- Craig Allan
Officers and board
Biographies
Minutes by Dorothea Kazazi.
Guests
Not open to observers.
Trademark licence request by Fédération des Pros d'OSM - FPOSM
| Background |
|---|
The board received a trademark licence request by Julien Coupey for Fédération des Pros d'OSM (an organisation created by French people professionally active in OSM).
|
| Topic suggested by Mikel Maron. |
Overview provided
- Group of professionals who use OSM in their work and want to use our trademark. Want to be recognised as supporting the OSM project.
- The previous board 1) decided1 that they can become a Local Chapter (LC), which would be subject to the Local Chapter agreement terms and 2) gave the green light to become a non-profit organisation.
- The organisation had been formalised.
- OpenStreetMap France is the existing French Local Chapter.
- Concern about the use of the trademark.
1 Note: There was no formal decision.
Suggestions
- Suggest to them to join as a Local Chapter.
- Brief discussion on whether they would be surprised by such a suggestion.
- Include in the agreement with them that they would recommend to their members to become Corporate Members.
- Create a standard agreement for interest groups (e.g. YouthMappers could join).
- Reach out formally to the French Local Chapter about any concerns they might have.
On suggestion to Fédération des Pros d'OSM to join as a new local chapter
- They might have concerns that without a trademark agreement they cannot go through the local chapter process.
- Suggestion to grant a preliminary 4 year use of the trademark, while the local chapter processing is ongoing.
- It is not moving the goalpost.
- Reach out to French Local Chapter to voice any concerns.
- Consultation of OSMF members and local community is included in the processing of a Local Chapter application.
- Suggestion to reach out even before the public consultation of an application.
- This is different from the trademark situation with the Humanitarian OSM Team.
On consequences for people using OSM professionally in France and not interested in joining the new organisation
- would they be required to join under the French laws? > No.
- make sure people are not facing negative consequences if they don't join the organisation and the organisation not becoming exclusive.
- If the organisation becomes exclusive, the local chapter agreement and trademark could be taken back.
Other points mentioned during discussion
- Guillaume had reached out to Christian Quest (French OSM Local Chapter).
- Guillaume and Sarah speak French fluently and can discuss with the existing Local Chapter.
- HOT is doing a 6 month search regarding the executive director through a company.
Action item
Guillaume to schedule a meeting with Julien Coupey and the board of OSM France regarding a local chapter agreement of the new organisation. Sarah might also be present. If it is difficult to arrange a meeting, the communication will happen asynchronously.
On HOT trademark
HOT trademark agreement status update
| Background |
|---|
| OSMF is currently talking with (Humanitarian OSM Team (HOT) and is working on a draft agreement regarding granting rights for the use of OSMF marks.
Related (not exhaustive list)
|
- Guillaume and Tyler Radford (was the HOT Executive Director) had reached an informal agreement, but due to inaction mostly from OSMF's side, it was not finished.
- There were discussion between board members of the OSMF and HOT, and the suggestion of some monetary arrangement has been raised also from their side.
Moderation of channels by board-appointed team - Consultation and vote on continuation or not
| Background |
|---|
The board has to:
May 2022 board decision about board-appointed moderation team Allan Mustard, Rubaina Adam, Radmila Jovanovic, Logan McGovern, Teyvi Angela. Initially, the Etiquette guidelines and process for moderation can only be changed by a board vote. In the initial period, new moderators can only be added by a board vote. The board desires for the affected communities to be able to make decisions about the moderator team composition without board involvement and will oversee and encourage the adoption of a suitable process. In 8 months, the Board will undertake a consultation with the affected lists, and vote on whether to continue with this situation. Channels moderated by board-appointed team
|
- The consultation was proposed to one of the board members, but there wasn't a reply yet.
- The eight month period was set so as to not coincide with the election period.
- Expectation: Probably there won't be much opposition.
Suggestion: Mikel to invite discussion on the lists and have a vote during one of the next board meetings.
Overture meeting - Post-meeting discussion
| Background |
|---|
| The board will have a meeting with the Overture Steering Committee on 2023-02-07. Post-meeting discussion.
Related to the 2022-12-15 announcement by the Linux Foundation: "Overture Maps Foundation to Build Interoperable Open Map Data" . Past board discussions:
|
The board discussed their 2023-02-07 meeting with the Overture Steering Committee. Discussion during the mid-month chat not minuted after request.
Budget / Operations Working Group budget check in
| Background |
|---|
| 1. Budget
Related to 2023-01-12 action item: "Roland to create a 2023 budget, after talking with Michelle Heydon (OSMF accountant) regarding the spreadsheet with the preliminary budget that she has". Past board discussion: 2023-01 Provisional 2023 budget 2. Operations Working Group budget check in Previous board discussion:
|
| Topic suggested by Mikel Maron. |
On budgetary control
- Missing the budgetary control - connecting the budget back to numbers on Xero and to expenses.
- Michelle Heydon (OSMF's accountant) has done a lot of work on an online spreadsheet and is keen to do more work.
- It's not a good idea to do the budget in Xero.
- Good to have a standard mechanism for continuation purposes.
Suggestion: Ask Michelle what she suggests for budgetary control.
On 2023 budget
- Assumed a huge donation drive to get the budget to zero.
- The budget has an artificial aspect.
Suggestions:
- Could have a small loss in the budget - would get a better picture of reality across and could help with the urgency of the message.
- Would not work well. Suggestion to present what we budgeted for and mention what we will not be able to fund, if the fundraising does not reach its target.
- Aim for a balanced budget, even for communication purposes.
Re-assigning action items
| Background |
|---|
| The board action items are here. Action items owned by board members whose terms ended on the 2022 board election, have been reassigned to the board. |
| Topic suggested by Mikel Maron. |
Suggestions by Mikel
Free to vote action item
| On 2021-04 action item - The board 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). # 2021-07 The board appointed Andy Allan and Michael Collinson to the special committee on takeover protection.- Takeover protection |
- The idea behind this action item was that employees might be influenced or forced by companies to vote in a specific way.
- We have done a lot on takeover protection.
- Plenty of evidence that this does not happen, including comment during the 2022-07 presentation by Mapbox Workers Union.
Suggestion: rethink if we want to spend time on this action item or drop this.
Attribution action items
Suggestion: rethink if we want to spend time on these action items or drop them.
- No-one is ready to act on them.
- Maybe similar action items will come up after discussion, but it's not worth to keep them hypothetically.
Reworking Corporate Membership tiers
| Related action item:
2022-02-26 and 27 action item: The board to rework Corporate Membership tiers [Session: Fundraising] - 2022-02 screen-to-screen meeting. |
Mikel to take up the action item above, unless someone else wants it.
- Did some consultation already.
- Will organise advisory board meetings, and "Reworking Corporate Membership tiers" can be one of the meeting topics.
Suggestions by Sarah
Action items to re-discuss
Re-discuss:
- Attribution action items
- Microgrants action items
- Local Chapter action items
Other suggestion
- If action items have not been taken up for more than one year, discuss what to do.
Suggestions by Guillaume
On OSMF relocation
Related action items:
|
| Background: Investigation into moving OSMF out of the UK, and into the EU |
|---|
| The OSMF board is considering relocating the OSMF to the EU and is consulting the members for feedback, advice and whether they’ve missed anything.
Comments by members on the osmf-talk* mailing list: thread 1, thread 2. * osmf-talk is the mailing list for OpenStreetMap Foundation members (Join the Foundation). All past messages are available here.
Please note that there were extensive discussions about Brexit and its effects by the Licensing Working Group (LWG) (search the LWG minutes for "Brexit") and the issue was also previously discussed by OSMF members and the board. Board discussions in the past three years about relocation
|
- OSMF relocation put as a personal top priority. Is one of the longest action items, together with the HOT trademark agreement.
Other points
New members can:
- Take up 2022-02-26 and 27 to rework Corporate Membership tiers [Session: Fundraising] - 2022-02 screen-to-screen meeting
- Rethink how we approach attribution, not as a legal thing but a communication one.
Suggestion: Instead of having just board discussions, it usually helps if a board member initially creates a rough draft and asks for feedback.
On Microgrants
Related action items:
|
- Is it something for the board to do?
- We don't have a budget for Microgrants.
- Fund small projects through the Engineering Working Group (EWG). (Note: The EWG is currently managing project funding proposals for software projects. Their Project Funding Framework is here).
Suggestion: Drop the action items above.
On board communication
Related action item:
|
Suggestion: Drop the action item above, as the board is working on a communication strategy.
Decision
Board members to comment on the board Gitlab ticket about action items that can be dropped or taken up by the next board meeting. The comments will be used to clean up the action item list.
Other points mentioned during discussion
- We can always put things back on the list - dropping an action item does not mean dropping the topic.
- A lot of the action items have been proposed by past board members. If the action items have not been done by them, they can be dropped and the new board members to decide on what they want to do.
Any other business - Appeal to the board
- The Data Working Group (DWG) followed the right process in this case.
Suggestion: Create a Loomio vote and include a suggested text for a short email response.
Action item: Mateusz to create a new poll regarding the appeal to the board. (Post-meeting addition: Poll here).
Next meeting
Public board meeting on Thursday 23 February 2023, 13:30 UTC
Open to OSMF members.
- Date and time: Thursday 23 February 2023, 13:30 UTC - Countdown
- Videoroom: https://osmvideo.cloud68.co/user/dor-2cd-qah-rim
- Page for preliminary agenda and minutes. Topics will get locked one week before the meeting, on 16 February 2023.
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