Governance/Foundation/(17Nov2016BoardMinutes

MINUTES OF A TELEPHONIC MEETING OF

THE BOARD OF DIRECTORS OF

OPENSTACK FOUNDATION

November 17, 20161:02 pm PST

The following are the minutes of a telephonic meeting of the Board of Directors (the â€œBoardâ€) of OpenStack Foundation, a Delaware corporation (the â€œFoundationâ€) at the above time pursuant to notice duly given to all directors. The following directors were present by phone for all or part of the meeting:

Alan Clark

Alex Freedland

Allison RandalAnni Lai

Edgar Magana

Egle Sigler

Eileen Evans

Imad Sousou

Kavit Munshi (joined at 2:15 pm)Kenji Kaneshige

Lew Tucker

Mark BakerMark McLoughlin

Monty Taylor

Roland Chan

Tim Bell

Tobias Ford

Todd Moore

Also present for some or all of the meeting was Mark Collier, Heidi Bretz, Jonathan Bryce and Lauren Sell of the OpenStack Foundation, Mark Radcliffe of DLA Piper and certain members of the community. Mr. Clark called the meeting to order and provided an overview of the agenda. He also served as Chairman. Mr. Radcliffe served as Secretary of the meeting and recorded the minutes.

Executive Session.

The Board went into executive session. The members discussed China Telecom, Inspur and ZTE as a potential Gold Members based on the criteria adopted by the Board. The Board terminated the executive session.

Report on the User Committee.

Mr. Magana summarized the progress relating to the changes in the structure of the User Committee and how such changes would be implemented in the bylaws. A Board discussion followed.

Appointment of China Telecom as a Gold Member.

The Board discussed the qualifications of China Telecom as a potential Gold Member. After a discussion, upon motion duly made and seconded, the Board unanimously adopted the following resolution:

WHEREAS, it is in the best interest of the Foundation to appoint China Telecom as a Gold Member; and

WHEREAS, upon execution of the Gold Member Agreement, China Telecom should be appointed as a Gold Member.

NOW, THEREFORE, BE IT RESOLVED, that China Telecom is appointed as a Gold Member upon the execution of the Gold Member Agreement.

Appointment of Inspur as a Gold Member.

The Board discussed the qualifications of Inspur as a potential Gold Member. After a discussion, upon motion duly made and seconded, the Board unanimously adopted the following resolution:

WHEREAS, it is in the best interest of the Foundation to appoint Inspur as a Gold Member; and

WHEREAS, upon execution of the Gold Member Agreement, Inspur should be appointed as a Gold Member.

NOW, THEREFORE, BE IT RESOLVED, that Inspur is appointed as a Gold Member upon the execution of the Gold Member Agreement and no earlier than January 1, 2017 when the additional Gold Member position becomes available.

Appointment of ZTE as a Gold Member.

The Board discussed the qualifications of ZTE as a potential Gold Member. After a discussion, upon motion duly made and seconded, the Board unanimously adopted the following resolution:

WHEREAS, it is in the best interest of the Foundation to appoint ZTE as a Gold Member; and

WHEREAS, upon execution of the Gold Member Agreement, ZTE should be appointed as a Gold Member.

NOW, THEREFORE, BE IT RESOLVED, that ZTE is appointed as a Gold Member upon the execution of the Gold Member Agreement.

Report on the Strategic Issues.

Mr. Ford provided a presentation on strategic issues for the Foundation. A Board discussion followed.

There being no further business before the Board and upon motion duly made and seconded, the meeting was then adjourned at 3:05 pm PST.