Governance/Foundation/10September2019BoardMeeting

September 10, 2019 OpenStack Board of Directors Meetings
The OpenStack Foundation Board of Directors will meet at  1:00pm - 3:00pm Pacific time on September 10, 2019. Directors may participate by conference dial-in. Audio from the meeting will also be available to the community.

To join the sessions by phone or computer:
 * 1) Videoconference: https://zoom.us/j/9574980705
 * 2) International dial-in (audio only): https://zoom.us/zoomconference (conference ID #9574980705)

To join the session by phone only:
 * +1 669 900 6833 US (San Jose) OR
 * +1 646 876 9923 US (New York)
 * Meeting ID: 957 498 0705

Board Meeting Agenda
(13:00) Call To Order, Open Session (13:15) Executive Director Update (14:00) Board Business
 * Chair: Alan Clark
 * Minutes: Mark Radcliffe
 * Executive Director: Jonathan Bryce
 * Non official meeting discussion Channels:
 * Zoom chat
 * IRC: #openstack-board
 * Etherpad: https://etherpad.openstack.org/p/UnofficialBoardNotes-Sept10-2019
 * Etherpad: https://etherpad.openstack.org/p/UnofficialBoardNotes-Sept10-2019
 * 1)  A big thank you to Anni Lai  for her many contributions to the OpenStack board and community.  Welcome to Fred Li as the new Platinum Director.
 * 2)  A big thank you to Mark McLoughlin  for his many contributions to the OpenStack board and community.  Welcome to Daniel Becker  as the new Platinum Director.
 * 3) Roll Call
 * 4) Approve the minutes from the April 28, 2019 board meeting
 * Note: A request from Director Ryan to understand future OpenStack summit/ PTG plans for 2020 and from Director Prakash for the procedure to propose a Summit location.
 * Note: A request from Director Prakash for and Airship confirmation progress report
 * Note: A request from Director Prakash for and Airship confirmation progress report
 * 1) Director Diversity Waver - Jonathan (as Foundation Secretary)
 * One of our 2019 directors, Sean McGinnis, recently switched employment to Dell. As most of you know, the Bylaws have a clause in Article 4.17(a) that ensures diversity of representation by limiting the number of directors that can be affiliated with a single corporate entity to two (the “Director Diversity Requirement”). We already had two directors from Dell on the Board (Arkady Kanevsky and Prakash Ramchandran), so Sean’s new affiliation brings that total over the limit.
 * Article 4.17(d) of the Bylaws states “If a director who is an individual becomes Affiliated during his or her term and such Affiliation violates the Director Diversity Requirement, such individual shall resign as a director.”
 * However, 4.17(e) says "A violation of the Director Diversity Requirement may be waived by a vote of two thirds of the Board of Directors (not including the directors who are Affiliated).”
 * Sean has requested that the Board vote on a motion to waive the violation under 4.17(e). In the case of this Board vote, Arkady, Prakash and Sean would abstain from voting and the remaining directors could vote to waive or not waive the violation for the remainder of the 2019 term.
 * 1)  Approve OSF to join OW2 as an "associate organization" member - Thierry
 * 2) Confirm the Interop WG Guidelines 2019.06 that was (partially) approved via email by 28 June 2019 - Egle
 * Motion made by Ms. Sigler, seconded by Mr. Clark that the 2019.06 guidelines as presented at https://review.opendev.org/#/c/663154 be approved by the OpenStack Board.
 * Changes in more detail are available at: https://docs.google.com/document/d/1m3vgPj9pFCvmifVjUAuY9bPzsRfKY_qtNtesZSOABho/edit?usp=sharing
 * Email response were as follows: Yes: Allison Randal, Anni Lai, Arkady.Kanevsky, Clemens Hardewig, Chris Price, Eric Guo , Johan Christenson, Joseph Wang, Mark McLoughlin,  Monty Taylor, Rob Esker, Ryan Van Wyk, Sean McGinnis, Shane Wang, Tim Bell, Vijoy Pandey
 * As of 1 July 2019, 16 Directors voted 'yes' to approve, there were abstention nor "no" votes reported via email.
 * As we did not get a response from all Directors, we need to approve the motion in today's board meeting. To ensure that this vote gets recorded on the minutes I have placed this item on the agenda for the next board meeting to make the ‘note that this motion was approved 1 July 2019.’
 * As of 1 July 2019, 16 Directors voted 'yes' to approve, there were abstention nor "no" votes reported via email.
 * As we did not get a response from all Directors, we need to approve the motion in today's board meeting. To ensure that this vote gets recorded on the minutes I have placed this item on the agenda for the next board meeting to make the ‘note that this motion was approved 1 July 2019.’


 * 1) Progress report of mini summits in India 2019 - Prakash
 * 2) Please join the Board committees
 * 3) Finance Committee - contact Arkady
 * 4) Membership Committee - contact Rob