Governance/Foundation/5March2019BoardMinutes

MINUTES OF A TELEPHONIC MEETING OF

THE BOARD OF DIRECTORS OF

OPENSTACK FOUNDATION

March 5, 20181:06 pm PST

The following are the minutes of a meeting of the Board of Directors (the Board) of OpenStack Foundation, a Delaware corporation (the Foundation) by phone 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

Allison Randal

Andy Cathrow

Anni Lai

Dr. Clemens Hardewig

Chris Price

Egle Sigler

Imad Sousou

Joseph Wang

Johan Christenson

Mark McLoughlin

Monty Taylor

Prakash Ramchandran

Ryan Beisner

Ryan Van Wyk

Sean McGinnis

Tim Bell

Vijoy Pandey

Also present for some or all of the meeting was Jonathan Bryce, Thierry Carrez and Lauren Sell of the Foundation. Mr. Clark called the meeting to order and provided an overview of the agenda. He also served as Chairman and asked Mr. Radcliffe to act as Secretary of the meeting and record the minutes.

Changes in the Board.

Mr. Clark thanked Mr. Stein and Mr. Baker for their service on the Board and wished them well. He also introduced the new Board members, Mr. Cathrow and Mr. Beisner.

Approval of Board Minutes.

Mr. Clark presented the minutes from the January 29, 2019. Upon a motion duly made and seconded, the following resolution was unanimously approved by the Board

RESOLVED, that minutes of the Board meeting on January 29, 2019 attached as Exhibit A is approved.

Report by Executive Director

Mr. Bryce summarized the plans for the Denver and Shanghai conferences.

Approval of OSF Confirmation Guidelines.

Ms. Randall presented the draft of the OSF Confirmation Guidelines which was developed by the SFA Working Group. A Board discussion followed. Upon a motion duly made and seconded, the following resolution was unanimously approved by the Board

RESOLVED, that OSF Confirmation Guidelines attached as Exhibit B are approved.

Executive Director Compensation Goals.

Mr. Clark presented the results of the discussion of the Compensation Committee on the draft of the goals for compensation of the Executive Director. A Board discussion followed.

OpenStack Activities in India.

Mr. Ramchandran discussed the possibility of OpenStack activities in India. A Board discussion followed.

Meeting Close

There being no further business before the Board and upon motion duly made and seconded, the meeting was then adjourned at 3:00 pm.