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Difference between revisions of "Governance/Foundation/5March2019BoardMinutes"

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A short summary of the March 5, 2019 OpenStack board meeting.  This summary will be replaced with the approved minutes when they are approved by the board.
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<div style="text-align:center;">MINUTES OF A TELEPHONIC MEETING OF</div>
  
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<div style="text-align:center;">THE BOARD OF DIRECTORS OF</div>
  
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Today the OpenStack Foundation Board of Directors held a teleconference meeting. The agenda was posted on the wiki beforehand[1].
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<div style="text-align:center;">OPENSTACK FOUNDATION</div>
  
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The bulk of the meeting was spent discussing the confirmation guidelines[2] for new Open Infrastructure Projects under the Foundation. Allison Randal led the Board through a review of the process by which the guidelines were drafted and their current state. The Board unanimously approved the guidelines.
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<div style="text-align:center;">March 5, 20181:06 pm PST</div>
  
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In addition to the guidelines themselves, the Board also discussed some procedural items around meeting and reviewing projects for confirmation. The Board agreed to add an additional meeting prior to the Denver Summit to do an initial review of any projects that may be seeking confirmation. The Board also discussed whether there was a need to include an executive session discussion as part of each project review. There was not a formal vote on the executive session issue, but a straw vote seemed to indicate that most Board members felt that they would not want to schedule an executive session for every project review, but did want to retain the ability for a Board member to request one if needed. The Bylaws of the Foundation[3] do not currently allow for that as a valid reason to have an executive session (section 4.16), so that will require an additional step to update to allow that as an option.
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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:
  
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Big thanks to Allison Randal for managing the process of creating the guidelines and helping us to pass another milestone as we seek to support more open infrastructure collaboration!
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<div style="margin-left:1in;margin-right:0in;">Alan Clark</div>
  
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Next, Alan presented a report from the Compensation Committee for review and feedback from the full Board. Finally Prakash discussed community building efforts in India and proposed a meeting around the topic during the upcoming Summit in Denver.
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<div style="margin-left:1in;margin-right:0in;">Allison Randal</div>
  
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Thanks,
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<div style="margin-left:1in;margin-right:0in;">Andy Cathrow</div>
  
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Jonathan
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<div style="margin-left:1in;margin-right:0in;">Anni Lai</div>
  
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1. https://wiki.openstack.org/wiki/Governance/Foundation/5March2019BoardMeeting
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<div style="margin-left:1in;margin-right:0in;">Dr. Clemens Hardewig </div>
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2. https://wiki.openstack.org/wiki/Governance/Foundation/OSFProjectConfirmationGuidelines
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3. https://www.openstack.org/legal/bylaws-of-the-openstack-foundation/
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<div style="margin-left:1in;margin-right:0in;">Chris Price </div>
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_______________________________________________
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Foundation mailing list
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<div style="margin-left:1in;margin-right:0in;">Egle Sigler</div>
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Foundation@lists.openstack.org
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http://lists.openstack.org/cgi-bin/mailman/listinfo/foundation
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<div style="margin-left:1in;margin-right:0in;">Imad Sousou</div>
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<div style="margin-left:1in;margin-right:0in;">Joseph Wang</div>
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<div style="margin-left:1in;margin-right:0in;">Johan Christenson</div>
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<div style="margin-left:1in;margin-right:0in;">Mark McLoughlin</div>
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<div style="margin-left:1in;margin-right:0in;">Monty Taylor</div>
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<div style="margin-left:1in;margin-right:0in;">Prakash Ramchandran </div>
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<div style="margin-left:1in;margin-right:0in;">Ryan Beisner</div>
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<div style="margin-left:1in;margin-right:0in;">Ryan Van Wyk</div>
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<div style="margin-left:1in;margin-right:0in;">Sean McGinnis</div>
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<div style="margin-left:1in;margin-right:0in;">Tim Bell</div>
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<div style="margin-left:1in;margin-right:0in;">Vijoy Pandey</div>
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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.
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<u>Changes in the Board.</u>
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<div style="margin-left:0in;margin-right:0in;">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. </div>
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<u>Approval of Board Minutes.</u>
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<div style="margin-left:0in;margin-right:0in;">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</div>
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<div style="margin-left:0in;margin-right:0in;">RESOLVED, that minutes of the Board meeting on January 29, 2019 attached as <u>Exhibit A</u> is approved.</div>
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<u>Report by Executive Director </u>
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Mr. Bryce summarized the plans for the Denver and Shanghai conferences.  
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<u>Approval of OSF Confirmation Guidelines.</u>
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<div style="margin-left:0in;margin-right:0in;">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</div>
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<div style="margin-left:0in;margin-right:0in;">RESOLVED, that OSF Confirmation Guidelines attached as <u>Exhibit B</u> are approved.</div>
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<u>Executive Director Compensation Goals.</u>
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<div style="margin-left:0in;margin-right:0in;">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. </div>
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<u>OpenStack Activities in India.</u>
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<div style="margin-left:0in;margin-right:0in;">Mr. Ramchandran discussed the possibility of OpenStack activities in India. A Board discussion followed. </div>
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<u>Meeting Close</u>
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There being no further business before the Board and upon motion duly made and seconded, the meeting was then adjourned at 3:00 pm.
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{| style="border-spacing:0;width:6.5in;"
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|- style="background-color:#ffffff;border:none;padding-top:0in;padding-bottom:0in;padding-left:0.0799in;padding-right:0.0799in;"
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|| Respectfully submitted,
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Mark Radcliffe
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Secretary of the Meeting
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|- style="background-color:#ffffff;border:none;padding-top:0in;padding-bottom:0in;padding-left:0.0799in;padding-right:0.0799in;"
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|| APPROVED:
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Alan Clark
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Chairman of the Meeting
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|- style="background-color:#ffffff;border:none;padding-top:0in;padding-bottom:0in;padding-left:0.0799in;padding-right:0.0799in;"
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Exhibit A
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January 29, 2019 Minutes
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https://wiki.openstack.org/wiki/Governance/Foundation/29Jan2019BoardMinutes
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|- style="background-color:#ffffff;border:none;padding-top:0in;padding-bottom:0in;padding-left:0.0799in;padding-right:0.0799in;"
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| colspan="3" |
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Exhibit B
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OSF Confirmation Guidelines
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https://wiki.openstack.org/wiki/Governance/Foundation/OSFProjectConfirmationGuidelines
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Latest revision as of 17:32, 8 April 2019

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.


Respectfully submitted,


Mark Radcliffe

Secretary of the Meeting

APPROVED:


Alan Clark

Chairman of the Meeting

























Exhibit A

January 29, 2019 Minutes

https://wiki.openstack.org/wiki/Governance/Foundation/29Jan2019BoardMinutes
























Exhibit B

OSF Confirmation Guidelines

https://wiki.openstack.org/wiki/Governance/Foundation/OSFProjectConfirmationGuidelines






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