Open Stack

I want to provide a brief update regarding concerns that an individual nominee for the Board received harassing communications from an employee at an intended corporate member. Once we learned of the issue last week, we made independent counsel available to both parties and communicated the opportunity to raise the matter to the full Board of Directors once seated. Both parties cooperated with independent counsel and neither party wishes to pursue the matter further at this time. We would like to clarify a few points that were raised during this incident: 

(1) Corporate nominations are not required for Individual Members who wish to run for an Individual Member seat. Any Individual Member regardless of his or her affiliation can nominate any other Individual Member.
(2) Individuals who have potential conflicts of interest are not prohibited from standing for election. If elected, their potential conflicts may be reviewed by the Board of Directors as provided in the code of conduct for officers, directors and employees, but it does not preclude their serving on the Board.
(3) No corporate members have appointed board members as of this date.

We appreciate the willingness of the individuals involved to bring this forward and would like to reiterate that our Community Code of Conduct (http://www.openstack.org/legal/community-code-of-conduct/) encourages a respectful and productive environment in the OpenStack community. Anyone who wishes to contact the independent counsel on this or other election matters can do so anytime at electionmonitor at openstack.org.

Jonathan
210-317-2438


On Jul 29, 2012, at 1:18 AM, Jonathan Bryce wrote:

> The OpenStack Foundation has already attracted over 2,000 Individual Members in a little over a week. It's a very exciting moment for all of us involved in this effort, but also brings responsibility for each Individual and Corporate member.
> 
> We've learned that someone may have violated the basic principles that hold this community together by trying to affect the nominations for the Individual Member elections. This is not what our community stands for, and we do not want to let the actions of one or a few tarnish the reputation of the thousands of individuals who are working to make OpenStack a great place to develop open source software. We are so determined to uphold our values that every member--individual or corporate--agrees to a code of conduct that prohibits abusive behavior and attempts to manipulate our elections.
> 
> Our bylaws and election process have been defined and overseen by very experienced, independent legal counsel, Mark Radcliffe. We are completely committed to ensuring this process is open, fair and legitimate in accordance with our bylaws and Delaware corporate law. To ensure that the process is open, fair and legitimate, we are looking for individuals who would like to volunteer to be inspectors through the duration of the election to certify the outcome along with our counsel. No more than two affiliated members (working for the same company) can be inspectors, and any candidates who wish to run for election are also ineligible to be inspectors. As stated in the bylaws, "Each inspector, before entering upon the discharge of his duties, shall take and sign an oath to faithfully execute the duties of inspector with strict impartiality and according to the best of his ability." This will require a firm time commitment from any volunteers, as they will need to be available at a number of points through the process to fulfill their duties in a timely manner. If you are interested in being an inspector, let me know.
> 
> Any complaints or concerns about the election process are taken extremely seriously. Each complaint will be reviewed by our independent counsel and addressed or brought before the full Board at its first meeting as appropriate. To facilitate reporting we have created an email address that is received only by the Foundation's independent counsel for review: electionmonitor at openstack.org
> 
> We are also working on process improvements for nominations and elections--more details on that coming soon. In the meantime, please speak up or contact me or Mark Radcliffe directly if you have any concerns. We have all come a very long way in establishing the OpenStack Foundation--our Foundation--and are right on the threshold of having it up and running. Now is the time for us all to pull together and to make sure we continue to build the kind of inclusive, supportive community that has come so far in the last 2 years.
> 
> Thanks,
> 
> Jonathan
> 210-317-2438
> 
> 
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