[OpenStack Foundation] Foundation Structure: An Alternative

Ben Cherian ben at bencherian.com
Fri Mar 9 22:54:09 UTC 2012


Good work on the alternate proposal.

Mark, Jonathan,

Thanks for the quick response.

I tend to prefer a simpler approach to membership classes and I like the
idea of only having one corporate class. The only real difference between
the associate member and the strategic member is the amount of money they
put in and that paying more money guarantees them a position on the board.

Here's another idea: What if we decouple the fundraising from the board
membership? I think there are enough benefits that companies would want to
pay the foundation for like:

- Logo and trademark usage
- Access to benchmarks, best practices, and other intelligent materials
- And most important, IMO, having the foundation defend the member in cause
of a legal threat or patent issue

Most companies building businesses around OpenStack would pay for

Then, you can decide who is on the Foundation board without thinking about
how much they're corporation paid and rather elect people based on value
and merit.


- Ben

On Fri, Mar 9, 2012 at 2:27 PM, Mark Collier <mark at openstack.org> wrote:

> Josh,
> Thanks for taking the time to consider the proposed structure and provide
> your thoughts on it.  I don't think your concerns are very far off from
> what we are wanting to address with the Associate Member category, which
> allows more companies to be represented at a lower price point.  The
> current funding proposal is on the wiki for reference:
> http://wiki.openstack.org/Governance/Foundation/Funding
> Let me address a few of your points regarding the proposed plan:
> *Accessibility*:  Associate Member fees start at $50k/year which is
> substantially lower than a $200k/year flat fee model.  The members will
> elect resprenstatives as a class to the Board.  Those Board members will
> have the same roles and responsibilities as any other Board member.
> Additionally, companies who wish to show their support for OpenStack may
> also become a sponsor without paying the full Associate Member fee.
> Sponsor levels have not been worked out, but I suspect they will start in
> the 20k/year range.
> *Board Size*:  My sense is that with a flat fee of 200k/year, we wouldstillget many more than 15-20 interested parties, which would quickly overwhelm
> the board, making it unmanageable.  The Associate Member concept mitigates
> this issue by allowing the class to grow (for accessibility), without the
> seats balooning, by having elected representatives.  It also reduces the
> risk of shaking up the board makeup and size through acquisition.
> *Strategic Member fees*:  One small clarification: the proposal calls for
> Strategic Members to make a commitment of $500k/year for 5 years, paid
> annually (not up front). This figure was driven primarily by the need to
> arrive at a reasonable board size, while also raising substantial funds for
> foundation operations.
> *Strategic Member dominance*:  Board members who are appointed by
> Strategic Members will make up only 1/3 of the board, and will have the
> same roles and responsibilties as the other board members.
> *Requirement** for **S**trategic **M**embers** to have full time staff*:
> The current structure proposal states that Strategic Members must "Provide
> dedicated resources (e.g. developers, legal resources)" and the funding
> proposal states that "...the general expectation is a resource commitment
> that is consistent with staffing two full time equivalents" so it looks
> like we are on the same page re: 2 FTE requirement.
> I hope many other folks take the opporunity to weigh in, both on this
> mailing list as well as in the webinars we'll be holding next week and in
> any other forum that suits your fancy.  I'll also try to keep up with all
> of the blogging and tweeting, as if that's possible!
> Mark
> From: Joshua McKenty <joshua at pistoncloud.com>
> Date: Fri, 9 Mar 2012 11:20:17 -0800
> To: OpenStack <openstack at lists.launchpad.net>, <
> foundation at lists.openstack.org>
> Subject: [OpenStack Foundation] Foundation Structure: An Alternative
>  I'll be the first to admit that I'm not a diplomatic person. When we
> were launching OpenStack, this was a bit of an advantage (if we had waited
> for permission before releasing the Nova source code, we'd still be
> waiting) - but since the first summit, the community has grown so quickly,
> and become so diverse, that I have tried to leave discussions of
> governance, foundation structure, dispute resolution, and most particularly
> monetary corporate contributions, to others with more... tact.
> But now I feel I have no choice but to speak up; I'm deeply concerned.
> The biggest, splashiest openstack stories of the past two years have all
> had the names of huge, multi-national corporations in them - names like
> IBM, AT&T, Dell, HP, and CISCO. And while their participation has been
> tremendously positive for the project (with Quantum and Crowbar standing as
> examples of this), I see things trending in a direction that makes me
> nervous for the smaller players - for the startups who will live or die on
> the strength of the OpenStack project. Like Piston Cloud.
> The current official proposal for the foundation creates a new class of
> super-members - with a sticker price of $2.5M (due up front) that puts it
> out of reach of all but a small handful of organizations.
> This is not a new idea - it was the first structural proposal for the
> foundation that I heard from the organizing team, and I have argued against
> it (at times seemingly successfully) continuously since last fall.
> I understand why it is appealing; it creates a small and manageable board
> of directors, with a large pool of resources, who shouldn't have too much
> trouble guiding and directing the outcomes of OpenStack. But it's not a
> structure that represents or embodies the principles that OpenStack was
> founded upon, and I think that while it may offer some short-term benefits,
> it may be damaging to the long-term health of the project because it
> strangles the ecosystem of contributing companies we've worked so hard to
> create.
> The "right" structure is a much harder thing to organize:
>  - It recognizes and requires project contribution (code, tests, docs,
> bugs and evangelism) along with cash
>  - It has a single class of corporate member, a level playing field
>  - It has room for non-corporate members in the meaningful governance
> bodies (not tucked away in 'advisory' boards)
>  - It aggressively and publicly resolves the conflict-of-interest between
> the 'company hat' and the 'project hat'
> My understanding of the key challenges of this foundation board are the
> following:
>  - Keep it small enough to be manageable (21 directors or less)
>  - Supply enough funding to carry on with most of the current project
> support activities
>  - Ensure representation of the diversity of the OpenStack community
>  - Provide a mechanism for "industry luminaries" as well as OpenStack
> users and consumers to provide input and feedback
> The target budget of the Foundation is around $3M per year. Without
> getting into a discussion about whether that's reasonable or not, I'd like
> to brainstorm how we could reach that goal in a way that better reflects
> our goals for an open and democratic community. How's this for a proposal:
>  - One class of corporate member
>  - Provide reasonable evidence of 2 FTE (full time equivalents) working on
> OpenStack in some capacity
>  - Commit to 2 years of sponsorship, on an evergreen basis, but paid
> annually
>  - Individual members, if there are any, cannot be employed by a corporate
> member
> My rough calculation, having a reasonably good grasp of the interests and
> level of engagement of the various corporations in the OpenStack ecosystem,
> is that we could expect around 15 of the 150 companies involved to meet
> these requirements. $3M divided by 15 = $200,000.
> It's a high playing field, but at least it's a level one. It doesn't
> change the structure or composition of the technical committee, and it
> doesn't limit the ability of the foundation to raise money in other ways
> (sell sponsorships for events, charge admission for conferences, even
> license the use of the trademark for training or certification).
> If we have a simple pay-to-play model, then we can trust market economics
> and enforce transparency of spending. If we have a simple "meritocracy",
> then we can expect the most skilled and dedicated to rise to the top,
> provided we're extremely careful about how we measure skill and dedication.
> If we blend the two, I'm deeply concerned that we'll see the worst of both
> systems play out over time - the selfishness of market-driven economics
> dominating our decisions with the petulant moralism of the meritocracy.
> Hoping for any other outcome is, in my opinion, foolish optimism.
> At the core of OpenStack is the idea that a single project could address
> the needs of ALL of our organizations - large, small, producers, consumers,
> non-profits and tool makers. We need to guard that vision, and protect it
> from our best intentions. No one in the community, whether individual
> contributor or corporate sponsor, can claim to speak for (or even
> understand the perspective of) the majority of us. We're simply too
> numerous, and too diverse. If you believe, as I do, that *your* company
> should have a stake in OpenStack's future, then now is the time to speak up
> in favor of the level playing field we originally set out to create.
> With (attempted) diplomacy,
> Joshua
> --
> Joshua McKenty
> Co-Founder, OpenStack
> CEO, Piston Cloud Computing, Inc.
> w: (650) 24-CLOUD
> m: (650) 283-6846
> http://www.pistoncloud.com
> "Oh, Westley, we'll never survive!"
> "Nonsense. You're only saying that because no one ever has."
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