[OpenStack Foundation] OpenStack Foundation Bylaws first draft published

Mark McLoughlin markmc at redhat.com
Mon May 21 15:43:50 UTC 2012


On Mon, 2012-04-30 at 19:12 -0400, Mark Collier wrote:
> Today the first draft of the Bylaws for the OpenStack Foundation were
> published on the wiki here:
> http://wiki.openstack.org/Governance/Foundation/Bylaws

Really nice to see these published!

I like Thierry's comments, but I'd also add that it would be good to see
the complexity of the bylaws reduced as much as possible. IMHO, they
should only encode those things we feel as fundamental to the working of
the Foundation and everything else should be changeable by a vote of the
Foundation board. I'd hate to see us having to call a full vote of of
the Foundation membership to make relatively trivial changes.

In that vein, I'd really like to see this simplified:

  Article VIII, Section 1. Apache License and CLA. The Project shall not
  accept contributions of software code unless such contribution is made
  on the terms of the Apache 2.0 license, and the contributor has
  executed the applicable Contributor License Agreement attached as
  Appendix 4. The Board may adopt additional contributor license
  agreements as may be appropriate to secure a license on the same terms
  as stated in the Contributor License Agreements attached on Appendix 4
  from entities other than those covered by those Contributor License
  Agreements, or by contributors in non -United States jurisdictions.

To something like:

  Article VIII, Section 1. Apache License. The Project shall only accept
  contributions of software code where such contribution is made under 
  the terms of the Apache License 2.0. The Board may adopt whatever 
  contribution process it deems necessary to ensure the correct 
  licensing of contributions.

i.e. please let's not make it so difficult to move from the CLA process
to something like the kernel's Signed-off-by process as discussed
previously:

  https://lists.launchpad.net/openstack/msg06639.html

  > This is the one area that some form of "contributor agreement" makes
  > sense to me - requiring the contributor to explicitly make their
  > licensing intent clear.
  > 
  > Simply adding Signed-off-by: to a commit message would be my
  > preferred way of doing it, but do you think that helps clarify the
  > intent or even whether such clarification is useful?

  I like the Linux kernel approach (Signed-off-by requirement with a
  brief but explicit explanation of what that actually means [the
  "Developer Certificate of Origin"] in the patch-submission
  documentation in the kernel source tree[1]). I'm known for voicing
  skepticism about contributor agreements but I've recommended use of
  "signed-off-by" to a number of projects.


I do think a change like this needs debate and proper consideration, but
I trust the board will be perfectly capable of doing this with the help
of the Legal Committee.

To me, it's a perfect example of what we should omit from the bylaws.
Yes, by all means require the Apache License, but why require a CLA?
Especially since changing the clause invokes this:

  (i) A motion to amend Article VIII (Intellectual Property Policy)
  shall be adopted only if approved by each of the following: (A) a
  two-thirds (2/3)vote of the Platinum Membership, (B) a two-thirds
  (2/3) vote of the Gold Membership, and (C) a majority vote of the
  Individual Membership in which at least twenty five percent (25%) of
  the Individual Membership participates.

Cheers,
Mark.




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