[OpenStack Foundation] Openness and the OpenStack Foundation

Steven Noble snoble at sonn.com
Mon Oct 15 12:17:46 UTC 2012


I am concerned by an action taken by the Foundation Board in the Sept 7th, 2012 meeting.

According to the Sept 7th meeting minutes (http://wiki.openstack.org/Governance/Foundation/07Sept2012BoardMinutes)  the following happened:

 --- begin minutes --- 

Amendment to the Bylaws relating to Board Discussions.

The Board discussed the value of having a private discussion in executive session to discuss the candidates for Gold Members and Platinum Members. Upon motion duly made and seconded, the Board voted by more than two thirds of the attendees (Jesse Andrews abstained from the vote and the following members voted against the motion: Jon Mittelhauser, Alan Clark and Troy Toman) to delete Section 4.16 in its entirety and replace it with the following new Section 4.16:

"4.16 Open Meetings and Records. Except as necessary to protect attorney-client privilege, sensitive personnel information and discuss the candidacy of potential Gold Members and Platinum Members, the Board of Directors shall: (i) permit observation of its meetings by Members via remote teleconference or other electronic means, and (ii) publish the Board of Directors minutes and make available to any Member on request other information and records of the Foundation as required by Delaware Corporate Law."


Executive Session.

The Board went into executive session and all attendees other than Board members left the meeting with the exception of Mr. Bryce and Mr. Radcliffe. The Board discussed the advisability of admitting the candidates for Gold Member.

 --- end minutes ---

The minutes show that the Foundation voted to amend its bylaws to close off observation of discussions surrounding the candidacy of new Gold/Platinum members and then utilized the amended bylaws later in the same meeting to privately discuss the current applicants.

Can someone explain how this change fits with the Foundations statements on Openness?

The definition of Openness wrt the OpenStack Foundation is laid out here :


Open Community

One of our core goals is to maintain a healthy, vibrant developer and user community. Most decisions are made using a lazy consensus model. All processes are documented, open and transparent.

Thank You.

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