[OpenStack Foundation] [Foundation Board] Bylaws change proposed at next week's OpenStack board meeting to support Open Infrastructure project confirmation

Allison Randal allison at lohutok.net
Mon Apr 8 17:20:46 UTC 2019

We talked about this in the board meeting today, and thought that
"Except as necessary" at the beginning of the sentence is sufficient for
the bylaws to express that open meetings are the norm, and executive
sessions are only for special limited circumstances. But, since our
process for the Gold and Platinum Member candidacy is to always schedule
an executive session, that might create an assumption that we will do
the same for project confirmation. We thought the best place to be
explicit that open meetings are the normal process for confirmation
review would be in the process section at the bottom of the project
confirmation guidelines:


I volunteered to make a first draft, so here is a bullet point, to add
just after the point "Representatives of the pilot project will attend a
discussion meeting with the Board..."

The discussion meeting will be an open meeting. The Board, the
Foundation staff, or the pilot project may optionally request an
executive session for part of the meeting, if some discussion topics
have special sensitivity for legal or privacy reasons.

The idea is that we'll refine the wording here on the mailing lists, and
then the Board will vote on the wording change to the confirmation
guidelines at the same Board meeting where we vote on the Bylaws wording


On 4/2/19 2:54 PM, Sean McGinnis wrote:
> I like the intent. I'm a little concerned with the wording making it
> sound like it will be the norm that discussing the review and approval
> of these projects will be excluded from public and recorded meetings.
> I understand that this enables it to happen if needed, but is there any
> way to codify that this is for cases where those reviews fall under the
> first two items mentioned to not be public?
> Sean
> On Tue, Apr 2, 2019 at 8:43 AM Alan Clark <alanclark at openstack.org
> <mailto:alanclark at openstack.org>> wrote:
>     As the OpenStack Foundation embraces new areas of strategic focus
>     and as the associated Open Infrastructure projects mature, the
>     OpenStack board desires to do its part in helping the projects
>     thrive and grow.  A key step in project advancement is the project
>     confirmation by the Board.  Confirmation will enable the Foundation
>     to apply additional Foundation resources towards that project.  In
>     support of this process, the board at its last meeting, approved the
>     OSF Project Confirmation Guidelines[1].  As the Guidelines point
>     out, many factors go into the board’s decisions.  To ensure that the
>     board has the mechanisms needed to be as sensitive as possible to
>     the needs and feelings for those invested in the projects, the board
>     will further discuss a motion to amend bylaws section 4.16 as
>     follows: (changed text in italics).____
>     __ __
>     4.16 Open Meetings and Records.  Except as necessary to protect
>     attorney-client privilege, sensitive personnel information, discuss
>     the candidacy of potential Gold Member and Platinum Members, /and
>     discuss the review and approval of Open Infrastructure Projects,
>     /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.____
>     __ __
>     If, during confirmation discussions, a project lead or Director
>     feels that there is sensitive information that needs to be protected
>     this amendment provides a mechanism for such discussion.____
>     __ __
>     Thanks,____
>     Alan Clark____
>     __ __
>     __ __
>     [1]
>     https://wiki.openstack.org/wiki/Governance/Foundation/OSFProjectConfirmationGuidelines____
>     __ __
>     _______________________________________________
>     Foundation-board mailing list
>     Foundation-board at lists.openstack.org
>     <mailto:Foundation-board at lists.openstack.org>
>     http://lists.openstack.org/cgi-bin/mailman/listinfo/foundation-board
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