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

Mark McLoughlin markmc at redhat.com
Sun Apr 28 20:45:43 UTC 2019

On Fri, Apr 5, 2019 at 4:02 PM Graham Hayes <gr at ham.ie> wrote:

> On 02/04/2019 14:43, Alan Clark wrote:
> <snip>
> > 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.
> >
> I am still not sure what could be required for an executive session that
> is not covered by "sensitive personnel information" that would require
> this.
> Personally, for me, this looks like we are not abiding by our own ethos
> of the Four Opens - I do understand if there is personel issues with a
> potential project, we would want to have it discussed behind closed
> doors, but everything else should be in the open. If the project
> that is about to be included has large enough personnel issues that
> they could cause issues for its inclusion in the foundation, there
> is a very high chance that they are going to fail some of the
> confirmation guidelines, and that *is* something the community
> should have visiblity into.
> Even from an optics perspective - the board deciding to include or
> not include a project behind closed doors is not something that
> is representitive of the OpenStack community, and not something
> I think the community should be supporting.

I know there's some lingering concern about this, and I'm generally against
matters of wider community interest being discussed in executive session,
but I'm comfortable about this proposal because:

a) There is no default expectation of having an executive session before
every confirmation vote - indeed, we've had two now with no executive

b) Anyone who does request an executive session will have to justify to the
board why the topic is so sensitive that it requires executive session

c) Confirming a project means the OSF making a long-term commitment to that
project - I'd much rather there to be some mechanism for people to raise
sensitive concerns, rather than risk projects being confirmed without those
concerns ever getting raised

d) The confirmation vote will happen in public - if there is any
controversy, I expect it would be apparent from the voting, and I expect
board members would feel compelled to give some explanation for their
voting rather than leave the community completely in the dark

Hope that helps,
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