Board/Minutes/2018-12-20

Location: Channel "OSMF Board of Directors (Public)" on Mumble - 20th of December, at 20:00 London time

Participants

Board members

Kate Chapman
Tobias Knerr
Heather Leson
Mikel Maron
Paul Norman
Frederik Ramm
Joost Schouppe

Guests

14 guests

Open to all OSMF members.

Guests are welcome to speak at the end of the meeting on the topics that have been discussed. Please note that text messages sent on Mumble chat may not be seen by people who join using mobile apps.

Not Present

Administrative

Previous minutes

Board/Minutes/2018-11-15 Accepted

Circular Resolutions

2018/Res12 Preliminarily reject and individually inspect all membership applications from India from 15.11.2018

There had been a mass sign-up of 100 new accounts on 15.11.2018 from India, most coming from one single IP address from a company "well known" to OpenStreetMap. There had been a larger amount of complaints regarding edits from that company, who provide "mapping services" to other companies. This circular preliminarily rejects all of those applications and tasks MWG to further investigate them. There's a precedence case for similar action with the Skobbler-case back in 2011 (see https://lists.openstreetmap.org/pipermail/osmf-talk/2011-August/001139.html).
Rejected 2018-11-20 with 4 votes against: Heather Leson, Kate Chapman, Martijn van Exel, Mikel Maron 3 votes in favour: Paul Norman, Peter Barth, Frederik Ramm

More information (also posted on osmf-talk):

Those in favour argued that given the circumstances under which the registrations happened, the memberships should be investigated and decided on later. There is no assumption of ill intent.

Those against argued that the original complaint -- the suspicion that these newly created accounts were fabricated with ill intent and required further investigation-- was not supported, and thus did not have a sound legal basis for delaying membership per our current membership requirements.

All Board members are against the creation of artificial OSMF membership accounts.

On the voting deadline
There is another related outstanding question about membership timings. The Articles of Association (AoA #75) state a member is eligible to vote when they are "a member or associate member (as the case may be) throughout the period of 30 days prior to the date on which the meeting is held". In years past this has been interpreted as the start of the day 30 days prior to the meeting, according to the timezone in CiviCRM*. This is how OSMF will proceed this year, meaning eligible voters need to be signed up prior to November 15. That is before the time of creation of accounts in question in the circular. This is not the only legal interpretation of the AoA, and something we will deliberate further next year.

The members being discussed are not eligible to vote this year as they did not meet the deadline.

*CiviCRM is the platform we use for our membership database and State of the Map registrations.

2018/Res13 Have the MWG pre-process financial need applicants

The Board have the Membership Working Group pre-process applications for a fee waiver due to financial need, using a copy of lack of money transfer facilities process except where the process calls for checking for money transfer facilities, send to the board for a decision on financial need. The MWG will gather a statement from applicants on financial need and handle post-processing to create the membership in the register.
Accepted 2018-11-24 with 5 votes in favour: Peter Barth, Martijn van Exel, Heather Leson, Kate Chapman, Mikel Maron 1 abstained: Frederik Ramm 1 not voted: Paul Norman

2018/Res14 Decide for OSMF to administer payments to regional SotMs

Procurement processes to sponsor regional SotM conferences can be difficult. The OSMF Advisory Board asked us to consider a program to administer these payments. For 2019, OSMF will administer payments to sponsor regional SotM conferences. Corporate members are eligible to ask OSMF to administer payments. The OSMF treasurer will set an administrative handling fee to manage this service. After 2019, only regional SotMs associated with a Local Chapter will be eligible for this service.
Accepted 2018-11-27 with 4 votes in favour: Martijn van Exel, Kate Chapman, Heather Leson, Mikel Maron 3 disagreed: Frederik Ramm (reason: "the proposal was not mature enough"), Paul Norman, Peter Barth

2018/Res15 Unblind fee waivers

The Board currently decides on membership applications for a fee waiver due to financial need on a case-by-case basis. Vote on whether these applications will be sent by the Membership Working Group to the Board revealing the applicant's full name (description added by Dorothea).
Accepted 2018-12-12 with 4 votes in favour: Frederik Ramm, Kate Chapman, Heather Leson, Mikel Maron 2 disagreed: Paul Norman, Peter Barth 1 abstained: Martijn van Exel

2018/Res16 Approve financial hardship fee waiver 2018120210000083

The Board currently decides on membership applications for a fee waiver due to financial need on a case-by-case basis.
Accepted on 2018-12-14 with 2 votes in favour : Frederik Ramm, Kate Chapman (which resulted in a tie, but in the case of a tie, the chairperson's vote counts as two, resulting in acceptance) 2 disagreed: Paul Norman, Peter Barth 1 abstained: Mikel Maron 2 not voted: Martijn van Exel, Heather Leson

2018/Res17 Approve financial hardship fee waiver 2018120210000092

The Board currently decides on membership applications for a fee waiver due to financial need on a case-by-case basis.
Accepted 2018-12-14 with 4 votes in favour: Kate Chapman, Frederik Ramm, Peter Barth, Mikel Maron 3 not voted: Martijn van Exel, Paul Norman, Heather Leson

2018/Res18 Approve financial hardship fee waiver 2018120210000109

The Board currently decides on membership applications for a fee waiver due to financial need on a case-by-case basis.
Accepted 2018-12-14 with 4 votes in favour: Kate Chapman, Frederik Ramm, Peter Barth, Mikel Maron 3 not voted: Martijn van Exel, Paul Norman, Heather Leson

2018/Res19 Approve financial hardship fee waiver 2018120710000118

The Board currently decides on membership applications for a fee waiver due to financial need on a case-by-case basis.
Accepted 2018-12-14 with 5 votes in favour: Kate Chapman, Frederik Ramm, Peter Barth, Mikel Maron, Paul Norman 2 not voted: Martijn van Exel, Heather Leson

2018/Res20 Approve financial hardship fee waiver 2018120210000127

The Board currently decides on membership applications for a fee waiver due to financial need on a case-by-case basis.
Accepted 2018-12-14 with 6 votes in favour: Kate Chapman, Frederik Ramm, Peter Barth, Mikel Maron, Paul Norman, Martijn van Exel 1 not voted: Heather Leson

Previous action items

The list is sortable and collapsible. New items or updates are in blue.

Name	Date	Action item and status
All	2018-03-15	to send a reminder about etiquette guidelines on osmf-talk, talk & facebook page.
All	2018-02-15	to clean-up the SotM draft policy document.
All	2017-11-16	to send an email to members, months in advance of the 2018 Annual General Meeting, encouraging them to discuss and perhaps propose their own resolutions.
Frederik	2018-09-20	to update Roland Olbricht, maintainer of the Overpass API (downstream data controller).
Frederik/Paul	2016-05-28	to prepare transparency document from transparency session.
Kate	2018-02-15	to follow up with Grant about the technical workaround of having conference announcement banners on osm.org linked to landing pages on the website.
Kate	2018-01-18	to update the etiquette and add a reporting plan.
Martijn	2018-06-21	to initiate discussion on the osmf-talk mailing list about refining the Local Chapter criteria. # Suggested period for discussion: two weeks.
Mikel/Paul	2018-03-15	to look at the ten most active mailing lists and see if people listed as admins are active in the moderator role, what is in place, and how they manage the lists. # 2018-05-24 Mikel drafted email and both agreed on some modifications.
~~Mikel~~	~~2017-08-24~~	~~to send email on the list to find businesses that would like to offer input on the Welcome Mat.~~
Mikel	2016-08-19	to send round bullet points on diversity policy proposal.
Paul	2018-04-19	to document the evaluation process of software and services used by the OSMF. Related to our FOSS policy.
Paul	2017-02-21	to separate the State of the Map (SotM) net profit discussion items and start the follow-up discussions.
Paul	2016-10-28	to create a page on the wiki, listing software products which are used by OSMF and are closed-source and/or are externally hosted. # Was Peter's
Peter	2018-09-20	to draft email to start off discussion on the osmf-talk mailing list about developing guidance for our involvement in politics/activism.
Peter	2017-04-18	to make a list of requirements for email self-hosting and discuss them with the Operations Working Group.

Welcome new board members

Tobias Knerr and Joost Schouppe were elected to the board and take the seats of Peter Barth and Martijn van Exel.

Selection of officers

Voting for Treasurer

Candidate: Frederik (self nominated).
Voted by all the rest.

Voting for Secretary - 1st round

Candidates: Heather Leson (self nominated) and Paul Norman (self-nominated).
Voting - 1st round:

2 in favour for Heather: Kate, Mikel.
2 in favour for Paul: Paul, Tobias.
3 abstained: Frederik, Heather, Joost.

Tie, which cannot be resolved as the new Chairperson has not been assigned yet.

Voting for Chairperson

Candidate: Kate Chapman (self-nominated).

6 in favour: Frederik, Heather, Mikel, Joost, Paul, Tobias.
1 abstained: Kate.

Voting for Secretary - 2nd round

Candidates: Heather and Paul.

3 in favour for Heather: Heather, Kate, Mikel.
2 in favour for Paul: Paul, Tobias.
2 abstained: Frederik, Joost.

Voting results

Treasurer: Frederik Ramm.
Chairperson: Kate Chapman.
Secretary: Heather Leson.

Frederik asked if any of the new board members is interested to be a Treasurer in the future, so we can start the procedure to get them bank account access. Ideally, two board members should have access.

Holiday - blackout for circulars

Voting

Blackout period for circulars till the 7th of January, 2019.
Have a blackout period for circulars till the 7th of January, 2019. Kate will make sure everyone is contacted, if something urgent happens.
Unanimously accepted.

Related board discussion: 2018 Jan

No need to update the Rules of Order.

Decision: Dorothea to send the fee waiver applications due to financial need to the board after January 7th.

Suggestions that did not get through:

Making circulars for two weeks during the holiday season instead of one week.
Starting the circulars on the 2nd of January, which would make them end after the 7th of January.

Reasoning: Board members who would be away would not have the chance to ask others to give an issue another thought before voting, or provide their point of view during the internal discussion.

GDPR tech implementation

OSMF is looking for someone to prepare a pull request for acceptance against the current “openstreetmap-website” code that will implement these changes (related blogpost).

Paul abstained from the discussion, as he potentially has a Conflict of Interest.

Action items

Frederik to contact Rail developers who have done pull requests in the previous 2 years by email.
Frederik to remind the call on mailing lists after the 7th of January.

Becoming an Open Source Initiative affiliate

Points mentioned during discussion:

Joining was suggested by person from OSI to Simon Poole (Licensing Working Group).
People from OSI have offered help to open projects that Heather was involved with, despite no OSI membership/affiliation.
OSI already has affiliate organisations that are not open source (Wikimedia, Creative Commons, a University).
A lot of open data stuff does originate from principles that OSI has expressed in their original documents.

Voting

Become an Open Source Initiative affiliate
Suggestion that we become an affiliate of the Open Source Initiative - affiliation is free.
Unanimously accepted.

Action Item: Heather to contact the OSI after the 7th of January.

Opavote issues

OpaVote is a hosted platform which we have used in the previous years for polling during the board election. We have found out that members need to have javascript enabled and plugins like Decentraleyes disabled, otherwise the list of the candidates is not visible on the voting page, and people may cast an empty vote. This year 19 persons had issues (11 notified us about them). Please note that: Once a ballot has been cast, there is no way to cancel it or reset it. This election was set-up in such a way so that Dorothea and Steve (who had access to the election), did not know the results while the election was running and thus did not know how many empty votes there were at any given moment (they just had an estimate, based on the number of emails reporting problems). Votes are anonymous - even the Opavote administrators do not know how someone has voted and who has cast an empty ballot. Thus, even after the publication of the results there is no way to confirm who has cast an empty ballot (only the total number of people who did so is available).
Lead: Paul

Paul has priced out alternatives:

Company dedicated to election of UK organisations: GBP 500-2000.
Surveymonkey.
- People administering the election would have visibility of how people voted.
- Would not bring us in compliance with Companies Act.
- May not have STV.

Suggestions:

Offer the OpaVote developer a small amount to fix the javascript bug.
The board to contact the people who were unable to vote (post-meeting addition: and we have received emails from) and say we are investigating and we are hoping that we will make a better voting experience next year.

Decision:The issue will be handled by the Membership Working Group.

Face to Face meeting

Potential Board Face to Face meeting (F2F) in 2019. Related: Summary of 2018 F2F meeting

Suggestions:

On time: Have a meeting early.
On potential facilitator: Allen Gunn (also known as "Gunner") from https://aspirationtech.org/ was suggested.
- Works with Tor, Wikimedia, Mozilla.
- Kate has informally asked him and he is open to the idea.
- Post-meeting addition: has facilitated previous OSMF Face-to-Face meetings (osmf-talk discussion).
On agenda: Not postpone many things to happen at F2F.

Decision: Dorothea to create a poll for weekends without major holidays through May.

Review of the etiquette guidance

Description by Heather: OSM has etiquette guidelines. We as a board should uphold these as best we can. This part of the board meeting will reflect on how we can support and encourage these more. Related: 2018 Mar (and AOB)
Lead: Heather

We have more work to do in terms of how we bring positive peace in times when we should have discussions.
Sometimes the freedom and right to speak consistently, may drown out other voices.
How can the board help, in terms of mailing lists or online activities?

DWG-related points during discussion:

Legal threats by user on forum.
If there are any threats on Twitter, we could report accounts.
Important to show to all volunteers of OSM/OSMF that the board stands with them and that we will not tolerate any bad acts against them.

Action Item: Kate to write to DWG to see if there's anything further the board can do to support them.

GDPR preparation update

The General Data Protection Regulation came into effect May 25, 2018. The necessary steps for GDPR preparation have been discussed during the recent Face-to-Face board meeting (28-29 April). The Licensing Working Group published a set of recommendations, the privacy statement and the Terms of Use. Related LWG discussions: 2018 Oct, Sep, Jul, Jun, May, Apr, Mar, Feb, 2017 Nov, Sep, Jul Related Board discussions: 2018 Oct, Sep, Aug, Jul, Jun, May, Apr, Mar, Feb

No updates besides the previous discussion about the tech implementation RFP.

Advisory Board - monthly update

The Advisory Board members are separate from the OSMF board of directors - individuals are either nominated by Corporate Members of the OSMF or invited directly by the OSMF board of directors. The OSMF Board of Directors will publicly minute, in the board meeting minutes, any communication sent to, or received from, the AB members. This monthly section is reserved for this purpose. Overview. AB related updates and board discussions: 2018 Oct, Sep, Aug, Jul, Jun, May, Apr, Mar, Feb, Jan 2017 Oct, May (F2F), Apr, Mar, Feb, Jan

October (this topic was not discussed during the November meeting due to time constraints).

Enquiry by Facebook (Gold Corporate Member) about whether OSMF could help Corporate Members by receiving funds on behalf of the regional SotMs and transferring en masse. This would make sponsorship a whole lot easier, as it is currently difficult is getting funds to regional SotMs, because of procurement system requirements. A handling fee for the administrative overhead could be added. This has been accepted by the board ( Circular Resolution 2018/Res14).

December:

OSM UK has been asked by the Open Data Institute to review a document they have written that compares different map data licences under various use cases. AB members have been asked for their views on the following: if someone wants to share a neural network that has used datasets licenced under OdBL (e.g. OSM data) as a training set, are there any restrictions on sharing the Neural Network? Would the neural network be "Produced Work" or a "Derivative Database"?
Ben Abelshausen is the new representative of OSM Belgium on the Advisory Board, as Joost Schouppe has been elected to the Board of Directors.

Decision: Heather, as the Secretary, will be the new liaison to the Advisory Board.

Any other business

Dorothea's new supervisor

Previously Martijn van Exel was Dorothea's supervisor and if any board member wanted Dorothea to take up a task, they had to ask Martijn. Kate will temporarily take up that role.

Guest comments or questions

Guests are welcome to speak at the end of the meeting on the topics that have been discussed. Please note that text messages sent on Mumble chat may not be seen by people who join using mobile apps.

Updating board member biographies

Comment by Imagico to Kate to update her biography and thanks to the other board members who have already done so.

Rationale behind the Crimean board decision and the list of votes

Question by newpavlov about when the membership can expect the rationale behind the Crimean decision and the list of votes.

> Martijn was managing this. Heather will restart the conversation within the board. The two new board members have to catch up.

Action Item: Heather to send the background about the Crimean board decision (with the links) to the new board members.

Was the reversal of the DWG decision by the board decided through a circular resolution?

Question by Nakaner: On the 10th of December Martijn van Exel (OSMF Secretary) wrote on the osmf-talk mailing list that the board decided that the (DWG) decision is to be reversed. So, there is a decision by the board. Was it a circular resolution? If not, how did the board decide? Was there a board meeting between the November one and this one?

Kate had to leave for another meeting. Heather chaired the remainder of the meeting.

There was no circular resolution or an additional meeting. Items routinely get decided if there is unanimity and no one calls for a circular.
Please note that Paul and Frederik abstained from the decision, as they are members of the DWG.
People who had not abstained discussed and then came back to the board where the decision was made about what would be said. There are still internal board conversations about the rationale and what needs to be shared.

Next meeting

Meetings take place on the 3rd Thursday of the month, at 21:00 London time, unless rescheduled.
The next monthly board meeting will be on the 17th of January, at 21:00 London time, unless rescheduled.

Meeting end

Acronyms