Board/Minutes/2022-03
Date and time: Thursday 24 March 2022, 13:00 UTC - Countdown
US/Canada: Meeting 1 hour later than usual, due to Daylight Savings Time change.
The topics of the agenda got locked one week before the meeting, on 2022-03-17.
Location: Video room https://osmvideo.cloud68.co/user/ror-nt7-6tu
using BigBlueButton.
Participants
Board members
- Amanda McCann
- Eugene Alvin Villar
- Guillaume Rischard (Chairing)
- Jean-Marc Liotier
- Mikel Maron (joined 3' after start)
- Roland Olbricht
- Tobias Knerr (left 43' after start)
Officers and board
Biographies
Minutes by Dorothea Kazazi.
Not Present
Guests
- 10 guests
Open to all OSMF members.
You are welcome to ask questions or to comment (via voice or on the chat) at the end of the meeting.
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Administrative
Previous minutes
- 2022-02-24 Approved
Circular Resolutions
2022/Res08 Attribution guidelines update for attribution in videos
| Kathleen Lu from the Licensing Working Group (LWG) writes:
"I have noticed that this section of the guidelines is incomplete." Kathleen’s recommended edits in bold: For fictional productions or where the map is not the focus of the production, attribution may be given on the map, in end credits, or, if the video is distributed via a digital format that includes a description, within the description. When attributing via the end credits or the description, the URL to openstreetmap.org/copyright must be included. For incidental footage of a third party map that uses OSM as a source, you must not digitally alter or erase the existing attribution on that map, but you do not need to do anything further (for example, if you film a person typing on their laptop and a map is visible on their laptop screen). For productions where an OpenStreetMap map is a major component of what is shown to users, the attribution should typically appear in a corner of the map, in addition to attribution in the end credits or description. As long as the credit is on screen long enough to be read, it does not have to remain in view during panning or zooming. |
|
Accepted on 2022-02-24 with |
| Circular by Guillaume Rischard. |
Attribution guidelines as on 2022-02-18.
2022/Res09 Allow collective email addresses for the Advisory Board list
| Currently only individual people's email addresses are allowed to be subscribed to the OSMF Advisory Board mailing list.
This proposal is to allow Advisory Board members (i.e. Local Chapter, or Corporate Members1) to nominate2 other group email addresses to also receive emails. |
|
Accepted on 2022-03-16 with 4 votes in favour: Eugene Alvin Villar, Guillaume Rischard, Amanda McCann, Roland Olbricht (Under the assumption that "nominatim" means "nominate") |
| Circular by Amanda McCann. |
1currently Gold or Platinum
2typo was corrected when text was transferred to the OSMF website
2022/Res10 Renew Nextcloud instance from Cloud68
| Cloud68 have offered to renew the Nextcloud hosting contract for €242 for the next 12 months. This circular resolution is to accept that.
No-one objected on the board chat. If you'd like to discuss this more, please vote “Disagree” and give reasoning and we can continue talking. |
|
Accepted on 2022-03-24 with 5 votes in favour: Eugene Alvin Villar, Guillaume Rischard (OWG should be in charge of this after this year), Roland Olbricht, Tobias Knerr, Amanda McCann. |
| Circular by Amanda McCann. |
Action item updates
See Board/Action_Items.
Reportage
Takeover protection
| Background |
|---|
The board on 2021-07-28 formed a Special Committee on Takeover Protection and appointed Andy Allan and Michael Collinson to said special committee with a remit of recruiting additional members and investigating, then recommending to the Board, possible remedies to any potential threat of a hostile takeover of the OpenStreetMap Foundation. The remit included but was not limited to specific attention to paid voting as mandated by the Foundation membership at the 2020 annual general meeting.
|
Related to 2022-02-26 and 27 action item: Amanda to ask the Special Committee on Takeover Protection for status update and to to send any report to the board.
- The Special Committee on Takeover Protection sent an interim report to the Secretary some months ago.
- The Secretary had recently asked them to send the report to the whole board.
Upgrading all Local Chapters to current Local Chapter agreement
Related to 2021-03 action item: Amanda to upgrade all Local Chapters to current Local Chapter agreement
Change of ownership: From "Amanda" to "Eugene with help by Amanda".
Eugene offered to help with contacting the local chapters and chasing them.
HOT draft trademark agreement
| Background |
|---|
| OSMF is currently talking with (Humanitarian OSM Team (HOT) and is working on a draft agreement regarding granting rights for the use of OSMF marks.
Related (not exhaustive list)
|
Guillaume to meet Tyler Radford (Humanitarian OSM Team (HOT) on 2022-03-30 for coffee - the draft trademark agreement might be discussed.
Action item: Guillaume to update the board after his meeting with Tyler Radford (HOT) on 2022-03-30.
Draft local chapter handbook
Related to 2022-02-26&27 action item: Eugene to ask Allan Mustard about the Local Chapter handbook.
Eugene found the draft online document.
Suggestion: To incorporate information from the draft local chapter handbook in the process of approving local chapters and the work related to minimum local chapter criteria.
OSMF relocation
| Background: Investigation into moving OSMF out of the UK, and into the EU |
|---|
| The OSMF board is considering relocating the OSMF to the EU and is consulting the members for feedback, advice and whether they’ve missed anything.
Comments by members on the osmf-talk* mailing list: thread 1, thread 2. * osmf-talk is the mailing list for OpenStreetMap Foundation members (Join the Foundation). All past messages are available here.
Please note that there were extensive discussions about Brexit and its effects by the Licensing Working Group (LWG) (search the LWG minutes for "Brexit") and the issue was also previously discussed by OSMF members and the board. Recent board discussions about relocation
|
| Suggested by Jean-Marc Liotier |
Related to action items:
* Guillaume to have a meeting on 2022-03-02 with Jean-Marc about moving OSMF out of the UK.
* Jean-Marc to provide during the October board meeting a list of countries that have responded to us with information which is worth examining, our realistic options and to start looking at whether the new board will want to move in 2022 out of the UK.
- Jean-Marc has created a list of European countries and marked which should be removed as countries for OSMF relocation, with reasons for their exclusion.
- For some of the remaining countries, we have local people who might be able to assist the board.
- Allan Mustard forwarded to the board an email from a person offering to help with relocation to Netherlands.
- Guillaume has been contacted regarding OSMF relocation via direct messages on Twitter and will try to find the relevant messages.
- There was a meeting of Guillaume with Jean-Marc about OSMF relocation - nothing to report yet.
Next steps: Go through the list of the remaining European countries and add reasons for selection for potential relocation.
Senior Site Reliability Engineer
| Background |
|---|
| The OSMF board plans to hire a senior site reliability engineer (SSRE). The person has already been selected.
Related:
|
6 days away from being able to announce their name.
Action item: Guillaume to ask the future senior site reliability engineer (SSRE) to write a short introduction for the OSM blog.
Minimum local chapter criteria
Related to action item: Jean-Marc to write up a proposal for the minimum local chapter criteria before the March 24 board meeting. Will be supported by Eugene.
Jean-Marc has written a draft proposal for the minimum local chapter criteria.
Next step: formalisation and publishing.
Candidate for work on osm.org
Related to action item: Roland to contact Frederik Ramm (Data Working Group - DWG) about a candidate for work on osm.org with whom the DWG has already been in contact. [From: discussion during setting the screen-to-screen agenda on the suggested topic "osm.org - Find a solution to support osm.org website development with paid work" (there was no separate session)
- There was no reply from Frederik yet about the candidate for work on osm.org.
- The Engineering Working Group (EWG) has the details of the candidate.
Suggestion
- Should go through the Engineering Working Group.
Engineering Working Group meeting
| Background |
|---|
| The Engineering Working Group (EWG) requested EUR 9600 from the board to support a proposal put forth by Jochen Topf to investigate possible changes to the OSM data model.
At the end of 2021 Tobias Knerr talked with Jochen Topf about the revived EWG and its interest in maybe pushing OSM data model changes, possibly, but not necessarily, in the direction that Jochen talked about in his talk at State of the Map 2018 conference in Milan (slides, video). Jochen offered to write a study which looks at current proposals and do a first evaluation of the expected problems and benefits of each proposal, the changes and efforts needed, and come up with some kind of timeline and project plan. According to him, this can not be complete, because nobody knows all the software out there which uses OSM data, but it can look at the effort needed for OSMF infrastructure and the most important pieces of software used in OSM stacks. The study would be mostly based on his expertise and some limited input from other people in the community, to get it done with a reasonable amount of effort and cost. After that, the EWG can talk about it and decide whether it wants to go forward with this project, what plan to adopt and how to fund the effort. Jochen estimated an effort for 120 hours of work, offered for EUR 9600, and that the study will be finished three months after the placement of the order. Jochen also noted in his email that many of the proposed changes (or similar ones) will need a huge and concerted effort on the part of the OSM community over several years, involving many players, and that he believes this is something we can do as a community, but only if there is some common agreement that we *want* to tackle it. Additionally, that the scope is much larger than anything anybody could do in their spare time and that the effort will need some kind of project management, some people to come up with documentation, specs, plans. It will also need the support of many implementors in many Open Source and proprietary projects and, maybe, also funding. In his estimation we are surely looking at a six figure sum over several years. Related board discussion |
Both Tobias and Roland are on the board and on the Engineering Working Group (EWG).
- Roland didn't have any further discussion with Jochen Topf about his proposal to investigate possible changes to the OSM data model.
- The Engineering Working Group decided that Tobias will handle this, to reduce Roland's workload.
Contributions without individual OSM accounts
| Background |
|---|
| External tools like Wheelmap and the recently introduced Microsoft MapBuilder allow their users to submit changes to the OSM data via a single account, instead of having one account per individual contributor.
The Data Working Group (DWG), after a request by the board, sent a well thought-out list of requirements for contributions to OSM via external services - such as the Microsoft MapBuilder - for the contributor to be a meaningful part of the community. E.g.
Related board discussions:
|
Related to 2022-02-10 action item: Tobias to email Microsoft with the Data Working Group's expectations regarding contributions without individual OSM accounts.
- Tobias has emailed Microsoft, but the issue has not reached a satisfactory solution yet.
- Microsoft wants to be sure that the Data Working Group (DWG) will be ok with new implementation of MapBuilder before investing any resources in developing it.
- DWG is reluctant to provide a blank check.
Points mentioned during discussion
- Harsh Govind (Microsoft representative on the Advisory Board) was thankful for the feedback provided by Tobias and the DWG.
- Microsoft realised that what they wanted to do was a failed experiment and have written a new proposal, which was shared with Tobias.
Suggestion: If the DWG does not have enough time to review Microsoft's proposal, it should be shared with the board or others for some preliminary feedback.
Action item: Tobias to ask Microsoft to share their new proposal with the whole board.
Treasurer's report
| Previous reports during monthly board meetings |
|---|
Please note that additional financial-related topics have been discussed during previous board meetings. |
| Presented by Roland Olbricht (Treasurer). |
Xero
- When Michelle is absent we lose tracking of our bank accounts on the online accounting/bookkeeping platform we use (Xero), as she manually adds information from our bank statements into the platform.
- Michelle will be back in two weeks.
10K Microsoft donation
| Background |
|---|
| OSM is the winner of Microsoft's December 2021 FOSS Fund. The company selects one open source project per month to receive a $10,000 donation. Microsoft engineers participate in the nomination and selection process.
Previous updates
|
- We now have a Github sponsors account to receive the funds, which is virtually free of charge.
- Microsoft has been told by Stripe that the OSM Github sponsors account is inactive and can't pay us yet.
- Roland has contacted Github support, after a request from Microsoft, and Github support said that everything is ok with the account.
Other financial news
A refund is open for the Membership Working Group.
Google suppliers' portal
- Set-up of the OSMF account on Google suppliers' portal (Ariba) still not complete.
- Google Summer of Code gets paid via Payoneer - which has high fees for conversion.
Corporate Membership application with request to pay in Bitcoin
A Bitcoin-related company is interested in becoming a Supporter Corporate Member (fees EUR 500/year) and asked if they can pay in Bitcoin.
We already accept some donations in Bitcoin. Does accepting Corporate Memberships in BTC makes a big difference?
- We currently do not have a dependency on Bitcoin and for donations we used to keep the money in BTC for some time before converting into Fiat.
- The accountant has never raised the Bitcoin donations as an issue.
Points mentioned during discussion
- We sometimes get big donations in BTC, otherwise it is a bit of a hassle.
- We don't accept anonymous corporate memberships.
Concern: high bureaucracy due to anti money-laundering regulations.
Jean-Marc offered to help.
Suggestions
- Roland to talk with the accountant.
- Budget committee: both the accountant and Grant, who handles the Bitcoin donations, should be on the committee.
Software Dispute Resolution Panel
| Background |
|---|
| The board in January 2021 decided to evaluate the work of the Software dispute resolution panel after one year (January 2022). The panel reported that there had not been any cases of disputes brought forward. On 2022-02-10 the board decided to start the public consultation of the membership about the software dispute resolution panel.
The panel's initial mandate was to deal solely with disputes over changes to the iD editor. The current five members of the panel are: Richard Fairhurst, David Morais Ferreira, Wille Marcel, Minh Nguyen and Ilya Zverev. Related board discussions and other communications:
|
| Carried over from February meeting. |
- The Software dispute resolution panel doesn't seem very active.
- This is not a high priority topic.
Decisions:
- Keep the current composition of the Software dispute resolution panel and defer the topic to October's meeting.
- Tobias to update the membership about the status of the Software dispute resolution panel for iD and the board's decision.
Membership prerequisites
| Background |
|---|
| The board decided to have a General Meeting on 30 April 2022 - unless rescheduled. The initial plan was for OSMF members to be asked to vote on suggested changes to the membership prerequisites, proposed by the board.
The issue was discussed during the February board screen-to-screen meeting, and the related action item and decisions were:
* osmf-talk is the mailing list for OpenStreetMap Foundation members (Join the Foundation). All past messages are available here. About membership prerequisites "The board of directors shall, together with the OSMF Membership Working Group, work on a set of proposals to ensure that all successful applicants for membership or associate membership in the OpenStreetMap Foundation have made a reasonable amount of contributions to OpenStreetMap. The specific form of the contributions (e.g. mapping vs. non-mapping) does not make a difference for the fulfillment of these prerequisites. The board shall submit these proposals as possible resolutions at a general meeting in 2021." The rationale was presented here. The board some months before the 2021 annual general meeting (AGM) asked the volunteers of the Membership Working Group (MWG) to make proposals. The MWG did not have the humanpower to complete the work in time for the Annual General Meeting in December 2021 and the board decided to submit the proposals on a General Meeting in April 2022. Related board discussions:
|
| Suggested by Tobias Knerr. |
- Tobias has created a draft on the membership prerequisites.
- The General Meeting on 2022-04-30 has to be delayed or called off now, as otherwise the official announcement including the text of the proposed resolution, should be send to the OSMF members soon.
Decision: Create a circular for voting on the suggested cancellation of the General Meeting on 30 April 2022.
Updates to Board Conflict of Interest Policy
| Background |
|---|
Proposed changes to the board Conflict of Interest policy to (i) disallow taking part in board conversations and (ii) disallow moving motions/starting circular resolutions.
The proposed text might change till the board meeting. |
| Suggested by Amanda McCann. |
Suggestion
- Introduce formal procedure where the rest of the board members can state that they don't see a conflict of interest (CoI) for a specific board member.
- The current wording of the conflict of interest policy seems to allow that possibility.
On participation in discussions
- We have the option to leave people out of discussions, as when the board decided to contract the Treasurer to resolve the banking issues at that time.
- In cases where a board member self-declares a conflict of interest, what the rest of the board decides is whether the board member with a conflict of interest can participate in discussions, not whether there is a conflict or not.
- There were no occasions so far where board members felt that someone from the board should not participate in discussions and the issue was not resolved.
- Amanda's suggested new wording of §1.4 (see background section above) according to her means that people who can't participate in discussion can listen to them but not speak.
Other points mentioned
- Proposal premature, unusual and we don't have the need for such changes.
- Board members with a conflict of interest can be asked to not be present during discussions for exceptional circumstances.
- Board members should stay away from situations where there is even the appearance of a conflict of interest.
On recent case of board member's conflict of interest
- Guillaume has not participated in board discussions about the current situation in Ukraine and OSM, as he has a self-declared conflict of interest (his wife works for the Luxembourg government, which has a strong view on the situation).
Vote
| Vote |
|---|
Motion to amend the board Conflict of Interest policy to disallow taking part in board conversations, with the following changes:
|
|
Accepted on 2022-03-24 with |
| Motion by Amanda McCann. |
On disallowing moving motions/starting circular resolutions
Suggestion to amend §3.4.1 of the current policy, so that board members with a conflict of interest on a topic will not be able move or second motions, or start circulars on that topic.
Proposed new wording:
“Board members with a Conflict of Interest on a topic must not take part in votes, or board discussions, move or second motions, or start circulars on that topic. ”
Is this not covered by the current wording "board discussions and votes"? > The suggested change will remove ambiguity.
Other points mentioned during discussion
- The grammar needs some changes.
- Suggestion to vote via a circular due to time constraints.
- Circulars have stronger requirements and need more discussion.
Decision: There will be a vote via a circular on disallowing board members with a conflict of interest to move motions/start circular resolutions related to topics o which they have a conflict of interest. The circular will be created by Amanda.
Bank account access updates
| Background |
|---|
| "Add Roland to the bank account." |
| Suggested by Amanda McCann. |
- Status quo: Both the Treasurer and Accountant get access to the bank accounts - the Treasurer acting as a back-up.
- Currently: Roland (Treasurer after 2021-12-15) does not yet have access to all bank accounts, due to paperwork requirements.
- Bank of Ireland accounts: For granting access we need to have a formal board meeting.
On payments
- Accountant usually does the payments - once they get approved by the Treasurer.
Suggestion: Have three persons with access to bank/financial accounts: Chairperson, Treasurer and Accountant.
Vote to give Chairperson, Treasurer and Accountant access to all bank accounts
| Vote |
|---|
| Motion for the board to give Chairperson, Treasurer and Accountant access to all bank accounts, including the Bank of Ireland accounts. |
|
Accepted on 2022-03-24 with |
| Motion by Guillaume Rischard. |
Advisory Board - monthly update
| Background |
|---|
| The Advisory Board members are separate from the OSMF board of directors - individuals are either nominated by Local Chapters and Gold or higher 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 of board communications with representatives on the Advisory Board. 2022 Jan, Feb |
| Presented by Amanda McCann (Secretary). |
- The Secretary started the poll for the next Advisory Board meeting.
- The board has allowed collective email addresses for the Advisory Board list.
- The OSM Belgium board subscribed to the Advisory Board mailing list with a collective email address.
Monthly presentation
| About this monthly section |
|---|
| In 2020 the board started hourly discussions with Corporate Member representatives on the Advisory Board and inviting Local Chapter representatives on the Advisory Board to give 10' presentations during public board meetings (this slot). A year later, during the 2021-04 board meeting, delegation of the Local Chapter presentation scheduling was suggested by the Secretary (Amanda McCann), who was previously solely responsible for that. Mikel Maron and Eugene Alvin Villar offered to help with organisation.
2022 presentations 2021 presentations |
There was no presentation scheduled.
Any other business
Ukraine
Information provided by Roland. Item reordered - during the meeting it was discussed after the "guest comments or questions" section.
- There have been some communications with community members and the board tried to help.
- Some of the information cannot be made public and nothing is not publicly actionable.
- Trying to not get OSM abused during this time.
Other points mentioned during discussion
- There might be a blogpost after the war.
- The Data Working Group (DWG) has been quite active in the current situation.
Guest comments or questions
| Open to all OSMF members (join the OpenStreetMap Foundation). You are welcome to ask questions or to comment (via voice or on the chat) at the end of the meeting.
|
Suggested moderation team members
| Background |
|---|
| On 2021-12-15 the board adopted the Etiquette Guidelines proposed by the Local Chapters and Communities Working Group (LCCWG) moderation subcommittee for the talk* and osmf-talk** mailing lists. Enforcement will begin as soon as a new moderation team for these lists is affirmed by the board.
* talk is the mailing list for all OpenStreetMap community members. All past messages are available here. The board intends to extend the scope of the Etiquette Guidelines to all international communication channels hosted by the OSM Foundation after informal consultation with the respective communities. Regional communities, and communities on platforms not hosted by the OSM Foundation, are free to choose to use the Etiquette Guidelines for their channels as well. Proposed moderation team
Additional information about the composition of the proposed moderation team was mentioned during the November board meeting. The board asked the committee for the "resumes" of the proposed moderators and the names of other people who applied to be on the moderation team. In case the LCCWG moderation subcommittee is not willing or legally able to share the details about unsuccessful applicants with the whole board, the board will ask the subcommittee to share it with the members of the board who happened to be also members of the subcommittee at the start. Related discussions:
More information can be found in the background sections of previous board meetings. |
Suggestion by Maggie Cawley (LCCWG moderation subcommittee) to discuss moderation.
Points mentioned during discussion
- The board is waiting for the introductions of the suggested moderation team members.
- Comment by Maggie Cawley (LCCWG moderation subcommittee) that nothing was asked of that group yet and that the subcommittee was told to wait until the board makes a decision in the board meeting.
| The following email messages were copied in the chat window during the meeting |
|---|
| By Maggie Cawley "I hope you've been well. It seems Guillaume and I have found a way forward, with Allan Mustard agreeing to take on the role of Lead Moderator and the Moderation team/working group ready to develop an introductions blog ost and join a virtual meeting to meet the OSMF board. Thanks to everyone for their help in the process. I'll now step out of the mix as middle-woman so I don't hold up any collaboration or progress!"
|
Suggested process
- Have a get-to-know meeting of the board members with the proposed members of the moderation team.
- Vote on the approval of the suggested members of the moderation team.
- The board to ask the proposed members of the moderator team, once approved, to send a draft blogpost to be published on blog.osm.org.
On voting for the approval of the suggested moderation team members
- This will be done after having a chat with them.
- The board reserves the right to stop the process.
On suggested blogpost
- This has to be decided by the Communication Working Group (CWG).
Action item: Amanda to contact the suggested members of the moderation team and schedule a meeting of the board with them in order to get to know them. Will also ask each to write a paragraph about themselves.
Next meetings
- 2022-04-14 at 13:00 UTC. Time in different timezones, Countdown Mid-month board chat (not open to observers)
- 2022-04-28 at 13:00 UTC. Time in different timezones, Countdown Public board meeting.
Open board meetings take place online once a month, usually on the 3rd or 4th Thursday of the month, at 13:00 UTC.
See the Monthly Board meetings page to find out where board meetings are announced and for a subscription link to have future board meetings automatically added to your calendar.
Meeting adjourned 80' after start.