Board/Minutes/2024-01
Date and time: Thursday 25 January 2024, 13:30 UTC
Minutes approved by the board on 2024-02-29.
Please note that the individual points mentioned below usually reflect the opinion of one or more board members and not necessarily of the whole board. Official board decisions are taken during the meetings or by voting using circulars, and votes are listed in the minutes.
The topics of the agenda got locked one week before the meeting.
Location: Video room https://osmvideo.cloud68.co/user/dor-2cd-qah-rim
using BigBlueButton.
Participants
["talk" time*] Name
- [05'] Arnalie Vicario
- [08'] Craig Allan
- [01'] Dani Waltersdorfer
- [27'] Guillaume Rischard (Chairing)
- [04'] Mateusz Konieczny
- [11'] Roland Olbricht
- [09'] Sarah Hoffmann
*Includes time when the microphone was activated due to noise.
Officers and board
Biographies
Minutes by Dorothea Kazazi.
Guests
- 16 guests, including Martin Raifer (Presenter)
Open to all OSM Foundation members. (Become a member of the Foundation, even for free if you are an active OSM contributor)
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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Preliminaries
- Welcome by Chair
- Determination of quorum
Presentation on iD editor by Martin Raifer
Previous presentations and about this section |
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See Monthly_Board_Meetings/Presentations. |
10 minute presentation by Martin Raifer, iD maintainer.
On recurring contributors to iD code
Question by Sarah Hoffmann on whether most of people are contributing code to iD just once, or if they are recurring ones.
- Similar to every open source product:
- A few people contribute a lot with iD.
- A lot of single pull-request contributors, especially from people who want to get to Google's Summer of Code program, as there is a requirement to have at least one pull request.
On iD suiting specific people's needs
Question by Dani Waltersdorfer on going into more depth about iD suiting people's specific needs.
- iD could offer different rendering styles / predefined filters, so that not all OSM data is displayed.
On thoughts on mobile/field mapping
Question by Dani Waltersdorfer about whether Martin has any thought on mobile / field mapping.
- Not such direction at the moment.
- The area of the display on mobile phones is typically too small to do something productive.
- Got feedback that iD works reasonably well on a tablet.
On plans for 2024
Question by Arnalie Vicario on plans for this year and what Martin is looking forward to.
- Currently prioritising incoming pull requests, so that external contributors get feedback as soon as possible and don't feel left out.
- Idea to have a dedicated tool to more easily add buildings.
- Would like to add better support for lifecycle prefixes i.e. so that mappers can more easily mark a shop as closed.
On the support that Martin would need to help his work with iD
Question by Martin-kokos on what kind of support Martin would need to help his work with iD.
- Currently in contact with and reaching out to some more people to help with "ticket triage", e.g. replying to feature requests, testing bug reports, closing duplicate issues, etc. – that should be a good help and hopefully reduce the workload a bit.
Other comments
- Arnalie Vicario and Dani Waltersdorfer agreed on iD's friendliness and that - as it is the main point of entry for everyone - it should be very welcoming and easy to navigate.
- Harrison Devine mentioned that he would love to favorite presets, as, when he types "s" to search presets he almost always wants sidewalks not slipways.
- Martin-kokos thanked the speaker for all the work on iD.
Administrative
Vote on multiple resolutions
Motion by Guillaume Rischard to approve the resolutions listed on the following items, in order to have more time for the rest of the agenda:
1. Approval of previous minutes
3. Topic: Nomination of Board liaison for Digital Public Goods Alliance 4. Topic: Resolution on licensing use of OSM trademark on OSM.tips websites 5. Topic: Graded spending policy |
Unanimously approved on 2024-01-25 with 7 votes in favour: Arnalie Vicario, Craig Allan, Daniela Waltersdorfer, Guillaume Rischard, Mateusz Konieczny, Roland Olbricht, Sarah Hoffmann. |
Proposed by: Guillaume Rischard, Seconded by: Sarah Hoffmann. |
The following topics were initially proposed by Guillaume Rischard to be approved with the items above, but were taken out of the bundle after explicit request:
- OSM Belgium Local Chapter re-application - request for discussion by Arnalie Vicario.
- Ensure review of signed contracts - request for discussion by Sarah Hoffmann.
- Board liaisons for working groups - request for discussion by Sarah Hoffmann.
Approval of previous minutes
Minutes of November 2023
Resolution: The Board resolves that the minutes of the November Board meeting are an accurate reflection of the meeting.
Decision: Approved. See: Vote on multiple resolutions.
Minutes of December 2023
Resolution: The Board resolves that the minutes of the December Board meeting are an accurate reflection of the meeting.
Decision: Approved. See: Vote on multiple resolutions.
Circular Resolutions
2023/Res46 Provisional 2024 budget
Board Resolution for Adoption of Interim Budget The Board acknowledges that the OpenStreetMap Foundation has not finalised the annual budget for the upcoming year. To ensure continuity of operations, the following resolution is adopted: 1. Interim Budget based on 2023 figures: The Board approves the use of the 2023 budget as the interim budget for the Foundation for the initial part of the fiscal year 2024. This interim budget will be in effect from 1 January 2024, until the approval of the 2024 budget. 2. Authority for Expenditures: The Treasurer and designated officers are hereby authorised to make expenditures as per the 2023 budget during this interim period. Working groups within the Foundation are permitted to submit purchase requests and expenditures as usual, within their allocated budgetary limits. 3. Expedited Final Preparation of 2024 Budget: The Board emphasises the importance of completing the 2024 budget, and commits to finalising the annual budget promptly. A draft should be presented for review at the January public board meeting. 4. Stakeholder Communication: The Treasurer is tasked with communicating this interim measure to all relevant parties, ensuring transparency and understanding. 5. Ongoing Financial Oversight: The Board shall continue to monitor the Foundation's financial status closely and be prepared to make necessary adjustments once the 2024 budget is finalised. |
Approved on 2023-12-28 with 6 votes in favour: Guillaume Rischard, Mateusz Konieczny, Roland Olbricht, Arnalie Vicario, Craig Allan (This is an interim measure will keep us operating through to Thursday 25th Jan.), Sarah Hoffmann (The proposal itself is okay. I do not agree with the implicit assumption that an absence of the proposal would have meant that all operations of the OSMF had stopped. This is an interpretation that is at odds with current practice and as such surprising to everybody involved). |
Circular by Roland Olbricht. |
2024/Res01 Decision on Mollie
This poll is to make a Board decision on migrating our instance of Mollie, the funding gateway software, from the current version to the UK version.
There are no financial implications. Financially everything will continue as before. Mollie will process incoming donations and charge us a small % fee on each donation for their service. There is a software implication in that the API key we use to access Mollie will need to be changed. Guillaume set the software up and is is the only board member able to make this change. He will need to follow the instructions emailed to him by Mollie to change the account and then insert the new API key into our code. Vote below to Agree/Disagree/Abstain with regard to the following resolution: "We, the members of the OSMF Board, hereby resolve to authorise Guillaume to implement the change in the Mollie account." |
Approved on 2024-01-04 with 6 votes in favour: Arnalie Vicario, Craig Allan, Guillaume Rischard, Mateusz Konieczny, Roland Olbricht, Sarah Hoffmann. |
Circular by Craig Allan. |
2024/Res02 Approve active contributor membership application #2023122710000044
The Board currently decides on active contributor membership applications based on non-mapping contributions on a case-by-case basis. |
Did not pass on 2024-01-14 with 6 votes against: Arnalie Vicario (Need more info about OSM projects they’ve been working on), Sarah Hoffmann (Please provide more information about concrete projects. The active membership program is for engagement in the OSM community. Engagement in projects using OSM data is great but not necessarily sufficient for the program.), Craig Allan (This is a minimalist application, with very few mapping days and no attached information on the applicants contribution to OSM. The HOT employment is noted, and very likely the applicant has made good contributions, but we don't give HOT staff automatic ex-officio membership. I'd like to say Yes, but I would like to see something concrete in the application to base my Yes on. I'd encourage the applicant to revise and re-apply.), Mateusz Konieczny (per others.), Guillaume Rischard, Roland Olbricht. |
Application initially processed by the Membership Working Group. |
2024/Res03 Approve active contributor membership application #2024010310000081
The Board currently decides on active contributor membership applications based on non-mapping contributions on a case-by-case basis. |
Did not pass on 2024-01-16 with |
Application initially processed by the Membership Working Group. |
* Redacted.
2024/Res04 Approve active contributor membership application #2024010310000091
The Board currently decides on active contributor membership applications based on non-mapping contributions on a case-by-case basis. |
Did not pass on 2024-01-17 with |
Application initially processed by the Membership Working Group. |
* Redacted.
** Number rounded.
2024/Res05 Approve active contributor membership application #2024010810000036
The Board currently decides on active contributor membership applications based on non-mapping contributions on a case-by-case basis. |
Did not pass on 2024-01-17 with |
Application initially processed by the Membership Working Group. |
Action item updates
https://wiki.osmfoundation.org/wiki/Board/Action_Items
Arnalie Vicario
Revitalise the Diversity and Inclusion Special Committee
#70 - To revitalise the Diversity and Inclusion Special Committee
Emailed the members of the Diversity and Inclusion Special Committee, looking at their interest in revitalising and resurrecting the committee.
How to encourage participation of OSMF members
Plans to do a membership drive, together with the Membership Working Group.
Local Chapters: Redesign and make explicit our relations
There will be an Local Chapters and Communities Working Group (LCCWG) meeting this month, and hopefully Dani Waltersdorfer will attend.
Craig Allan
Executive director
#9 Executive director - Establish what we'd want an executive director to do/not do
- Pending, as focused on budget and Secretary tasks.
- There's an informal action item, to transform the OSMF's mission statement in 9 languages.
Daniela Waltersdorfer
Guillaume Rischard
Trademark registration from Brazil
- There was an application in Brazil for registering a trademark that contained "OSM" in the name, by an organisation that's not yet a local chapter.
- We came to an agreement with the organisation, and they have changed the trademark application to not include the word OpenStreetMap.
- They gave a presentation during September's board meeting.
- We encouraged them to become a Local Chapter.
Mateusz Konieczny
Attribution enforcement
#65 Attribution: To maybe make a blog posting thanking some data users with exemplary attribution
#112 Mateusz Konieczny to provide a draft letter for the selected two sites which lack OSM attribution
There was some activity.
State of the Map Europe 2024
- Communication with one of the organisers, regarding coordination and help with the SotM trademark application (which has been granted by OSMF).
- The conference will take place in Poland this summer.
Other work
- Attempts to improve future contract handling and some other protocols.
Roland Olbricht
No updates.
Sarah Hoffmann
No updates.
Secretary's report
Background |
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During the 2023-02 board meeting it was decided to have a "Secretary's report" section during the monthly board meetings, in place of the "Advisory Board monthly updates", which were provided by the Secretary.
Previous reports: There is no guidance for what a Secretary's Report should contain, and there is a big overlap between the reporting the Secretary does under Action Items and possible newsy topics for the Secretary's report. Also, there is no point reporting if there is no need for a report - as the Americans say "If it ain't broke don't fix it". The current Secretary has put this question to the Board. What should Secretary report on, with two options. Firstly, the Secretary could present a newsy round-up of administrative actions taken during the preceding month, or secondly, and far more useful, the Secretary could present a summary of progress on the important projects of the OSM Foundation. In particular, reports on current contracts and reports on the progress made on the projects listed in the strategic plan. The choice on content is currently before the board and the GitLab issue has seen one very useful response to date. Proposed Noting Resolution |
On what should be included in the reports
- News from the last month.
- Monitor of progress that the organisation is making towards its goals.
News:
- Conference participation: looking at sending a board member to the Wikimedia East and Southeast Asia conference
- Board: Face-to-face board meeting being planned.
- Tile traffic: there is software which has caused increased tile traffic - we're negotiating with the organisation to get this fixed.
- Domains: We received an enquiry about handing our sotm.org domain by an orchestra (Symphony of the Mountains orchestra). We politely declined and pointed them to the top-level domain .music
- Corporate Members: ioki became a Silver Corporate Member.
- Legal: Making sure we comply with laws - e.g. EU's general data protection regulation and UK acts.
- Trademark:
- The OSMtips topic was just voted and we'll have a trademark agreement with them.
- OSMers applied for a trademark licence for organising a SotM Europe 2024 conference in Poland.
- Came to an agreement with the Brazilian team who applied for a trademark which included "OSM" in the name.
- Financial: We use Mollie to handle credit card and PayPal payments to the organisation - there was an issue which was solved.
- Communication: Dealing with bans and blocks in community.osm.org. Only the most extreme cases come to the board for rulings.
- Presentations: Looking for more speakers for the monthly presentations during board meetings.
- Supporting regional SotMs: OSMF has a LimeSurvey account and we provided access to it to the SotM Africa 2023 organisers. Other SotM organisers and Local Chapters can use it too - as well as the osmvideo OSMF instance.
- Mission statement: Craig will translate the recently-updated OSMF mission statement in several languages.
Treasurer's report
Previous reports during monthly board meetings and general meetings |
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See Treasurer's reports on the finances page. |
Issues
- Some financial discussions took place during finance committee meetings in order to gain time - however, this practice excludes half of the board.
- Preparing the budget in a rush, as the board was just elected and there was the traditional pause for circulars at the end of December.
- Suggestion: Move the election next year.
Budget for 2024
Background |
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The OSM Foundation is moving towards the implementation of detailed annual budgets. To date, the organisation has not planned in detail for budgets on an account by account basis. There are many advantages to doing so, including the ability to better control expenditure, to be able to monitor spent and remaining funds and most importantly to limit expenditure by any one group to their declared purpose and to their spending cap as defined in the budget.
With the help of Harrison Devine who is volunteering his professional accounting skills, a draft budget to 2024 has been drawn up. It is currently oversubscribed, which is a normal stage for any budget process, so a process of reducing expenditure has begun. The budget will be balanced and that balanced budget will be submitted for formal approval in February. This is the first attempt by the OSMF to do this process, so the delay is due to inexperience. It is hoped that next year the budget will be ready on time. In the interim the budget used for 2023 is being used, as formally resolved by the Board in December 2023. Draft Noting Resolution |
Topic suggested by Sarah Hoffmann and Roland Olbricht. |
Harrison Devine has professional experience in preparing a budget and offered support.
On the draft budget
- Draft budget is based on numbers acquired from Working Groups and from existing numbers.
- The budget is not yet ready to be accepted.
- We have a deficit, which is good because we started to spend money.
Harrison Devine and the finance committee were thanked for their work on the budget.
Other points mentioned
- Various ideas have been suggested on spending the money, which can be presented to donors.
- There was a complaint by a bug donor that it took OSMF years to start spending the money donated by them.
- Need to fundraise this year again.
Draft budget presentation by Harrison Devine
The document shows each of the working groups with the prior year (2023) actuals, except the SotM-WG, which shows the 2022 actuals.
Income for 2024
- GBP 49,000 increase in revenue, related to SotM.
Expenses for 2024
- GBP 121,128 Deficit/loss.
- GBP 188,000 increase in expenses, related to CWG, EWG and SotM.
- GBP 81,000 projected
- Biggest expenses: personnel and contractors, SotM, grants and fiscal sponsorship.
On currency
- The majority of the budgets were prepared in euros
- The currency exchange component is mitigated by the fact that we also receive revenue in a variety of currencies.
- Most likely to even out, but we have to watch it.
CWG
- Requested budget increased from GBP 800 in 2023 to GBP 19,000 in 2024.
EWG
- Largest increase in expenses in contractors.
LCCWG
- Numbers projected based on 2023 actuals.
LWG
- Numbers projected based on 2023 actuals.
OWG
- They submitted a detailed budget.
- Numbers similar to last year, few shifts.
SotM WG
- GBP 6,000 deficit - in the past it had generated a surplus.
- Projected SotM 2024 revenue: 4/5 of 2022 revenue.
- Projected SotM 2024 expenses: for 400 attendees, based on 2022 actuals.
- USD 10K savings if the attendees are reduced to 300.
- SotM: uncertainty around the attendance and the expenses.
SotM Europe 2024
- Fiscal sponsor income and fiscal sponsorship expense net out.
- Comment that it shouldn't be included in the budget
Questions and answers on the draft budget
Points raised by Sarah Hoffmann, as needing discussion between finance committee and board:
- Missing:
- Board travel budget for face-to-face board meeting, SotM 2024 and local events.
- Budget for advancing the move to EU. 30K estimated for the whole process.
- Clarifications needed: Personnel costs for LWG and LCCWG.
- LWG: Need to ask them of they expect any expenses for trademark renewal, as in 2023.
- OWG:
- Suggestion: Higher amount. Cost looks low, as expected more than 160K.
- Important that they can work without coming to board for approval of expenses, e.g. replacements.
- SotM Europe 2024: should not be included.
- Mistake, transferred from last year.
- Awards and entertainment: Provided to two working groups. Clarification required on what people can spend money one.
- Suggestion to give to all working groups a low amount.
- Pizza fund/money for new keyboard/headsets.
- Wouldn't want to give Working Group budgets they haven't asked for or trim budgets that have been asked for.
- Suggestion to give to all working groups a low amount.
On administrative assistant costs: These were split across the working groups which are helped, for cost transparency.
On LWG
- The LWG didn't have time to discuss the budget.
On OWG
- There was a push to renew hardware 2 years ago and we don't expect big repairs.
- The hardware we use is often cheap.
- OWG low cost is based on actual.
Question by imagico on the chat on whether OSMF had net expense on SOTM-EU last year and that this was not in the financial reporting.
> There were travel cost for some board members to attend SotM Europe 2023.
Question by imagico on the chat on whether the OSMF intends to run SotM Europe 2024.
> No. This is an oversight in this projection.
Suggestions for board meetings on budget
- Plan mid-month chat for two hours.
- Meeting at 13:30 UTC on 1st of February.
Next step: The board to schedule a meeting on the budget.
OSM Belgium Local Chapter re-application
Background |
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The OSMF board will vote on the re-application of OSM Belgium to become a Local Chapter.
The board on 2018-05-24 approved Open Knowledge Belgium as the OSMF Local Chapter (LC) for Belgium, with the operating title "OpenStreetMap Belgium". The Local Chapter application and supporting documents are here. On 2023-09 the board approved Open Knowledge Belgium's request to terminate the Local Chapter agreement. OSM Belgium has now registered as an organisation in Belgium. The related discussion about the termination, potential effects and the transition can be found here on community.osm.org. |
Topic suggested by Arnalie Vicario. |
Vote on OSM Belgium Local Chapter application
Resolution: After careful review and consultation of the reapplication of OpenStreetMap Belgium to become a local chapter, the board found that the requirements are successfully fulfilled. Motion to approve the reapplication of OpenStreetMap Belgium, under the organisation OpenStreetMap Belgium, as a local chapter. |
Decision: Unanimously approved on 2024-01-25 with 7 votes in favour: Arnalie Vicario, Craig Allan, Daniela Waltersdorfer, Guillaume Rischard, Mateusz Konieczny, Roland Olbricht, Sarah Hoffmann. Against: 0, Abstentions: 0. |
Proposed by: Arnalie Vicario, Seconded by: Craig Allan and Roland Olbricht. |
Nomination of Board liaison for Digital Public Goods Alliance
Background |
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OpenStreetMap is now registered as a digital public good with the Digital Public Goods Alliance, which is a multi-stakeholder UN-endorsed initiative that "facilitates the discovery and deployment of open-source technologies, bringing together countries and organisations to create a thriving global ecosystem for digital public goods and helping to achieve the sustainable development goals".
Related board discussions:
To ensure continuity and to maintain a single public face the Board wishes to appoint one person to be the Foundation's primary liaison person with the Alliance. |
Topic suggested by Craig Allan. |
Vote on Craig Allan becoming the OSMF liaison for the Digital Public Goods Alliance
The Board nominates Craig Allan to be the liaison between the Foundation and the Digital Public Goods Alliance. This appointment will lapse when Craig Allan ceases to be a Board member. |
Decision: Unanimously approved on 2024-01-25 with 7 votes in favour: Arnalie Vicario, Craig Allan, Daniela Waltersdorfer, Guillaume Rischard, Mateusz Konieczny, Roland Olbricht, Sarah Hoffmann. See: Vote on multiple resolutions. |
Voted together with multiple other resolutions. See: Vote on multiple resolutions. |
Resolution on licensing use of OSM trademark on OSM.tips websites
Background |
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To use a variant of the OSM marks for a project and/or a domainname, people can apply for a project/domainname licence. We ask people to apply for a licence to mitigate the potential risk of the project/domain falling into unauthorized hands should it remain unused in the future.
The LWG was contacted by OSMers who asked for permission to use the domain name OSM.tips and associated domain variants they have registered. "OSM.Tips" will be a non-commercial site. The LWG discussed and determined that this is a use that OSMF could approve, given that the stated purpose of the site is to highlight OSM projects. However, we would want the domains to revert to OSMF should the project end or cease to be dedicated to OSM. As the stated purpose of the project also appears to be related to community and communications, the LWG thought it best to pass to the Board the decision whether to work with the domain owners and have a formal agreement. |
Topic suggested by Craig Allan. |
Vote on working on a trademark agreement with OSM.tips
Resolution: The board authorizes the Licensing and Legal Working Group to work out a trademark agreement with OSM.tips. The agreement must include arrangements for the disposal of trademarked domains in case the service ceases to exist. |
Decision: Unanimously approved on 2024-01-25 with 7 votes in favour: Arnalie Vicario, Craig Allan, Daniela Waltersdorfer, Guillaume Rischard, Mateusz Konieczny, Roland Olbricht, Sarah Hoffmann. |
Voted together with multiple other resolutions. See: Vote on multiple resolutions. |
Ensure review of signed contracts
Background |
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There has been some concern that without any oversight by the Board it is theoretically possible for any one Board member to enter into a contract that will legally commit the Foundation to payment of very large sums. This is an unlikely scenario but it could have a very high impact on the organisation if such a contract were to be signed. The Board has a fiduciary duty to OSMF members to manage Foundation resources with care and responsibility, so it is looking to put measures in place to prevent any such an event from happening.
Draft Resolution |
Topic suggested by Mateusz Konieczny. |
Need for:
- all contracts are filed for everybody to be visible.
- which contracts need to be reviewed by the board.
Motion by Sarah Hoffmann for addition to the Board rules of order:
"The following contracts require a board vote before being signed:
Board members should always notify the board of contracts before signing, even when they do not require an explicit board vote as per rules above. Any contract that is not a simple purchase must be sent to the administrative assistant for filing. This includes subscription contracts as well as non-monetary contracts like NDAs. |
Suggestions
- Merge with topic "graded spending policy" - the Finance Committee can discuss this and consult the LWG.
- Different angle and not for the finance committee.
- Further discussion during mid-month chat, due to:
- Contradiction with topic "graded spending policy"
- "Template contracts" is not defined.
- Stops OWG getting a taxi.
Other points mentioned during discussion
- Already agreed to review any contract over EUR 10,000.
- Would cover very tiny contracts, but not purchases.
- All board members have the legal power to sign anything for the OSMF and the board should agree that i) anything board members sign is visible to the board and ii) anything slightly difficult should be reviewed by more than one person.
- Craig happy to incorporate that.
Comment by Dani Waltersdorfer on the chat that she agrees with Sarah's suggestion for transparency purposes and wonders if it would delay minor emergency expenses if Board consensus is needed for every minor expense.
Comment by Arnalie Vicario on the chat that she agrees that contract signing must be discussed and that all board need to be aware before signing. No board member should unilaterally act/sign as a board.
Decision: Discussion to continue during the February mid-month board chat (not open to observers).
Graded spending policy
Background |
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As part of the budget preparations the finance committee has begun the preparation of a policy document which will put in place financial controls to manage the spending of OSMF funds.
The document divides spending into three groups, with the divisions falling on the 500 Euro and 10 000 Euro boundaries. Below 500 Euros the requirements to spend are minimal, between 500 and 10 000 Euros the requirements are based on a formal resolution by a Working Group or the Board and over 10 000 Euros there will be a requirement that spending has to be approved by the Board as well as the relevant Working Group. There are a number of rules proposed to reinforce this concept and to prevent work-arounds to evade the controls. The policy is still in a draft form, circulating for comments and amendments. It is planned that the new policy will be approved at the same time as the new detailed budget. |
Topic suggested by Roland Olbricht. |
Vote on noting that that the finance committee is preparing a new policy to introduce better financial controls on OSMF spending
Noting resolution: The Board notes that the finance team* is preparing a new policy to introduce better financial controls on OSMF spending. |
Decision: Unanimously approved on 2024-01-25 with 7 votes in favour: Arnalie Vicario, Craig Allan, Daniela Waltersdorfer, Guillaume Rischard, Mateusz Konieczny, Roland Olbricht, Sarah Hoffmann. |
Voted together with multiple other resolutions. See: Vote on multiple resolutions. |
*refers to the Finance committee.
Timing of fiscal year and the Annual General Meeting
Background |
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The current timing of the end and beginning of the fiscal year (November-January) and the traditional timing of the AGM and associated elections at the end of November introduces a clash of two important processes that is not optimal. The clash is made worse by the dead period associated with the Christmas holiday season.
The finance committee would like to introduce a process to separate the financial processes associated with the end of the financial year and the beginning of the new financial year from the administrative processes around the AGM and the election cycle. In addition, the impact of the dead Christmas break on operations should be minimised. The following resolution to enable and frame this process is proposed: Draft Resolution |
Topic suggested by Roland Olbricht. |
Issues
- The first board meeting after the election takes place 14 days after the time when the budget should be in place (the board is elected on the beginning of December).
- The first task of the new Treasurer should not be preparing a budget.
Suggestions
- Move the beginning of the fiscal year.
- Would add another layer of complication.
- Move the board election.
- We could achieve the same result by just preparing the budget before the annual general meeting in December.
Options on moving the board election
- Earliest: end of June, when it's possible to have the figures from the last fiscal year.
- Latest: end of October, when the newly elected board still has a chance to set up a budget for the fiscal year.
- Board election in March and AGM - with the presentation of the fiscal numbers - at a different time.
Next step: Roland to bring up a resolution at the next board next meeting.
On March option
- If March option is chosen: next election in March 2025.
- No advantage in March election, as the budget will be prepared by one board and executed by another one.
On getting the numbers of the previous fiscal year
- Previously we signed the accounts mid-year, even later than June.
- Our accountant has confirmed that getting the final numbers of the previous fiscal year is possible for June - would have to check for March.
Other points mentioned during discussion
- Feedback from OSMF members welcome.
Decision: Discuss this at a separate meeting.
Board liaisons for working groups
Background | ||||||||||||||||||
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To better support communication and liaison between the Board and Working Groups it is proposed that the Board will ensure that all Board members are distributed among all Working Groups. The Board members will represent the Board and the Foundation in the processes of the Working Groups, noting that Board Members may not be the Chair of any Working Group.
Some board members are already members of Working Groups, or routinely attend several Working Group meetings. This process may assist to distribute the workload of members more evenly. Table
Draft Resolution | ||||||||||||||||||
Topic suggested by Sarah Hoffmann. |
Suggestion: Define an official role of board liaison for communication with Working Groups and reporting and distribute the load between board members.
Decision: Discussion to continue during the February mid-month board chat (not open to observers).
2024 face-to-face board meeting
Background |
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The Board operates virtually across the globe and there are few opportunities face-to-face contact between members, which is an impediment to building personal relationships. As a consequence of this dispersed operational style there is a custom of holding one annual face-to-face meeting to build good working relationships between members and at the same time to set the direction of the Foundation for the coming year.
In 2023 the F2F meeting was never held due to a failure to resolve scheduling difficulties. It is proposed that a F2F meeting be held as soon as possible in 2024 and further proposed that in future such meetings will be held soon after Board elections as part of the on-boarding process for newly-elected members. Draft Resolution |
Topic suggested by Arnalie Vicario. |
- Timing: Should take place in the first quarter of the year.
- Location; Depends on venue and Visa requirements - 2-4 weeks might be required for Visa processing.
Suggested:
- March 2 weekend
- March 9 weekend
Other points mentioned during discussion
- Need to approve budget, as the cost of the face-to-face meeting might need to be cut.
- The previous budgets for face-to-face board meetings were about EUR 10,000.
Any other business
None.
Guest comments or questions
Open to all OSM Foundation members (Become a member of the Foundation). 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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None.
Next meetings
All Board meetings for 2024 have been planned. 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.
Open board meeting
Open board meetings take place online monthly: currently on the last Thursday of every month.
Dates: See this Framagenda calendar (green dots), and the monthly board meetings page. The dates of public board meetings are also added to https://osmcal.org/.
Mid-month board chat
Mid-month board chats are not open to observers.
Dates: See this Framagenda calendar (yellow dots), and the monthly board meetings page.
Closed session: Handling announcement of emergency meetings minutes
Background |
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Background not available |
Topic suggested by Mateusz Konieczny. |