By Luca Marzo on 2019-07-18 12:46 in Board of Directors

Open Source Matters, Inc.
Full Board of Directors and Officers Meeting

Date: July 11, 2019
Time: 17:00 UTC
Total time of meeting: 1 hour 45 minutes

Attendees:

Alexander Metzler (Vice President), Luca Marzo (Secretary), Jason E Rosenbaum (Treasurer), Djamel Kherbi (Director), Harald Leithner (Director), Hugh Douglas Smith (Director), Jaz Parkyn (Director).

Apologies:

Rowan Hoskyns Abrahall (President), Jason Nickerson (Director), Rachel Walraven (Director).

Proxies:

-

Discussion outline

Treasurer

  • Jason is waiting for introduction text from the Directors in order to finish the work on the Budget blog post and publish it.

  • Jason shared the status of outstanding payments from sponsors.

  • Continue researching and reading up on D&O - will find time to discuss options with Rowan for Joomla Foundation 501(c)(3).

  • Reimbursements and invoices paid out and caught up.

  • Google Summer of Code financial stuff figured out.

  • BC1 balance a little low due to Venable invoice of ~$10k being paid.

  • I will make a transfer from BC2 to BC1 next week of $14k. 

  • Jason shared the current bank balances.

Production Department

  • Joomla! 3.9.9 and hotfix 3.9.10 have been released. Because of insufficient testing of a SQL update PR we lost the mapping between template styles and content languages.

  • Hannes Papenberg has been elected Team Leader for the Automated Testing Team. The Production Department and the Board would like to thank Robert Deutz for his work as Lead for Automated Testing Team in the past years.

  • Automated Testing Team has done massive progress in getting testing forward, still not perfect but it’s getting better, thanks to Hannes Papenberg.

  • Bug Squad reduced open issues down to 450.

  • Core Translation Team is supporting the introduction of a new possible language Uzbek.

  • Google Summer of Code: 3 of our students passed the first evaluation. Sadly one student failed.

  • Joomla 4 Backend Template still not merged. Benjamin did good progress last week to finalize the template.

  • Joomla 4 Alpha 10 released.

Legal & Finance Department

Events Department

  • Small issues with ticket systems for Events and JUGs. Djamel to contact the extension developers to seek help fixing the issue.

  • Events Department Meeting has been postponed.

Operations Department

  • Started a discussion regarding Reviews in the JED, this seems to be the most contentious issue so a google form has been used, pointed to from the forum to gather suggestions and comments regarding the JED Reviews and how they should be handled in JED4. The key discussion points are:

    • Should there be reviews of extensions

    • If there are, we need a way to limit the volume of work posed by fake and malicious reviews, one suggestion here is to allow Extension developers to be able to unpublish reviews they don’t like, but to maintain a counter of the total number of reviews and how many have been unpublished. Clearly a radical approach but it would significantly reduce the input required.

    • Reviews to be made much simpler and easier to enter, at present only those who have plenty of time to spare seem to submit reviews and this seems to promote those posting negative comments or have an axe to grind

  • The outcome of this research will then drive the JED4 development for reviews at the August sprint

  • I have had some great feedback and comments from Michael Babker with regard to the Webmasters’ handbook draft as a reminder I do really want input from everyone on this, we all have responsibility for different areas will therefore have different perspectives. 

Programs Department

  • Upcoming Certification Exam Sessions:

    • August 04 - Brisbane, Australia - JoomlaDay Australia

  • Certification Team - Development on Shika and the question management and translation component is going well. Plans are being prepared for the migration.

  • During the July department meeting there was a big discussion about the Volunteer Engagement Team’s place within Joomla. A number of suggestions were reviewed. Vikas will continue to work on a strategy for the 3 Rs (Recognition, Retention, Recruitment). The document will be discussed at the next meeting to help guide the discussion.

Vice President

  • Alexander shared the status of the case handled by the Conflict Resolution Team about a manipulated photograph.

  • Alexander raised a discussion about the structure of the Conflict Resolution Team and Board member involvement.

  • Alexander shared some ideas about JandBeyond 2020.

  • Alexander brought a discussion about paid staff.

Secretary

  • Luca shared the Bylaws amendment to be filed before the Group 1 Election starts. Sent also to Ken Crowder for review prior to be filed.

  • Luca found a discrepancy between principal office addresses between the Bylaws and other documentation and connected with previous OSM members to understand which of them is still valid.

  • Bylaws Process: it appears that it’s not necessary to submit the amended bylaws to the State as it is considered as an internal document. It should be officially recorded internally, so we might want to do a formal adoption motion and publish it to the OSM website. It’s necessary to inform the IRS about the Bylaws change through Form 990.

  • Prepared standard Sponsorship Agreement for Pizza Bugs & Fun.

  • Prepared a standard Forum Sponsorship Agreement. 

  • Set up an email group for the Advisory Board. The email address has been added also to the Volunteers Portal in order to allow people to properly contact this structure through the default form

  • Advisory Board: difficulties to onboard one member.

  • Issued a formal notice pursuant Article 7 of the Policy regarding the Board Commitment to Legal & Finance Department Coordinator for the three consecutive absences at Board Meetings, reminding him the opportunity to nominate a proxy or take a leave of absence.

  • Compliance Team. Need to take a decision on the minimum age requirement for the registration to any of the Joomla properties. Recommendation would be 16 years or older. The difficulty is to find an age that could be suitable for many countries. 

  • Upon offer of Brian Teeman, OSM won the auction to register the joomla.uk domain name. The Board would like to thank Brian for his cooperation on this matter.

  • Reminder on Teams, Working Groups and Voting Rights.

    • Teams should be listed as “Official” in the Volunteers Portal and have voting rights.

    • Working Groups should be listed as “Unofficial” or “In formation” in the Volunteers Portal and do not have voting rights.

    • Members of Teams have voting rights at the elections. Contributors of Teams do not have voting rights.

    • Members and Contributors of Working Groups do not have voting rights at the elections.

    • Transformation from Working Group to Team and vice-versa requires Board approval upon proposal of the appropriate Department Coordinator.

  • Upon request of BrandIT, OSM bought the domain name joomla-dns.org to be used as nameserver for domains registered through domains.joomla.org to enforce the awareness about the initiative. Treasurer already processed the payment. BrandIT will do the technical configuration.

  • Due to health issues, Rachel Walraven decided to step down from her role as Marketing & Communications Department Coordinator. Luca suggested to nominate a proxy for a short interim term as the position would be up for elections in Group 1 in a couple of weeks.

  • Group 1 Elections. The call for nominations will go out on July 27, 2019. The following positions will be up for elections:

    • Vice President

    • Treasurer

    • Events Department Coordinator

    • Marketing & Communication Department Coordinator

    • Programs Department Coordinator

Motions taken during this meeting

#2019/065 - Make CMS Maintenance Team an official Team with voting rights in the Production Department.
Proposed by Harald Leithner, seconded by Luca Marzo.
The motion passed with unanimous consent.

#2019/066 - Adopt 16 years old as the minimum age requirement to register to a Joomla.org website.
Proposed by Luca Marzo, seconded by Djamel Kherbi.
The motion passed with unanimous consent.

#2019/067 - The Secretary proposes to adjourn the meeting
Proposed by Luca Marzo, seconded by Hugh Douglas-Smith.
The motion passed with unanimous consent.

Motions taken offline before this meeting

#2019/064 - Approve and publish the Board Meeting Minutes.
Proposed by Luca Marzo, seconded by Djamel Kherbi.
The motion passed with unanimous consent.