[OpenID board] Fwd: [IDtbd] Rev 2.0 of Draft Bylaws and IPR Policy

David Recordon david at sixapart.com
Mon Mar 2 23:24:00 UTC 2009

Hi Nat,
Responses inline and I've cc'd the Identity Commons Stewards list  
since they were really involved in this discussion earlier as well.


On Mar 1, 2009, at 10:57 AM, Nat Sakimura wrote:

> I would like to point out couple of things here.
> First, about the power structure.
> The IdTBD takes bicameral model.

Yes, I was first introduced to this model in the face to face meeting  
late last year which you participated in. :)

> One is Leadership council, which consists of the leaders of the WGs.
> You do not have to be a paying member to be a participant of a WG, and
> thus you do not have to be a paying member to be a WG leader.
> Most things happens here and at WGs.
> In a sense, it is the House of Commons. Most power resides here.

I think that having this sort of Leadership Council makes sense in  
being a way to better represent the Working Groups in a much more  
formal manner.  I agree with what you said later that better  
representing Working Groups and Committees formally within the OpenID  
Foundation makes sense.  This however also means shifting more of our  
Committees away from being run by Board members and instead a more  
diverse set of community members.

> The other is the Board of Trustees. It is responsible for fiduciary
> requirement, such as keeping the book, legal compliance check,
> checking if all the IPR issues are sort out before the spec is submit
> to a Standard Setting Organization (SSO), staff oversight, negotiation
> with the relevant SSO when transfering the spec to it, etc. Everything
> apart from the staff hiring/payment etc., which is required by law to
> be private, are going to be transparent, so a company who voted for
> something that would not be popular among the community at large will
> pick up a bad reputation.

It makes sense to have people focus on what they're good at.  I  
haven't been convinced that individuals appointed by companies are  
better at managing these sorts of responsibilities than individuals  
elected by a community or appointed by merit (such as by running a  
working group).

> The board is not nearly as powerful as the OpenID Board. In a sense,
> the Board of Trustees is House of Lords.

This is where the model breaks down for me.  You've just said that the  
Board of Trustees manages the:
  1) money
  2) record keeping
  3) legal matters
  4) staff hiring and oversight

To me, this seems like the Board of Trustees manages all of the pieces  
that fundamentally build, maintain and run the organization.  As I  
said in my earlier email, the Board of Trustees is made up of one  
representative of each company that paid – what I assume to be given  
Liberty's background – big bucks and two members of the Leadership  
Council.  This means that the companies fundamentally control how the  
organization spends money and where it spends it, what the staff are  
instructed to do and what not to do and all of the legal documents and  
policies of the organization.

Given this, I don't see how this organization will represent the views  
of the community when a forever growing group of corporations are  
making all of the "business decisions."  This is fundamentally  
different from the OpenID Foundation where our bylaws stipulate that  
our Board be made up of one more community elected member than  
corporate members which maintains balance.

> Since the Leadership Council reflects the view of the entire
> community, not only the paying member unlike OIDF, it could be argued
> that it is a more democratic organization.

See above.

> The second point is the IPR agreements. As to the IPRs are concerned,
> there will be multiple IPR agreements. It is up to the WGs to pick one
> from the given list. If there is not one that satisfy your
> requirement, you can submit it to the IdTBD to be added to the list.
> What has been distributed is the Liberty Policy, which is the most
> relevant at this time since they are transitioning their existing
> working groups (TEGs and SIGs) to IdTBD. If your organization is to
> join and merge into IdTBD, your IPR agreements are also going to be
> added. Perhaps submitting an IPR agreement that you believe the best
> to IdTBD list would be a good practice. I think I am going to request
> CC licenses to be added to the list. Is there anything else that you
> want to submit?

I would recommend that they follow the work within the Open Web  
Foundation and once I'm off a plane can send around a link.

> =nat
> On Sat, Feb 28, 2009 at 5:30 PM, David Recordon <david at sixapart.com>  
> wrote:
>> Attached are the draft Bylaws and IPR Policy coming out of the  
>> IDtbd face to
>> face meeting (which I did not attend) earlier this week.  The model  
>> largely
>> seems to be the same as from the discussions last year, a Board of  
>> Trustees
>> mainly consisting of companies that control the funds within the
>> organization and then a separate Leadership Council made up of  
>> working group
>> leaders who request money from the company body.  The Bylaws  
>> document is a
>> red-line from last year so it is easy to see how little has actually
>> changed.  Additionally, the draft IPR Policy does not seem to take  
>> into
>> account much of the innovation that has occurred over the past two  
>> years
>> within the OpenID, OAuth, OpenSocial and Open Web Foundation  
>> communities but
>> rather is a much more traditional large SDO policy.
>> While there is obviously enough interest in this model for Liberty  
>> to be
>> moving forward, I still don't believe that it is a model matching  
>> the values
>> of the OpenID community (nor that of the communities behind  
>> technologies
>> like OAuth and OpenSocial).
>> --David
>> Begin forwarded message:
>> From: Bill Smith <Bill.Smith at Sun.COM>
>> Date: February 26, 2009 9:55:31 PM PST
>> To: idtbd at googlegroups.com
>> Subject: [IDtbd] Rev 2.0 of Draft Bylaws and IPR Policy
>> Reply-To: idtbd at googlegroups.com
>> All,
>> I wanted to thank to everyone that participated in the discussions  
>> over the
>> past two days. I believe they were productive and have resulted in  
>> a better
>> understanding of our issue and concerns.
>> Attached are updated Draft Bylaws and IPR Policy documents that I  
>> hope
>> reflect the discussions that we held over the past two days. These  
>> new
>> drafts are the result of review and revision by a small group of  
>> those that
>> participated in the discussions and represent our best effort to  
>> establish a
>> consensus position of all in the room.
>> The Bylaws are a redlined from Version 1.0. The IPR Policy is not  
>> redlined
>> but includes changes that should reflect our intention that license
>> obligations attach only to WG members. Below is a concise outline  
>> of the
>> Policy:
>> WG Member
>> Default RF license obligation
>> Option to withdraw Necessary Claims to RAND during prescribed periods
>> Option to withdraw from WG (license obligation depends on timing of
>> withdrawal)
>> Contributions RF, no option to withdraw (unless disclosure at time of
>> contribution)
>> WG Non-member
>> No obligation to license
>> Please review and submit comments at your earliest convenience.
>> Regards,
>> Bill
>> _______________________________________________
>> board mailing list
>> board at openid.net
>> http://openid.net/mailman/listinfo/board
> -- 
> Nat Sakimura (=nat)
> http://www.sakimura.org/en/

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