[OpenID board] OIDF ED Update: Resolutions, Results and Recommendations

David Recordon recordond at gmail.com
Thu Jul 15 21:47:15 UTC 2010


Thanks Don. While this provides transparency into the voting results, all of
our other meeting minutes include which directors voted for which options.
As a community elected director I feel that it's important that the
community who elected me know how I voted on these matters as well.

Thanks,
--David


On Thu, Jul 15, 2010 at 2:37 PM, Don Thibeau (OIDF ED) <don at oidf.org> wrote:

>  *Executive Summary *
>
> OpenID Foundation Board of Directors’ votes and results are always made
> public. Transparency is essential to the OIDF’s success. This is to fulfill
> that requirement (see below) and recommend a path forward. This is also
> background for the topic “Resolution of the Resolutions” on next Wednesday’s
> board call agenda. As Dick Hardt and Chris Messina suggested, “It's
> important to provide some context for the votes.” Six board votes were
> recently held online. I suggest the close votes be reconsidered in the fall,
> but in advance of the Board elections at the end of this year. The rational
> for a hiatus in reconsidering these issues is threefold; first many of the
> results are arguably a tie; second an argument can be made, due to the
> content of some of the resolutions the better threshold is the two thirds
> required for bylaws changes (Bylaws Section 5.1) and finally,
> disenfranchising community board members is a serious matter, the
> implications of which warrant additional review, particularly in light of
> the first two issues. I hope board members will adopt a pragmatic not a
> legalistic view.
>
> *Voting Report*
>
> Two resolutions received votes sufficient to pass.  These were:
>
> - RESOLVED, that any member may choose to allocate 100% of their annual
> OIDF membership dues to the OIDF general fund at any time.
>
> - RESOLVED, that any member may contribute funds above and beyond their
> annual OIDF membership dues for the OIDF general fund or for approved
> projects.
>
> Two resolutions clearly did not receive votes sufficient to pass.  These
> were:
>
> - RESOLVED, the total number of community members on the Board will be
> capped at the current number of 11.
>
> - Proceed with final legal documentation and board package preparation and
> binding vote regarding the contract with Dick Hardt.
>
> Two resolutions results were ambiguous.  These were:
>
> - RESOLVED, that for board votes pertaining to allocation of funds,
> organizational bylaws, and IPR policy and procedures, when multiple board
> members are employed by the same company, the board members from that
> company collectively may cast at most one vote.
>
> - RESOLVED, that 100% of a sustaining member’s annual dues must be paid on
> their renewal date. The Board will approve the General Fund budget in
> advance of every fiscal year to cover required organizational and
> infrastructure services and programs. All Sustaining Member dues in excess
> of the General Fund budget will be allocated to a Directed Investment
> Project Fund (DIPF). Any DIPF resources that have not been obligated by the
> end of the calendar year will be transferred and committed to the OIDF
> general fund.
>
> *Board Action Items*
>
> Of course, any director can propose any resolution at any time. Should the
> board wish to resolve the final two resolutions described above, new votes
> should be arranged, with additional prior discussion scheduled as needed.
> These follow-on votes could occur online, on next week’s board call, or not
> at all, depending upon whether the board wishes to continue pursuing these
> issues. Scott David, John Ehrig and I are, as always, resources to any board
> members who would like more information or formulate a board resolution for
> a future vote. The details of the votes follow.
>
>
>
> *Don Thibeau*
>
> Executive Director
>
> The OpenID Foundation
>
> http://openid.net
>
>
>
>
>
> *From:* John Ehrig [mailto:jehrig at inventures.com]
> *Sent:* Wednesday, June 23, 2010 6:55 PM
> *To:* Don Thibeau (OIDF ED)
> *Subject:* Poll Results Summary
>
>
>
> *One Company, One Vote*
>
>
>
> Option A
>
> RESOLVED, that for board votes pertaining to allocation of funds,
> organizational bylaws, and IPR policy and procedures, when multiple board
> members are employed by the same company, the board members from that
> company collectively may cast at most one vote.
>
>
>
> Option B
>
> RESOLVED, that for board votes pertaining to allocation of funds,
> organizational bylaws, and IPR policy and procedures, when multiple board
> members are employed by the same company, the board members from that
> company collectively may cast at most one vote for a Sustaining Member and
> zero votes for a Corporate Member.
>
>
>
> Results (closed):
>
> 20 members voted:
>
> For Option A: 10
>
> For Option B: 1
>
> Against both options: 9
>
> Abstain: 0
>
>
>
>
>
> *Directed Funding Guidelines*
>
>
>
> Option A
>
> RESOLVED, that 100% of a sustaining member’s annual dues must be paid on
> their renewal date; 50% ($25,000) to be allocated to the OIDF general fund
> and 50% ($25,000) may be allocated to Approved Projects as determined by the
> sustaining member. Any member’s dues that have not been obligated by the end
> of the calendar year will be transferred and committed to the OIDF general
> fund. Approved Projects are any projects put forward by any board committee.
> The board may vote to disqualify any Approved Project that places
> significant legal risk on the Foundation.
>
>
>
> Option B
>
> RESOLVED, that 100% of a sustaining member’s annual dues must be paid on
> their renewal date.  The Board will approve the General Fund budget in
> advance of every fiscal year to cover required organizational and
> infrastructure services and programs. All Sustaining Member dues in excess
> of the General Fund budget will be allocated to a Directed Investment
> Project Fund (DIPF).  Any DIPF resources that have not been obligated by the
> end of the calendar year will be transferred and committed to the OIDF
> general fund.
>
>
>
> FURTHER RESOLVED, programs or projects beyond those approved in the General
> Fund budget can be proposed by board members or working groups for funding
> from the DIPF.  The board may vote to disqualify any such programs or
> projects that place significant legal risk on the Foundation by a simple
> majority or by a 2/3 majority as being inconsistent the mission and
> priorities of the Foundation.  Disposition of DIPF funds for specific
> programs or projects will be at the sole discretion of Sustaining Members on
> a pro rata basis until their full pro rata allocation has been depleted.
>
>
>
> Results (closed):
>
> 20 members voted:
>
> For Option A: 1
>
> For Option B: 10
>
> Against both options: 9
>
> Abstain: 0
>
>
>
>
>
> *Clarification of Funding Allocations*
>
>
>
> RESOLVED, that any member may choose to allocate 100% of their annual OIDF
> membership dues to the OIDF general fund at any time.
>
>
>
> Results (closed):
>
> 19 members voted:
>
> Yes: 10
>
> No: 8
>
> Abstain: 1
>
>
>
>
>
> *Clarification of Funding Options*
>
>
>
> RESOLVED, that any member may contribute funds above and beyond their
> annual OIDF membership dues for the OIDF general fund or for approved
> projects.
>
>
>
> Results (closed):
>
> 18 members voted
>
> Yes: 15
>
> No: 3
>
> Abstain: 0
>
>
>
>
>
> *Community Directors Limits*
>
>
>
> RESOLVED, the total number of community members on the Board will be capped
> at the current number of 11.
>
>
>
> Results (closed):
>
> 20 members voted:
>
> Yes: 8
>
> No: 10
>
> Abstain: 2
>
>
>
>
>
> *Hardt Contract*
>
>
>
> Proceed with final legal documentation and board package preparation and
> binding vote regarding the contract with Dick Hardt
>
>
>
> 16 members voted (closed):
>
> Approve: 4
>
> Not Approve: 10
>
> Abstain: 2
>
> _______________________________________________
> board mailing list
> board at lists.openid.net
> http://lists.openid.net/mailman/listinfo/openid-board
>
>
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