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                    The Apache Software Foundation

                  Board of Directors Meeting Minutes

                        September 11, 2010


1. Call to order

    The meeting was scheduled for 9:00am (Eastern) and began at
    9:35 when a sufficient attendance to constitute a
    quorum was recognized by the chairman.  The meeting was held
    at the Harvard Club, Boston, MA, USA.

2. Roll Call

    Directors Present:

        Shane Curcuru
        Doug Cutting
        Bertrand Delacretaz
        Roy T. Fielding
        Jim Jagielski
        Geir Magnusson, Jr.
        Sam Ruby
        Noirin Shirley
        Greg Stein

    Directors Absent:

        none

    Officers Present:

        Justin Erenkrantz
        Philip M. Gollucci
        Craig L Russell

    Officers Absent:

        Sander Striker

    Guests:

        Andrei Adamchik
        Rahul Akolkar
        Serge Knystautas
        Sally Khudairi 
        Davanum Srinivas
        Carl Trieloff

3. Special Orders

    A. Executive Officer Appointments

         1. Chairman of the Board: 
            Jim Jagielski
            Doug Cutting (elected; unanimous)

         2. President: 
            Jim Jagielski (elected; unanimous)
            Noirin Shirley
            Sam Ruby

         3. Secretary: 
            Craig L Russell (elected; unanimous)

         4. Asst. Secretary: 
            Sam Ruby (elected; unanimous)

         5. Treasurer:
            Geir Magnusson, Jr. (elected; unanimous)

         6. Asst Treasurer:
            Hadrian Zbarcea
            Andrus Adamchik

            Geir does not believe an Assistant Treasurer is needed at this time.
            This position will not be filled for this year.

         7. Executive Vice President:
            Greg Stein
            Noirin Shirley (elected; unanimous)

         8. Vice Chairman:
            Greg Stein (elected; unanimous)

4. Discussion Items

    A. Needs, outlook, and plans for legal resources in general.

       There is a need for legal resources for such items as contract review
       (e.g. employment, services), intellectual property issues, and corporate
       filings.

       There is no consensus among the board that there is a need for
       a General Counsel at this time.

    B. Move the time slot for the board meetings, either just for the Sept
       22nd meeting, or as a permanent change.

       Third Wednesday of each calendar at noon Pacific will be changed to
       10:00 Pacific (not GMT as daylight savings is not a GMT concept)
       for all board meetings until changed.

    C. Discuss director thoughts on when & how the ASF should take public 
       positions on advocacy items (patents, licenses, whatever)
 
       Once Apache takes an extreme public position, it's very difficult to 
       change as time goes on. Apache as an organization doesn't generally 
       advocate for specific behavior with regard to software development, 
       but does exhibit a well-organized and well-justified model for this 
       behavior.  

       With regard to policy statements, e.g. on software patents, patent
       lawsuits, licenses; where there is board consensus on important issues
       it is appropriate to take public advocacy positions. The board does
       not see any such issues at present.

       With regard to defense of Apache policies and practices, the board
       will actively defend Apache policies and practices, and the people who
       implement them.

    D. How can we balance the budget while preparing to approve EA expenses.

       Executive Assistant position is out for bid although it is not in the
       current budget. Once a suitable candidate is approved, the budget will
       be amended to include the cost. In any event, the budget should be
       updated mid-year (November).

5. Review Outstanding Action Items

6. Unfinished Business

7. New Business

       The future of ApacheCon:

       It is generally agreed that Apache as a public charity needs 
       to justify expenditures and activities consistent with its charter to 
       provide software to the public at no charge. Activities in direct
       support of this charter include recruiting new projects, recruiting 
       new committers to projects, and education of the public as to how to 
       use the projects.  

       With that in mind, it's hard to justify big, expensive conferences in 
       big, expensive hotels. It's easy to justify small, inexpensive 
       conferences such as barcamps, retreats, etc. But it's difficult to 
       find people willing to do the local coordination (venue planning). 
       Apache does and should continue to work with local coordinators, 
       including corporate planners, to put on local events.

       Just for example, it would be fine to have an ApacheCon-style event 
       that cost $400 per head for 1200 people, but not $1200 per head for 
       400 people. And it's probably worthwhile for outreach for Apache to 
       spend $50 per head to reach people who might not come to a big 
       conference. It's also good to target specific (underrepresented) 
       demographics when deciding whether to support an event. And it's 
       not good for Apache to take on the risk of failed conferences since 
       that could put a big bite on our finances.

       So let's turn the problem around, and solicit proposals from people 
       who want to run events with the right target demographic, with the 
       right cost per person, and the right event organizers. These events 
       will earn the Apache branding rights.

       Sponsorships:

       It would be good to have a goal of having smaller contributions, and 
       many more of them. Are there things that we can offer the community, 
       like logos for individual business cards, individual web pages? 
       Honorifics like "founder", "contributor" that can be applied to 
       individuals and corporations?

       The state of the financial books:

       Jim intends to have an internal audit of the books this year. He will 
       work with Geir to accomplish this goal.

8. Announcements

       Noirin has been appointed to the Open Cloud Initiative 
       www.opencloudinitiative.org
       Congratulations Noirin!

9. Adjournment

       Scheduled to adjourn by 5:00pm (Eastern)

       Adjourned at 4:49pm.

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