AB-Member and ESC-Member on TDF-Website

Hi all,

I looked on the TDF-Website and found out that there is no entry about the member of
the AB and of the ESC. Although they are no organs of the TDF (like BoD, MC or Board
of Trustees) they are very important for TDF and the development of LibreOffice. I
think we should create special sections on the TDF-Website for them and publish the
AB-Member and ESC-Member (the information is currently a bit difficult to find only
in the wiki or blog) on the website.

But before we create such sections on the TDF-Website, we should ask the AB-Member
and the ESC-Member, if we should publish only the companies / institutions or also
the representatives and what information they want to chare about themselfes / their
company (in relation to TDF/Free Software) with the public.

We need one or more volunteers from the BoD for this task and works maybe in
colaboration with the website team on the new sections of the website.

Regards,
Andreas

ESC member are there in an 'individual' capacity. Their company
affiliation is only relevant to the extent that we try to avoid one
company having too much weight...
As for disclosure. The minimum is the Name (one cannot be an
'anonymous' ESC member) I guess that public disclosure of the
affiliation, if any, could be optional (someone may work for a company
but do not what the company name mentioned because his participation
to the ESC is not a company sanctioned/sponsored activity)

We will bring that topic-up on the next ESC call and provide a list
with the appropriate/agreed-to details to this ML.

For the AB, that is exactly the oposite. people are there representing
company, so the affiliation is the mandatory information... the name
of the individual representing that company is less important and
susceptible to change at the discretion of the AB-member. so trying to
keep that public list up-to-date with individuals name is an
unnecessary burden IMO.

Norbert

Helllo,

ESC member are there in an 'individual' capacity. Their company
affiliation is only relevant to the extent that we try to avoid one
company having too much weight...

the way I read § 8 IV of our statues (documentfoundation.org/statutes.pdf), there is no legally binding requirement per se to have only a limited number of affiliated people in the ESC, although it is highly suggested to have similar rules as for foundation bodies there as well. Plus "The board of directors can to resolve the conflict of interest by expelling the necessary number of members from other committee at once, and/or replace member by other members of such committee.", so I propose that we enforce comparable rules. This, of course, requires disclosure of the ESC members' affiliation, if it affects his role there (but only then).

For the AB, that is exactly the oposite. people are there representing
company, so the affiliation is the mandatory information... the name
of the individual representing that company is less important and
susceptible to change at the discretion of the AB-member. so trying to
keep that public list up-to-date with individuals name is an
unnecessary burden IMO.

Thinking about it a second time: The same paragraph as cited above foresees that only 1/3 of the AB has the same affiliation. Therefore, I think knowing the seat holders by name in public is important, so everyone can verify that (remember our rule of transparency).

Without knowing who is member of the ESC and/or AB, nobody could, so to say, "challenge" their composition.

Florian

Helllo,

ESC member are there in an 'individual' capacity. Their company
affiliation is only relevant to the extent that we try to avoid one
company having too much weight...

the way I read § 8 IV of our statues (documentfoundation.org/statutes.pdf),
there is no legally binding requirement per se to have only a limited number
of affiliated people in the ESC,

The ESC is intentionally _not_ a 'legal entity' of TDF, that does not
prevent us from adopting sane rules to safeguard the integrity of the
ESC purpose :slight_smile:
Furthermore the guiding document here is our bylaws, which explicitly
set a 30% limit
"At any time, no more than thirty per cent (30%) of the members of the
ESC may work for the same company, organization or entity (or any of
its subsidiaries) as employees or affiliates. "

although it is highly suggested to have
similar rules as for foundation bodies there as well. Plus "The board of
directors can to resolve the conflict of interest by expelling the necessary
number of members from other committee at once, and/or replace member by
other members of such committee.", so I propose that we enforce comparable
rules.

Indeed...
We (the ESC) already do enforce it, in accordance with our bylaws.

This, of course, requires disclosure of the ESC members' affiliation,
if it affects his role there (but only then).

Yes, Then again, since we know each other and when new people are
suggested for the ESC, they also are usually well known of the dev
community (including their affiliation)
that is not really a problem... but certainly we can/should mention
the affiliation internally when informing the BoD of the composition
of the ESC.
The question was should that be published/advertised... I have no
strong objection to it... I just mentioned that it was not essential.
I suspect that people that are sponsored by their employer to
contribute would want their affiliation known... but I can imagine
case of people that _do_ contribute, but do not want or cannot have
their employer name associated with it.

For the AB, that is exactly the oposite. people are there representing
company, so the affiliation is the mandatory information... the name
of the individual representing that company is less important and
susceptible to change at the discretion of the AB-member. so trying to
keep that public list up-to-date with individuals name is an
unnecessary burden IMO.

Thinking about it a second time: The same paragraph as cited above foresees
that only 1/3 of the AB has the same affiliation. Therefore, I think knowing
the seat holders by name in public is important, so everyone can verify that
(remember our rule of transparency).

I'm confused... how would 'everyone' verify if John Doe is an employee
of entity X... or for that matter a contractor for entity X (the
representative of entity X does not necessary has to be an employee of
that company)
Beside by definition of the AB there should be 1 company = 1 seat no ?
how can you have more than 1/3 unless the AB is reduce to 2 or less
member ?
Or are you considering the affiliation of the AB representative of
entity X to be the actual employer. so for instance if SPI send John
Doe as their representative and John Doe happen to work for ATT for a
living, would you consider his affiliation to be SPI or ATT ? if it is
the former then the 1/3 rule is moot for AB. if it is the latter then
that can be an issue, since AB member would be restricted in whom they
choose to represent them based on other AB member respective choice...
choice that can change at any time at their discretion...

iow: I think the balance in the AB composition should be achieve by
the BoD when they _accept_/_renew_ entities on the AB, considering
that a given representative is affiliated to the entity he represent,
irrespective of other affiliations he may have. This is especially
harmless since the AB is purely an 'advisory' entity and cannot make
binding decisions on behalf of TDF.

Without knowing who is member of the ESC and/or AB, nobody could, so to say,
"challenge" their composition.

Well: if you can infer/verify the company from a name in the case of
the AB, then surely you can do the reciprocal for ESC... and if you
can't, knowing the 'declared' affiliation will not help you to
verify/challenge the composition.

Norbert

Hi,

The ESC is intentionally _not_ a 'legal entity' of TDF, that does not
prevent us from adopting sane rules to safeguard the integrity of the
ESC purpose :slight_smile:

yes, and yes. :slight_smile:

Furthermore the guiding document here is our bylaws, which explicitly
set a 30% limit

While I do not want to change this limit per se, keep in mind that the current bylaws are in a draft state. We're right now working on having a version in the wiki that is based on the legally binding statutes, plus the currently in draft community statutes as foreseen by the legally binding statutes. It's some confusion due to the legal terms right now, but we hope to resolve that soon.

that is not really a problem... but certainly we can/should mention
the affiliation internally when informing the BoD of the composition
of the ESC.

Well, I would prefer if the affiliation was made public, at least if there are no strong reasons against. It should not only be the board being able (and thus solely responsible) for finding possible conflicts of interest, but the general public and our members should be able to do so, therefore having it public would be best. Otherwise, we limit the options too much here, I'd say.

I'm confused... how would 'everyone' verify if John Doe is an employee
of entity X... or for that matter a contractor for entity X (the
representative of entity X does not necessary has to be an employee of
that company)

How would the BoD do? I think we don't have magical superpowers here either. :wink: So, having it in public enables more people to raise concerns, and would support our case of transparency. Of course, sometimes there might be strong reasons no to mention the affiliation, but the principle should be to mention it.

Beside by definition of the AB there should be 1 company = 1 seat no ?
how can you have more than 1/3 unless the AB is reduce to 2 or less
member ?

Just as an example: Imagine $BigCorp USA wants to join independent from $BigCorp Asia and $BigCorp Europe. Or $HeadAssociation wants to join, as well as $Subdivision1 and $Subdivision2. All theoretical for the moment, but I guess not impossible, though those might be bad examples.

Or are you considering the affiliation of the AB representative of
entity X to be the actual employer. so for instance if SPI send John
Doe as their representative and John Doe happen to work for ATT for a
living, would you consider his affiliation to be SPI or ATT ? if it is

I think we will see this in practice. Of course, if someone works for e.g. a TV station, an ice cream producer or in a pharmacy, they don't have any real affiliation to software development. But, let's assume that someone works for $BigCorp, but is in the AB on behalf of an association he engages himself for. Now imagine three more employees of $BigCorp, being in the AB for three other organizations. I think in this case, the primary employer is important.

So, while I agree this is also theoretical, the more we can make public, the better it will be, the more it will serve our matter of transparency.

Florian

I understand and agree with your argument and the scenario described.

My main concern is this case (only wrt to the ESC.):

John Doe is employed by Microsoft-Luxemburg as a pre-sale support for
IIS (I'm making that up)
during is leisure time he like to contribute to open source, and doing
a great job at doing so in LibreOffice,
he is offered to seat on the ESC.
Since his work on FLOSS is not sponsored by Microsoft nor necessarily
approved by it, he does not want to/ is not allowed to
involve the name of his employer into the process.
What should his 'affiliation' then be ?

iow. Should we rely solely on self-described affiliation ?
In which case, the take over scenario described earlier can only be
dwarfed if observers manage to independently determine 'real'
affiliation based on name to detect a conflict
otherwise ill-intended committee stuffing would certainly avoid
dissimulating one's affiliation, and the 'official' affiliation list
would not be useful for the purpose of detecting such situation.

Let me put it that way:
I would expect that
+ for most sponsored people we do have an affiliation (most sponsor
want to advertise that they do)
+ ESC member can choose to be classified publicly as 'Independent',
with the understanding that other ESC members are privately confident
that such ESC nomination is not jeopardizing the ESC balance, wrt the
30% rule.
+ such implicit affiliation can be shared with the BoD.

(pretty much how it works today)

For the AB:
I honestly do not care that much either way... I'll leave that in the
capable hand of the BoD :slight_smile:

Norbert

>
> So, while I agree this is also theoretical, the more we can make public, the
> better it will be, the more it will serve our matter of transparency.

I understand and agree with your argument and the scenario described.

My main concern is this case (only wrt to the ESC.):

John Doe is employed by Microsoft-Luxemburg as a pre-sale support for
IIS (I'm making that up)
during is leisure time he like to contribute to open source, and doing
a great job at doing so in LibreOffice,
he is offered to seat on the ESC.
Since his work on FLOSS is not sponsored by Microsoft nor necessarily
approved by it, he does not want to/ is not allowed to
involve the name of his employer into the process.
What should his 'affiliation' then be ?

TDF

iow. Should we rely solely on self-described affiliation ?
In which case, the take over scenario described earlier can only be
dwarfed if observers manage to independently determine 'real'
affiliation based on name to detect a conflict
otherwise ill-intended committee stuffing would certainly avoid
dissimulating one's affiliation, and the 'official' affiliation list
would not be useful for the purpose of detecting such situation.

In the case of individuals a meeting of the AB in their capacity as
members of the ESC, they are doing so as stewards for the full
membership of the TDF, not merely as individuals and certainly not as
representatives for their employer.

Thanks,

//drew

no, no you are conflating two distinct issues.
disclosure requirement for AB members and disclosure requirement for
ESC member...

Norbert

PS: just being invited to speak at an AB meeting does not make one an AB member.

> In the case of individuals a meeting of the AB in their capacity as
> members of the ESC,

no, no you are conflating two distinct issues.
disclosure requirement for AB members and disclosure requirement for
ESC member...

Not quite - but I did jump threads...

Hello,

My main concern is this case (only wrt to the ESC.):

John Doe is employed by Microsoft-Luxemburg as a pre-sale support for
IIS (I'm making that up)
during is leisure time he like to contribute to open source, and doing
a great job at doing so in LibreOffice,
he is offered to seat on the ESC.
Since his work on FLOSS is not sponsored by Microsoft nor necessarily
approved by it, he does not want to/ is not allowed to
involve the name of his employer into the process.
What should his 'affiliation' then be ?

iow. Should we rely solely on self-described affiliation ?

I think these are indeed two discussion items. For the ESC, it can be a bit more relaxed, since it is not legally enforced, for the AB it is a bit more complicated.

We never can have a guarantee that someone has a different affiliation than described. We can give our best in advance, and also count on people to be honest. I also think that the "risk" in the ESC and even in the AB is lower, whereas for the BoD or MC it would be more critical, since the influence is much higher.

Legally spoken, as soon as we have evidence that someone has a different affiliation than he mentioned, and if that causes a conflict of interest, the BoD has to become active. Otherwise, in the example above, I tend to say he indeed has no affiliation, if the two tasks are not directly related to each other.

Of course, if we had an ESC consisting of 80% Microsoft IIS sales reps, we should be careful. :slight_smile:

In other words: I think all of this will be a learning process for us. The more people disclose, the better it will be for us to see the real affiliation, of course.

Florian