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The Document Foundation
Board of Directors Meeting 2020-08-28
Meeting Minutes

Date: 2020-08-28
Location: Jitsi

Session chair: Lothar Becker
Keeper of the minutes: Stephan Ficht

In the meeting: Lothar Becker (Chair), Emiliano Vavassori (Board), Thorsten Behrens (Board), Stephan Ficht, Cor Nouws (Board), Sophie Gautier, Florian Effenberger, Michael Meeks (Board), Daniel Armando Rodriguez (Board), Paolo Vecchi (Deputy), Kendy

Representation: Paolo Vecchi for Franklin Weng
(See subject "Representation statements")

Chairman of the Board is in the meeting. One of the Chairman or Deputy Chairman is required to be present or represented for having a quorate call.

The Board of Directors at time of the call consists of 7 seat holders without deputies. In order to be quorate, the call needs to have 1/2 of the Board of Directors members, which gives 4. A total of 7 Board of Directors members are attending the call.

The board waives all formal statutory requirements, or requirements in the foundations articles, or other requirements regarding form and invitation, time limits, and for the topics discussed in this meeting.

The meeting is quorate and invitation happened in time. From now on, motions can be passed with the agreement of a simple majority of those remaining present. The majority threshold is currently 4.

The meeting commences at 13:03 Berlin time.


Public part

1. Q&A: Answering Questions from the community (All, max. 10 min)
Rationale: Provide an opportunity for the community to ask questions to the board and about TDF.
  + any questions? (Lothar)
  + none

2. Inform & Discuss: status of running tenders, discuss again handling pending tenders in the queue (Daniel, All 10 min) Rationale: Status quo, defining further procedure with other tender tasks
   + another round of thinking needed wrt. tendering process (Daniel)
      + lots of other things on our plate, lets slow down tendering
   + new round about thinking on it (Daniel)
   + many other tasks on the desks, e.g. TM license or other entity
   + what would be next to bring in the queue (Lothar)
     + ODF 1.3 delta is written, can be published when approval is given
   + others are pending/work-in-progress (Florian)
      + WebDAV is next one, just in draft
+ it's one of the older tenders budget has been provisioned for, so would naturally be next in line
   + what does slowing down mean ? (Thorsten)
      + can work on a pipeline of ready-to-tender items
      + does it mean not publishing / having deadlines ?
   + didn't get consensus (Daniel)
      + just doing the delta tender ? and working on other topics
      + have several on our desk, all are important
      + we have busy days.
      + if you're busy, but others are free why stop it ? (Thorsten)
         + just a proposal - up to other directors (Daniel)
   + proposal not un-necessarily block (Thorsten)
      + duty of foundation to spend money, especially donations
        in a timely way.
      + proposal: tender whatever is ready.
      + originally - not doing all at the same time (Lothar)
         + if have resources to do another in parallel
         + then lets decided then.
         + keep in-mind, still some work from the Board for
         + especially for Webdav
         + if we follow new proposed process from Nicolas.
         + agree: do work we can do, and not block
         + but not do everything at the same time.
     + sounds sensible (Thorsten)
        + would expeect a tender every 4-6 weeks or so
        + happy with this as a result.
    + next proposal is webdav ? (Lothar)
        + Thorsten held the hat there
        + priority was ODF (Thorsten)
           + not got to specifics of webdav yet.
           + good example of not doing all at once (Lothar)
    + now pushing ODF or WebDav ? (Lothar)
        + priority to get ODF into good shape (Thorsten)
           + so we're not tendering duplicate things.
           + then next is Webdav.
        + what is %age of progress on ODF ? (Emiliano)
           + almost done (Thorsten)
           + just wanted to check where we are (Emiliano)
    + are we on the same track re: tendering ? (Lothar)
       + ok in a way - to produce tenders (Paolo)
          + one thing we noticed.
          + need to include / find more people who have the
            technical skills to evaluate the results
          + some specialists are bidding etc.
          + important in the future to get more 3rd parties
          + are there better descriptions we can put in
            the code to simplify it for others ?
              + code should be well documented.
          + exactly the effort being done for streamlining (Lothar)
          + part of tenders: (Paolo)
             + not a developer anymore
             + look at certain type of code
             + if well written & documented - maybe helps to get
               more contributors to it.
             + should be part of future tender process.
        + an option to roll remaining ODF work into 1 tender (Thorsten)
           + continuing to work to untangle it.

   AI from last board meeting:
   * Clarification of the various budget items (Florian)
     -> Thorsten following-up with Regina atm
* COSM need of tendering clarification, and if drafting the text (Thorsten)
      + identified with a concrete name (Florian)
         + on budget twice in past years
         + missed this last time (Thorsten)
            + if strong feelings can re-consider
            + agree that Public Software is a charity
+ has been successful getting independent ODF funding in the past
            + extremely unlikely that TDF can win that funding itself
            + Public Software is independent etc.
      + do we need a vote ? (Lothar)
         + no. Originates from list of spending (Florian)
            + one of the projects listed, got confused with tendering
         + unless objections ? (Thorsten)
            + none.

   Redmine ticket(s):

   KG22.01.1 - Two more tenders signed in 6 months (Florian)
   Status: Two signed, two more tendered, one more pending

   KG22.01.2 - Two more tenders delivered in 1 year (Florian)
   Status: Two signed, two more tendered, one more pending

   KG22.02.1 - Hire an effective & skilled development mentor (Florian)
Status: Tender published. Open until September 15. Feedback by October 30.

3. Discuss & Organize: Status & further steps in the subgroups with: a) marketing plan b) tender streamlining c) app store offering TDF d) TM licensing (All 10 min)
   Rationale: Discuss and identify the next steps
   Redmine ticket(s): b) see above d) AI

c) Lothar proposing a call September 1; Paolo travelling and on holidays, so might be unavailable

* making a redmine ticket for d) with specification what is beside the marketing plan the purpose of the subgroup (defining how to deal with the outrunning licence agreements by end of September):
   -> postponed to next board meeting

   Tickets for a)
   LibreOffice 7.0/7.1 marketing plan (Paolo)
Status: Paolo, Franklin, Michael, Thorsten, Mike, Italo continue working on this
     + no progress (Paolo)
     + continue to be disappointed in lack of AB feedback (Michael)
        + perhaps vacation time - check again in a week or two (Thorsten)

   Tickets for c)
   form sub-group to work out and publish business entity proposals (Paolo)
Status: Draft proposal for Luxemburg entity published - AI Paolo: clarify with ministry as TDF representative, as proposed, no obligation/cost for TDF for this

   KG22.08.1 - Agree on entity form with legal backing
   Status: Currently in discussion

   KG22.08.2 - Have a majoriy of the stakeholder agreeing on the plan
   Status: Currently collecting/discussing plans and proposals

   KG22.08.3 - Establish entity and start execution
   Status: Stalled until decision on entity has been taken

   KG22.08.4 - Align marketing with TDC
   Status: Stalled until business entity is in place

4. Inform & Discuss: Status of redmine tickets of last board meetings (Lothar, Stephan/Florian, All 5 min) Rationale: Clarifying what is pending, questions to reports in redmine tickets, and what todo, who is caring, until when, it is not the intention to speak about all, but the important or urgent ones

   Just to be discussed if any news on:

   Membership Committee election (Florian, Franklin)
Status: Started. Nomination phase ended August 27. Now preparing the elections that start in a week from now.
   + nomination period finished yet (Florian
      + all in progress
   + if help needed reach out to the board, happy to help (Thorsten)
   + candidates from all over the world (Lothar)

   coordination of LibOCon internal meetings (Sophie)
   Status: Sophie reached out to the board for proposal
   + help from the board needed? (Lothar)
   + everything is going on (Sophie)
      + proposal sent by mail
+ October 14, 1300 Berlin time for board meeting; then 1700 board + MC meeting
   + check timezone - for Daniel is fine
AI Sophie: check with Franklin for timezone
AI Sophie: send calendar invite when timeslot is agreed
   + place to join for discussing technical details? (Thorsten)
   + next meeting: next Monday, August 31, 1800 Berlin time at
AI Sophie: send invite to directors list
   + is there a mailing list? (Thorsten)
     + no, we sometimes have minutes shared via mail (Florian)
AI Sophie: share latest minutes with Thorsten
   + talks are full? enough proposals? (Lothar)

       + yes (Sophie)

KG22.05.1 - Focused on new / younger contributors (Mike, currently on holidays)
   Status: Some ideas shared on the mailing lists

KG22.05.2 - More creative / pro-active marketing + emphasising our unique strengths (Mike, currently on holidays)
   Status: Pending marketing plan, which is currently in discussion

   KG22.06.1 - Team to present workshop at LibOCon 2020 (Ilmari)
   Status: Workshop will be scheduled for LibOCon 2020

KG22.06.2 - Decision yes/no/where to go by LibOCon 2021 [wrt. tooling discussion]
   Status: Scheduled for LibOCon next year

   KG22.07.1 - Write programme description (Italo, currently on holidays)
Status: Pending. Florian got contact to Berlin university, Italo will follow-up with them too.

Public meeting ends at 13:40 Berlin time.

Agenda items for Private part

5. Inform & Discuss: Open issues with the licence inquiry of an Italian Company about LibreOffice online (Florian, all 10min) Reason why in private: confidential information about finance decision making
   Redmine ticket: do we need one?
   Rational: evaluation and further steps

6. Inform & Discuss: wealth management for foundation capital stock, evaluating the two proposals, further steps (Lothar, board members 5min) Reason why in private: confidential information about finance decision making
   Redmine ticket: do we need one?
Rational: evaluation and further steps, do we need a presentation from both banks in a board meeting?

7. Inform & Discuss: Sort out pending private redmine tickets of last private board meetings (Stephan, board members 5 min)
   Reason why in private: in the nature of the private tickets
Rational: Clarifying what is pending, and what to do, who is caring, until when, it is not the intention to speak about all, but the important or urgent ones, do we need still a Redmine ticket for it?

Private meeting ends at 14:06 Berlin time.

Lothar Becker (Session chair)
Stephan Ficht (Keeper of the minutes)

Florian Effenberger, Executive Director (Geschäftsführer)
Tel: +49 30 5557992-50 | Mail:
The Document Foundation, Kurfürstendamm 188, 10707 Berlin, DE
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