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[board-discuss] Board of Directors Meeting 2020-09-25


The Document Foundation
Board of Directors Meeting 2020-09-25
Meeting Minutes

Date: 2020-09-25
Location: Jitsi

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

In the meeting:
Lothar Becker (Board Chair), Cor Nouws (Board Member), Thorsten Behrens (Board Member), Michael Meeks (Board Member), Emiliano Vavassori (Board Member)
Nicolas Christener (Board Deputy), Paolo Vecchi (Board Deputy)
Florian Effenberger (Executive Director), Ilmari Lauhakangas (Team), Sophie Gautier (Team), Italo Vignoli (Team), Stephan Ficht (Administrative Assistant) Marina Latini (Membership Committee), Uwe Altmann (Membership Committee Deputy), Dennis Roczek (Membership Committee Deputy)
Jan Holesovsky

Representation: Nicolas Christener for Daniel Armando Rodriguez, Paolo Vecchi for Franklin Weng (See https://listarchives.documentfoundation.org/www/board-discuss/ 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 13:02 Berlin time.

Agenda

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.
  + some questions/remarks? (Lothar)
  + thing coming up causing friction (Ilmari)
     + between volunteers and commercial entities
     + regressions and how to handle them
     + volunteers have a confused view of how development works
     + some of them think developers should have a responsibility
       to fix all regressions - 1 week, 1 month, or years old
     + different companies have different approaches here
     + TDF should invest in automated testing to reduce this problem.
     + why does that help ? (Lothar)
        + people do a change, and it breaks something (Ilmari)
           + problem is 'when' - ideal time is when it is being developed
           + everyone can see then.
     + some frustration around specific regressions (Lothar)
        + it's a big topic, concerns whole history of LibreOffice (Ilmari)
     + fully agreed (Thorsten)
        + everyone including devs most happy to catch problems early.
        + an ~infinite effort to make it watertight
        + but some areas are under-tested right now.
        + proposal - prepare something in the ESC
     + perfect world is impossible but can do better (Cor)
     + Sophie (in chat): Just to second what Ilmari said,
       this is often discussed in the FR community too
     + Xisco is already writing many UI tests (Michael)
        + which is really good.
     + ESC gets to vote on ideas anyway (Michael)
        + can we get input on where to focus the work ?
        + which areas catch the most regressions ?
        + can we increase coverage cheaply ?
        + more complex integration testing good (Ilmari)
            + perhaps including databases etc.
     => collect ideas, and see what we can do in the ESC.
     + expect tooling is not a fix for communication issues (Lothar)
        + alternative is commercial companies (Ilmari)
           + can elaborate minute details of contracts with clients
     + getting investment into LibreOffice is hard (Michael)
        + there is a very long tail of risk here that is ~hard to price
     + a development mentor ? (Kendy)
        + when a patch is merged, something that should have a unit test
          and does not
        + can poke them and ask them to create a unit test for that.
        + even some senior developers don't do that.
     + setting realistic expectations & understanding with users (Michael)
        + also an important part of this.

2. Discuss & Organize: Status & further steps in the subgroups with: a) marketing plan b) tender streamlining c)app store offering TDF d) TM licensing (All 15 min)
   Rationale: Discuss and identify the next steps
   Redmine ticket(s):

 a) LibreOffice 7.0/7.1 marketing plan
    URL: https://redmine.documentfoundation.org/issues/3206
Status: Paolo, Franklin, Michael, Thorsten, Mike, Italo continue working on this, Follow-on meeting was done, information/what is uncontroversial and could be decided to be done now
      + shared an updated version (Italo)
         + has not changed that much
         + a few pages with action items.
         + now shorter and easier to read, and a ver. with just AIs
         + plan to move quickly on bits that are not controversial
            + ingredient brand, spread across the website.
         + announce this before the conference, will be discussed there
         + some action items related to legal issues - not touching.
         + some need discussing with the community.
         + idea: label for LibreOffice release managed by TDF
             + Personal vs. Community and/or others ...
             + we should start discussing this
                + agenda for next marketing call -
                + scheduled for week before the conference
                   + October 8th.
                   + have as a 1st step of discussion.
         + reduce the number of places the discussion happens:
            + no bugzilla, redmine - all on mailing lists.
            + restrict the vote to TDF members here - to
              avoid making it an endless discussion.
            + avoid mascot-style problems
      + summary (Lothar)
         1. marketing bits can be decided / uncontroversial
            do we need here a vote ?
               + what is planned not so clear (Michael)
               + may need decision on use of LibreOffice Technology (Italo)
AI:            + can you write a paragraph on the decision (Lothar)
                  + what should we vote on ?
                  + if no veto in a reasonable time - just act.
               + have some feedback to share (Marina)
                  + how do you prefer to get that ?
                  + before the next marketing call or ?
                  + asking for the overall plan ? (Lothar)
                     + or for the Technology bits ?
                     + includes this (Marina)
                        + would like to understand where to share feedback.
         2. needs a defined way to provide feedback (Lothar)
            where to send this (Marina)
               + either board-discuss or public marketing list (Italo)
               + lets use the public marketing discuss list (Florian)
+ send an E-mail to board-discuss & send it all to marketing.
               + we should have some moderation here (Lothar)
                  + should have clear questions / opinion from membership

+ Probably a good idea starting with AI in MarCom Plan (emiliano)

    + We will clarify AI in the next Marketing Call (Italo)

                  + is that Italo ? and when does the process end ?
                  + when will we definitely decide ?
                      + not later than end of Nov. (Italo)
               + we expect heavy public discussion (Lothar)
                  + should make it clear that group that
                    decides is members so we get to a decision (Italo)


 b) KG22.01 - Streamline Tendering Process in 24 months
    URL: https://redmine.documentfoundation.org/issues/3107
Status: Nicolas, Lothar and Florian had first call. Documents and process description in the works.
    * last call skipped, todos are the same (Lothar)
    * need to schedule another call
    * Can we have minutes of the meetings? (Emiliano)
    * Yes, will send you, Nicolas took some notes (Lothar)
* Marina (in chat): for the various subgroups, e.g. tender, could be possible to share the minutes with the MC?

    KG22.01.1 - Two more tenders signed in 6 months
    URL: https://redmine.documentfoundation.org/issues/3108
Status: X-ray debugger in review/evaluation; ODF 1.3 awaits publication wrt. KG22.01

 c) form sub-group to work out and publish business entity proposals
    URL: https://redmine.documentfoundation.org/issues/3294
Status: Criteria list (Lothar) Draft proposal for Luxemburg entity (Paolo), next meeting orga(Thorsten) - https://nextcloud.documentfoundation.org/s/NeBWm25cd2LHyoq Thorsten, Michael, Nicolas, Paolo, Lothar: due to holidays a part of the subgroup did coordinate, Lothar will update his criteria list/problem statement with feedback, Paolo to follow-up with ministry for clarification of details
    * had various meetings with ministries (Paolo)
       * need to check possible limitations around the kind of entity,
         follow-up meeting next week
       * no serious objections - From Board or community (Paolo)
* quite some silence after initial discussion, not much is happening - From the Board or community (Paolo) * waiting for input, vacation times, previous proposal was not liked (Thorsten)
    * there was an action for Florian to get a German proposal? (Michael)
       * also on Thorsten's plate.

d) from subgroup to work out proposal for handling outrunning TM licenses End of September URL: https://redmine.documentfoundation.org/issues/3319 (not public, I think this was a fault from me, should be public ticket?)
    Status: Subgroup came up with a proposal
    * text seems fine (Paolo)
* investigating other alternatives like new entity, TDF going to app stores itself etc. * proposal to extend the existing agreement for 3 months, then see where we stand
    * cancellation clause when alternative is available
    * like to help in the sub-group (Emiliano)
       * renewed already for 3 months, since we saw the end of the tunnel
       * perhaps wise to extend for six months not three.
* not worried as long as terminates when alternative is there (Paolo) AI => produce text to prolongate this for E-mail vote (Paolo, Cor, Emiliano)

3. Inform & Discuss: Status of redmine tickets of last board meetings (Lothar, Stephan/Florian, All 10 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)
   URL: https://redmine.documentfoundation.org/issues/803
   Status: done, first meeting was hold, information about it
     + all accepted roles, members filed with authorities
     + MC first meeting yesterday (Marina)
        + nothing very special, caught up with filing.
        + will start to work on other topics soon, just 1 meeting.
+ for technical reasons on MC list to help if some tech. issue (Sophie)

   coordination of LibOCon internal meetings (Sophie)
   URL: https://redmine.documentfoundation.org/issues/3293
Status: are communicated, clarifying what will be the agenda especially for the joined body meetings
AI   * agenda will be drafted by Lothar, Franklin and Florian
   * shared via board pad or Nextcloud, to be edited by all board members

   Digital tool for participation improvement
   URL: https://redmine.documentfoundation.org/issues/3251
Status: how are tests running? See last discussion about Open letter MC with the issue to have a better tooling for members involvement in discussions and decisions

Public meeting ends at 13:44 Berlin time.


Agenda items of Private Part

4. Discuss & Decide how to proceed: grandfathering/change clauses for future TM agreements (Florian, all 5min)
   Reason why in private: confidential information about legal clauses
Rationale: clarify status quo and pending questions/trademark grants, evaluation and further steps

5. Discuss & Decide how to proceed: Pending questions wrt. the license inquiry of an Italian Company about LibreOffice online (Florian/Lothar, all 10min)
   Reason why in private: confidential information about trademark inquiry
Rationale: clarify pending questions/trademark grants, evaluation and further steps, see started email discussion

Private meeting ends at 14:00 Berlin time.

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

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Florian Effenberger, Executive Director (Geschäftsführer)
Tel: +49 30 5557992-50 | Mail: floeff@documentfoundation.org
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