Board of Directors Meeting 2022-07-11

The Document Foundation
Board of Directors Meeting 2022-07-11
Meeting Minutes

Location: Jitsi

Session chair: Thorsten Behrens
Keeper of the minutes: Stephan Ficht

In the meeting:
     Board Members - Thorsten Behrens, Paolo Vecchi, László Németh, Jan Holešovský, Cor Nouws, Emiliano Vavassori
     Board Deputy Members - Gabriel Masei, Gábor Kelemen
     Membership Committee Members -
     Membership Committee Substitute Members - Uwe Altmann
     Team - Stephan Ficht, Heiko Tietze, Hossein Nourikhah
     Community - Michael Meeks, Aaron Budea

Representation: Gabor > Caolan

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 or represented in 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.

Any updates regarding director affiliations & statements of conflicts of interest for agenda items:
* no changes, current affiliations see election page:
    https://elections.documentfoundation.org/2021-board/candidates.html

The public meeting commences at 16:03 UTC / 18:03 Berlin time.

## AGENDA:

### Public Part

1. Answering questions from the community (tdf-board, 5 mins)
     Rationale: Provide an opportunity for the community to ask
     questions to the board and about TDF

* TDF cash? (Michael)
    * what about paying tenders? Timeline?
    * don't know details (Laszlo)
    * what is blocked? (Michael)
    * issues to be solved (Paolo)
    * at least any timeline? (Thorsten)
    * will have answer soon, but not this/next/following week (Paolo)
    * new tenders seemed to be blocked (Thorsten)
    * doing our best to unblock situation (Paolo)

       * summary:
       * status of consent (none, poor, mostly, full):
       * next step(s):

2. Status Report, Discuss: Status: LibreOffice in the app stores
     (Florian Effenberger, Paolo Vecchi, Thorsten Behrens, 15 mins)

     Status report and various ongoing discussions:
      * current status & timeline
      * publishing 'LibreOffice' free of charge initially?
      * publish 'LibreOffice Supporter' stating that users should buy that
        to support TDF"?
      * withdraw the free version if donation flow impacted?
      * update cycle, and how to move people to new versions?
      * should previous buyers (from licensed offers) get vouchers on
        request?

* not published yet (Thorsten)
    * look into how to structure payments going forward
    * how to get donation/revenue from app stores? start with paid version
      to have a working solution
* technical issues (Paolo)
    * set up for payments delaying
    * communication lacking, so collecting opinions from wider community
    * did you ad background information to the mail asking opinions? (Cor)
      * there is plenty of info (Paolo)
        we already discussed app store back in 2020
    * Did you add references to that information (Cor)
      info about the extensive discussions in the board on the topic?
      * You know, you have the mail so I asked the general opinion (Paolo)
    * Why you did not refer to the discussion in the board, based on
      all information and that it came to a conclusion? (Cor)
      * Wanted to avoid discussion, opinions were given and text
        remained the same without considerations on differences (Paolo)
      * Wouldn't if have been natural that the board would just have voted
        against if it was unhappy with the discussion (Cor)
        isn't this how we are working usually?
        * Yes and no, maybe sometimes people are just giving up
          in discussions (Paolo)
    * When a decision taken it feels a bit odd to reopen
    a discussion without that information (Thorsten)
* update circle interesting question (Thorsten)
* burden to manage vouchers (Paolo)
    * just need to click a button (Thorsten)
* massive complexity of the overall app store problem (Thorsten)
    * lacking information (Paolo)

       * summary: complex topic, need proper discussion
       * status of consent (none, poor, mostly, full): poor
       * next step(s):

3. Status Report: MC elections (Florian Effenberger, 5 mins)

* timeline is out (Thorsten)

       * summary:
       * status of consent (none, poor, mostly, full):
       * next step(s):

4. Vote, Discuss: Merged developer proposal (tdf-board, Jan Holesovsky, 5 mins)

     * should the merged proposal be ready
     * have a last round of discussion
     * if conclusive - vote & budget for it

* should agree about role of ESC (Kendy)
    * renaming 'targeted' devs to 'in-house' devs
    * discuss merged text
    * very helpful (Paolo)
      * call to agree very quickly?
      * better to do in the open (Kendy, Paolo)

       * summary:
       * status of consent (none, poor, mostly, full):
       * next step(s):

The private meeting ends at 16:38 UTC / 18:38 Berlin time.

### Private Part

5. Vote, Discuss: scholarship; deadline end of July (tdf-board,
     Stephan Ficht, 5 mins)
     Reason for privacy: HR, tax and legal topics.

       * summary: renew,
       * status of consent (none, poor, mostly, full): mostly
       * next step(s):

6. Status Report: Reporting from the oversight groups (Thorsten
     Behrens, tdf-board, 5 mins)
     Reason for privacy: HR, tax and legal topics.

     First quarter for the new board is up, so let's hear reports from
     the various oversight groups.

       * summary:
       * status of consent (none, poor, mostly, full):
       * next step(s):

7. Status Report: HR Topic (Stephan Ficht, 5 mins)
     Reason for privacy: HR, tax and legal topics.

       * summary:
       * status of consent (none, poor, mostly, full): full
       * next step(s):

8. Discuss: Improvements on voting procedures (Paolo Vecchi, Thorsten
     Behrens, 5 mins)
     Reason for privacy: legal topics.

       * summary:
       * status of consent (none, poor, mostly, full): poor
       * next step(s):

adjourn at 19:20 - remaining agenda items shelved til next call

The private meeting ends at 17:21 UTC / 19:21 Berlin time.

Thorsten Behrens (Session chair)
Stephan Ficht (Keeper of the minutes)

### Public Part

1. Answering questions from the community (tdf-board, 5 mins)
    Rationale: Provide an opportunity for the community to ask
    questions to the board and about TDF

  Let me add my questions as I asked them (and as I pasted them to the chat channel of the board meeting at the time) and an answer as I heard it:

1. How much cash does TDF have in the bank ? (Michael)

  ~Eur 2,700,000 -> some of it dedicated to tasks (Thorsten?)
  free reserve in excess of Eur 500,000

2. When will TDF meet its obligation to pay badly overdue bills
    for contractors & what is the impact on TDF's ability to
    deliver on tasks ? and/or blocking of tendered tasks such
    that others don't do them either ?

* TDF cash? (Michael)
   * what about paying tenders? Timeline?
   * don't know details (Laszlo)
   * what is blocked? (Michael)
   * issues to be solved (Paolo)
   * at least any timeline? (Thorsten)
   * will have answer soon, but not this/next/following week (Paolo)
   * new tenders seemed to be blocked (Thorsten)
   * doing our best to unblock situation (Paolo)

  Regards,

    Michael.