The Apache Software Foundation Board of Directors Meeting Minutes 18 July 2001 1. Call to order The meeting was scheduled for 10:00am PDT -0700 and to held by teleconference hosted by Covalent. Also, the #apacheboard channel at irc.openprojects.net is to be used for unofficial chatter and wordsmithing. A quorum was recognized at 10:15 and the meeting was called to order. 2. Roll Call Directors Present at Roll Call: Brian Behlendorf Ken Coar Roy T. Fielding Jim Jagielski Ben Laurie Bill Stoddard Randy Terbush Directors Present Post-Roll Call: Dirk-Willem van Gulik (10:17) Directors Absent: Greg Stein Bill Stoddard Guests: There were no guests 3. Minutes from the meetings of 21 Mar 2001 and 18 Apr 2001 See board_minutes_2001_03_21.txt and board_minutes_2001_04_18.txt in cvs.apache.org:/home/cvs board. Minutes were not approved at this meeting 4. Officer Reports A. Chairman [Roy] Roy reported on the new CVS repository 'board'. His expectation is that it be used as a "scratch space" for board related items, that don't entail significant amounts of email. The STATUS file will be kept up to date, and all board members are urged to use the repository and STATUS file as needed. B. President [Brian] Brian reported on the changeover of CVS to the new server and the performance increases due to the change. Some discussion was held on other possible infrastructure improvements, such as possibly putting email on it's own dedicated server. C. Treasurer [Randy] Randy had nothing new to report. D. Exec. V.P. and Secretary [Jim] Jim had nothing new to report. 5. Committee Reports A. Conference Planning [Ken] Ken reported on the problems with Camelot Communications, and their declaration of bankruptcy. Because of this, as of July 13, 2001, ApacheCon Europe 2001 was cancelled. 6. Special Orders A) ApacheCon contract issues Various issues regarding the Camelot insolvency were discussed. These include: 1) Camelot will not be able to continue with the management of the Dublin conference due to events not under our control. Ken has received the signed addendum that mutually terminates the contract with Camelot for future Apache conferences. As stated, this was effective July 21, 2001. 2) The Dublin conference was cancelled. 3) At least one speaker was not reimbursed by Camelot for their expenses at ApacheCon 2001 in Santa Clara. It was discussed that the ASF should investigate "buying" or "assuming" speaker debt and then interface directly with Camelot, its assigns or legal representatives to recover that debt. This would help recover some of the damage to the ASF perception. The board decided to investigate the allocation of $10,000 (US) for this purpose of debt assumption and reimbursement. If speakers "donate" all or a portion of their debt to the ASF, this will be noted as a "contribution" to the ASF. 4) The ASF was not paid our portion of the ApacheCon 2001 profits. The ASF will contact Camelot directly to determine the amount owed. B) Election of Chairman Roy T. Fielding has been nominated for chairman and seeks reelection to the position by the new board. A vote to reelect Roy to the position was held. The votes cast were: Yea: Brian, Ken, Dirk, Jim, Ben, Randy Abstain: Roy Nay: none Thus, by a vote of 6 for, none against, and 1 abstention, Roy has been reelected as Chairman of the ASF. C) Appoint Ted Leung to V.P., Apache XML The following resolution is proposed: WHEREAS, the membership of the Apache XML Project Management Committee (PMC) have nominated Ted Leung to serve as chairman of the Apache XML PMC; and WHEREAS, the previously appointed chairman of the Apache XML PMC, Dirk-Willem van Gulik, has resigned his position as Vice President, Apache XML, in favor of Ted Leung's appointment to that position. NOW, THEREFORE, BE IT RESOLVED, that Ted Leung be and hereby is appointed to the office of Vice President, Apache XML, to serve in accordance with and subject to the direction of the Board of Directors and the Bylaws of the Foundation until death, resignation, retirement, removal or disqualification, or until a successor is appointed. By unanimous vote, the resolution passes and Ted Leung is appointed as V.P., Apache XML. D) Appoint someone to replace Randy Terbush on Conference Planning. With the resignation of Randy from the Conference Planning committee, Rasmus Lerdorf and Dirk-Willem van Gulik have been proposed as replacements. Dirk has stepped down from this nomination. The following resolution is proposed: WHEREAS, Randy Terbush has resigned from the Conference Planning Committee. NOW, THEREFORE, BE IT RESOLVED, that Rasmus Lerdorf be and hereby is appointed as a member of the Conference Planning Committee. By unanimous vote, Rasmus Lerdorf has been appointed member of the Conference Planning Committee. E) Request for use of the ASF Feather in official merchandise Patryk Zadarnowski has created a jewelry and sticker version of the feather that he would like to sell, with our permission, in exchange for 20% of all profits being donated to the ASF. He also expects a link from our site. After discussion, it was agreed that the ASF would provide permission for Patryk Zadarnowski to use the feather and promote it as "used with the permission of the ASF" or similar language. Any language that states or implies that it is the "official" item of the ASF is specifically denied. It was also agreed that a new link on the ASF site, noted as "Apache Gear" would be created to provide for links and information for all the various Apache related merchandise available. F) NT Services project Luke and Sander want to start a set of projects to replicate the NT network environment based on reverse-engineering the protocols. Luke has apparently done this before, but that doesn't necessarily mean that it is a good idea to do it as Apache. Since the ASF is in place to embrace and protect open standards and protocols, it was decided that this project was not a good fit for the ASF. Also discussed was consideration of a project to support the ex-OSF DCE/RPC implementation, with the idea being that the ASF get support for it from The Open Group (owners of the current reference library). This was agreed to be investigated with a report to the board due within the next 2 meetings. G) ASF virtual office Roy wants to be able to distribute access to the ASF corporate records and business accounts, including basic things like a shipping account and a teleconferencing account. We need to have a low-barrier access to setting up organizational meetings, whether that be in the form of on-line access to the office or designating a specific office person who will be responsible for setting these things up for us [responsible as in they can place orders and coordinate minor things without having to jump through hoops]. Possible solutions: - allow one of our companies to host the ASF office and identify a person (part-time) who will be responsible to take care of the organizational requests on short-order - contract an outside service to provide a virtual office Duncan mentioned , so maybe we can get Oracle to donate something? Due to time constraints, it was agreed that this would be discussed on the board mailing list. However, all agreed for the need for something to enhance, supplement or replace our current situation. 7. Unfinished Business A. Amending the bylaws to prevent a situation where more than half of the board of directors consisted of employees/owners of the same company. This was tabled due to time constraints. B. ASF License. It was agreed that the Licensing List has been relatively quiet lately. Ken has agreed to "reboot" the list and re-submit the charter to the list as well. Brian will continue his "personal" discussions with RMS regarding licensing issues as well, with respect to the GPL. 8. New Business It was approved by consent that Sally Khudairi has been selected as the ASF Public Relations contact. Her membership in the ASF will be re-discussed at a later time. 9. Announcements Ken announced that an RFP for a new conference company, to replace Camelot, has been created and sent out. 10. Adjournment Adjourned at 11:39pm PDT -0700.