[openstack-tc] Fwd: Revised Bylaws

Thierry Carrez thierry at openstack.org
Mon Nov 17 12:59:47 UTC 2014


FYI
(forwarded at Mark Radcliffe's request)

-------- Message transféré --------
Sujet : Revised Bylaws
Date : Sat, 15 Nov 2014 15:35:09 +0000
De : Radcliffe, Mark <Mark.Radcliffe at dlapiper.com>
Pour : openstack-tc-owner at lists.openstack.org
<openstack-tc-owner at lists.openstack.org>, Stefano Maffulli
<stefano at openstack.org>
Copie à : Jonathan Bryce <jonathan at openstack.org>, Alan Clark
<aclark at suse.com>

This email is a follow up to the discussion at the joint Technical
Committee/Board meeting at the Paris Summit. I am enclosing  the final
draft of the revised bylaws.   As you know, the DefCore process has
developed a process for managing the application of trademarks to the
OpenStack Project.  The original bylaws provided for very detailed (and
inflexible) approach to the use of trademarks and the modification of
the Core OpenStack Project.  The proposed revisions are meant to provide
flexibility to adopt the Defcore procedures and any changes to those
procedures in the future. These changes have included input from the
Legal Affairs Committee, OpenStack Foundation management and the Defcore
Committee.  Please provide me with any comments by noon on Thursday,
November 20.  We will also be sending a similar email to the Board and
the Defcore Committee.  The drafts can be found at

https://www.dropbox.com/sh/eztcbk8tvxouqfb/AABX8D6g8jns3Cp_4OGthc7Oa?dl=0

After considering and incorporating any relevant comments, the
Foundation is planning to have a Board meeting in the first week of
December to approve the final draft.  Then, such draft will be put on
the Foundation website to prepare for approval by the Individual Members
as part of their election of Individual Directors.

1. Revisions for Determination Core and Trademark Policy.
   a. Shift from two to three categories of software
      i. Current bylaws
         A. OpenStack Project
         B. Core OpenStack Project
      ii.Revised bylaws
         A. OpenStack Project
         B. OpenStack TC Approved Release
         C. Trademark Designated OpenStack Software
   b. Change in determination of Trademark Designated OpenStack Software
by the Board
      i. Current bylaws
         A. Modules: Block Storage, Compute, Dashboard, Identity
Service, Image Service, Networking, and Object Storage
         B. Add/Remove Modules Process: Proposed by Technical Committee
and approved by the Board of Directors ("Board")
         C. This  provision can only be changed by a vote of the Board
and the affirmative vote of (i) two-thirds of the Gold Members, (ii)
two-thirds of the Platinum Members, and (iii) a majority of the
Individual Members voting (but only if at least 25% of the Individual
Members voting  at an  annual or special
meeting).                               
      ii. Revised bylaws
         A. Trademark Designated OpenStack Software:  Process for
determining Trademark Designated OpenStack Software will be determined
by the Board and does not need any vote by the members, but changes in
process require Technical Committee approval (i.e. change from DefCore)
         B. OpenStack TC Approved Release (formerly Integrated
Release):  Determined by Technical Committee but "Trademark Designated
OpenStack Software" can be deleted from OpenStack TC Approved Release
only with permission of Board
   c. Change in management of trademarks
      i. Current bylaws
         A. Trademarks governed by detailed trademark policy in Appendix 8
         B. This  provision can only be changed by a vote of the Board
and the affirmative vote of (i) two-thirds of the Gold Members, (ii)
two-thirds of the Platinum Members, and (iii) a majority of the
Individual Members voting (but only if at least 25% of the Individual
Members vote at  an  annual or special meeting).               
      ii. Revised bylaws
         A. Trademarks will be governed by a trademark policy to be
determined by the Board and does not need any vote by the members

2. Determination of ATC
   a. Current bylaws: ATC must contribute to Core OpenStack Project. 
   b. Revised bylaws: ATC must contribute to  OpenStack Project .


Separate Approval  (at the request of DefCore)

1. Legal Affairs Committee
   a. Current bylaws: Legal Affairs Committee currently is limited to
five members (but eleven lawyers are attending).
   b. Revised bylaws: The Board can set the criteria for membership on
the Legal Affairs Committee.

2. Quorum for Individual Members to Amend the Bylaws
   a. Current bylaws: A majority of the Individual Members voting (but
only if at least 25% of the Individual Members vote at  an  annual or
special meeting).    This vote was selected rather arbitrarily at the
time the bylaws were drafted and did not anticipate the number of
Individual Members which have joined the Foundation. The 2014 election
for Individual Directors  had participation of only [11%] of the
Individual Members.
   b. Revised bylaws: A majority of the Individual Members voting (but
only if at least 10% of the Individual Members vote at  an  annual or
special meeting).


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