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Board of Directors Meetings

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< TDF


For meetings of the Membership Committee, please see TDF/Membership Committee Meetings

What it's about

Discussions of the Board of Directors take place on public mailing forum. Once every month, the board meets via video conference, to discuss ongoing topics and recent activities directly. The conference calls are open for everyone to join, following our approach to transparency and openness.

Reaching the board outside regular meetings

You can always reach the board privately by mailing to info@documentfoundation.org, or (preferrably, since we're default-open) publicly by posting to the board-discuss forum.

Some important notes

  • Although being public, these calls are not to be considered as official press statements for journalists. Journalists are invited to join, but for media Q & A, there will be separate sessions where official statements by TDF representatives are made.

How to prepare yourself

  • Most topics we will discuss have been raised on our main mailing lists already, especially discuss and marketing. Please have a look at them, to stay up to date on recent activities.

Next Call

Date and Time

The TDF BoD calls will take place once a month, Monday, 1800-2000 Berlin time all season, starting March 11, 2024.

Important Notes

  • Contracts and obligations with third parties have to be approved by two BoD seat holders, amongst them the BoD chair, and in case (s)he cannot, the BoD deputy chair. Alternatively, a warrant can be issued by one of these.
  • Decisions need a quorum of 1/2 of the participating or represented BoD seat holders. If decisions are tied, the vote of the BoD chair (or his representative), and if not available, the vote of the BoD deputy chair (or his representative) are decisive.
  • People coming late or leaving early need to be mentioned in the minutes

Videoconference Details

The calls take place via Jitsi at https://jitsi.documentfoundation.org/TDFBoard

Archives

Since 19 February 2024, minutes are now published on Board Discuss

Minutes 2024-02-06

ICAB, tuesday Feb 6 2024

present:
Thorsten, board
Emiliano, board
Gabor, board
Cor, board (left at 17:05)
Gabriel, board dep
Laszlo, board/elected
Paolo, board/elected
Sophie, elected
Björn, elected
Eike, elected
Simon, elected

Marina, MC (left at 10:40)
Gabriele, MC
Shinji, MC
Balázs, MC
Gustavo, MC (joined at 10:43)

Florian, team
Stephan, team

===remote:
Eliane, elected
Osvaldo, elected
Italo, elected (left for staff topic)
Miklos Vajna, MC

meeting starts 10:15 CET

 * audit

=== break at 1135 till 1205 ===

 * procurement policy

 * budget 2024 (12:18 CET)

  * near-/long-term goals (13:00 CET)
 
 * late with community bylaws

 * CoC policy

=== lunch break at 1335 till 1500 ===

 * staff contracts

 * AB meetings (15:44 CET)

 * trademark licenses (16:00 - 16:21 CET, only new board [Eike, Laszlo, Björn, Simon, Eliane-remote, Florian, Stephan]

 * administrative stuff (16:35 CET)

  * organization and structure (16:49 CET)

 * processes and tools (17:17 CET)

 * votes (17:30 CET)

meeting ends at 17:57 CET

Minutes 2024-02-05

ICAB, monday Feb 5 2024

present:
Thorsten, board
Emiliano, board
Paolo, board/elected
Marina, MC
Gabriele, MC
Gustavo, MC
JJ, team
cloph, team
Xisco, team
Eliane, elected
Heiko, team
Michael W, team
Sophie, team/elected
Florian, team
Osvaldo, elected
Hossein, team
Stephan, team
Olivier, team
Shinji, MC
Laszlo, board/elected
Gabor, board
Balázs, MC
Cor, board
Gabriel, board dep
Björn, elected
Eike, elected

===
remote:
- Miklos Vajna, MC
- Ilmari, team
- Stéphane, team
- Guilhem, team
- Italo, team/elected

missing:
- Simon, elected (joins at 14:00)

starting at 10:58 CET

 * discussion about next LibOCon
 * plus factor ~2.5 when going to an other continent, eg Asia, South America

 * FOSDEM '24 booth
  
=== break at 1220 till 1400 ===

 * relation issues
 * strategic goals
 * New-Era Manifesto > Proposal of New-Era Manifesto
 * relation issues
 * reaching agreements (Hossein)
 * growing the community (15:30)
  
=== break at 1615 till 16:55 ===

 * LibOCon 2024, options

 * BlueAngel certification (Thorsten)
 
 * board policy
 
 * developer hiring
  
 * team issues

meeting ends at 18:20 CET

Minutes 2024-01-22

The Document Foundation
Formal Board of Directors Meeting 2024-01-22
Meeting Minutes

Date: 2024-01-22
Location: BigBlueButton

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

In the meeting:
   Board Members - Thorsten, Paolo, Emiliano, Laszlo (from 18:25 on)
   Board Deputy Member - Gabriel
   Membership Committee Member(s) - #
   Membership Committee Substitute Member(s) - Shinji
   Member(s) - #
   Community - #
   Team - Stephan, Florian, Hossein (from 18:25 on)
   Incoming board members - Eike, Eliane, Sophie, Simon
   Incoming board deputies - #

Representation: Gabriel for Cor

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 5. A total of 4 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 3.

Any updates regarding director affiliations and substantial interests:
* no changes, current affiliations see election page:
  https://elections.documentfoundation.org/2021-board/candidates.html

Would any of the directors present need to declare an interest, for any of the listed agenda items?
*  1. 
*  2. 
*  3. 
*  4. 
*  5. 
*  6. 
*  7. 
*  8. 

The public meeting commences at ### UTC / ### Berlin time.

## AGENDA:

### Public Section

1. Discuss: 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

2. Discuss: Conflicted directors to confirm their CoIs (Paolo Vecchi, 10 mins)

   Thorsten, Cor and Gabor reply to the respective CoI declaration "I
   confirm" or something equivalent.

   Declarations of Conflict of Interest:

   https://community.documentfoundation.org/t/declaration-of-conflict-of-interest-thorsten-behrens/9296

   https://community.documentfoundation.org/t/declaration-of-conflict-of-interest-cor-nouws/9293

   https://community.documentfoundation.org/t/declaration-of-conflict-of-interest-gabor-kelemen/9291

   Paolo to reply to his CoI declaration "I confirm" or something
   equivalent:

   https://community.documentfoundation.org/t/declaration-of-conflict-of-interest-paolo-vecchi/11748

3. Status Report, Discuss: LibOCon 2024 status (Florian Effenberger, 10 mins)
   Recurring status report on planning next year's conference

4. Status Report, Discuss: Updates on CoC policy (Cor Nouws, 10 mins)
   A year ago, we  have updated our CoC policy. Lets hear from the 
   committee, and review possible improvements.

* was put in place in 2022 (Thorsten)
 * where we stand here?
* will give an update on FOSDEM (Sophie)
* get the impression nothing is happening (Thorsten)
* true less requests (Sophie)
 * discuss before with team
* incompatibilities w the current set up (Thorsten)
 * so upcoming questions for FOSDEM

5. Status Report, Discuss: Drafting FOSDEM meeting agenda (Florian
   Effenberger, Thorsten Behrens, 5 mins)

   * settle on days (Monday/Tuesday) and location
   * which topics to discuss, and who is available when?
   * draft agenda as we work on it:
     https://nextcloud.documentfoundation.org/f/1487024

* monday shorter BoD meeting (Florian)
 * will be on tuesday
 * decide on monday setting for tuesday
 * don't know about MC plans
 * team will be present at FOSDEM
 * have a compact agenda
* making hand over to new boD (Thorsten)
* Board, MC, team can happen on monday (Florian)
 * some not available on monday morning
 * focus on tuesday for board business
* would start things splitting up (Thorsten)
 * collective effort for agenda
 * some hackfest planned?
* am not aware of one (Florian)
 * comm. dinner on saturday
 * normally Italo asks for registering for comm. dinner
 * maybe more news from Italo in tomorrow's team call
* proposing BoD dinner on monday (Simon)
 * in first place old + new board
 * difficult to really socialize if MC, team included
* monday the more convenient day (Florian)
 * main thing is socializing
  

 
The public section ends at 17:48 UTC / 18:48 Berlin time.


### Member-Private Section

none this time.


### Board-Private Section

6. Discuss: Budget 2024 - first outlook (Florian Effenberger, Thorsten
   Behrens, 5 mins)

7. Status Report, Discuss: Onboarding new board members (Florian
   Effenberger, Thorsten Behrens, 10 mins)

8. Discuss: Last minute item(s) (tdf-board, 5 mins)
   Rationale: if there is time left, and anything is popping up after
   sending the agenda

The board-private section ends at 18:28 UTC / 19:28 Berlin time.

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

Minutes 2024-01-08

The Document Foundation
Formal Board of Directors Meeting 2024-01-08
Meeting Minutes

Date: 2024-01-08
Location: BigBlueButton

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

In the meeting:
   Board Members - Thorsten, Emiliano, Paolo, Cor, 
   Board Deputy Member - Gabriel
   Membership Committee Member(s) - Marina
   Membership Committee Substitute Member(s) - #
   Member(s) - Andreas, Rafael
   Community - #
   Team - Hossein, Florian, Stephan
   Incoming board members - Mike, Björn, Emiliane, 
   Incoming board deputies - Osvaldo

Representation: ### for ###

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 6 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 and substantial interests:
* no changes, current affiliations see election page:
  https://elections.documentfoundation.org/2021-board/candidates.html

Would any of the directors present need to declare an interest, for any of the listed agenda items?
*  1. 
*  2. 
*  3. 
*  4. 
*  5. 
*  6. Thorsten
*  7. Thorsten
*  8. Thorsten
*  9. 
* 10. 
* 11. 
* 12. Thorsten
* 13. 

The public meeting commences at 17:15 UTC / ### Berlin time.

## AGENDA:

### Public Section

1. Discuss: 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

-none-


2. Discuss: Conflicted directors to confirm their CoIs (Paolo Vecchi,
   5 mins)

   Thorsten, Cor and Gabor reply to the respective CoI declaration "I
   confirm" or something equivalent.

   Declarations of Conflict of Interest:

   https://community.documentfoundation.org/t/declaration-of-conflict-of-interest-thorsten-behrens/9296

   https://community.documentfoundation.org/t/declaration-of-conflict-of-interest-cor-nouws/9293

   https://community.documentfoundation.org/t/declaration-of-conflict-of-interest-gabor-kelemen/9291

   Paolo to reply to his CoI declaration "I confirm" or something
   equivalent:
   https://community.documentfoundation.org/t/declaration-of-conflict-of-interest-paolo-vecchi/11748

 * needed to confirm CoIs for having valid budget as requested by our lawyers
 * Needed also in relation to other legal matters as shown on tdf-internal (Paolo)
 * not able to express today (Thorsten)
 * am not sure what to confirm (Cor)
  * no confirmation needed
 * am not up-to-date (Gabor)
 * revisit in two weeks (Thorsten)
 * want legal documents (Italo)

3. Status Report, Discuss: LibOCon 2024 status (Florian Effenberger, 5 mins)
   Recurring status report on planning next year's conference

 * join forces (Marina)
 * have it in another continent more in 2025, not in 2024 (Italo)
  * more time needed ahead

4. Status Report, Discuss: Updates on CoC policy (Cor Nouws, 5 mins)

   A year ago, we have updated our CoC policy. Lets hear from the
   committee, and review possible improvements.

5. Discuss, Status Report: Drafting FOSDEM meeting agenda (Florian
   Effenberger, Thorsten Behrens, 5 mins)

   * settle on days (Monday/Tuesday) and location
   * which topics to discuss, and who is available when?

 * booth, but no devroom (Thorsten)
 * meetings 5+6 Feb (Florian)
  * sort out agenda
  * schedule different meetings
 * who is on site? (Thorsten)
 * most board people would be there (Italo)
  * quite most of MC too
  * same for team
  * monday morning CRA workshop
 * tuesday would be great (Thorsten)
  * good to have BoD+MC meeting
  * check remotely
 * from team Mike, Stéphane and Ilmari will miss (Florian)
 * tuesday: old/new board, then plus MC (Thorsten)
 * prepare agenda to discuss (Marina)
 * great deal for the new board to read all legal stuff
  * deadline 29 Jan
 * share as soon as possible (Thorsten)
 * started onboarding already (Florian)
 * need draft agenda (Thorsten)
 

The public section ends at 17:47 UTC / 18:47 Berlin time.


### Member-Private Section

Nothing this time.


### Board-Private Section

6. Status Report, Discuss: Finalizing tendering and procurement policy
   (Florian Effenberger, Cor Nouws, 5 mins)

   Update needed:
    * the current state of the work on the new procurement rules;
    * including explanation for the items that are currently seen as to be studied, looked at, resolved;
    * timeline, what else needs doing downstream from review

7. Status Report: Status on audit and annual report (Florian
   Effenberger, 10 mins)

   * quenstions to learn lessons have been shared
   * items missing?
   * next steps
   * draft message for trustees shared
   * feedback from foundation authority
   * additional expert advise
   * publish 2023 budget - how & where & when?

8. Status Report, Discuss: Outstanding invoices wrt tendering (Florian
   Effenberger, Cor Nouws, 5 mins)

9. Discuss: Budget 2024 - first outlook (Florian Effenberger, Thorsten
   Behrens, 5 mins)

   Possible scenario's with respons on outcome audit and financial
   impact of each, with ballpark number for (if reasonably possible)

11. Status Report, Discuss: Pending policy updates (Cor Nouws, Florian
    Effenberger, Thorsten Behrens, 5 mins)

    Staff protection:
    * missing bits
    * next steps
    * updates from Mike?

    Whistleblower policy:: anything pending?

12. Status Report, Discuss: Trademark compensation discussion (Florian
    Effenberger, 5 mins)

13. Discuss: Last minute item(s) (tdf-board, 5 mins)
    Rationale: if there is time left, and anything is popping up after
    sending the agenda

The board-private section ends at 18:45 UTC / 19:45 Berlin time.

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