Regular Meeting of the GNOME Foundation Board of Directors, 11 April 2024, 08:00 US/Pacific

Attendance

Attending

• ErikAlbers (Chair)

• HollyMillion

• SonnyPiers

• MichaelDowney

• ReginaNkenchor

• JeremyAllison

• RobertMcQueen

Regrets

• SammyFung

Missing

• None

Guests & Observers

• None

Meeting Minutes

• The Chair called the meeting to order at 08:04 US/Pacific.

Consent Agenda

• Acknowledge receipt of:
  • Executive Committee Minutes
  • Finance Committee Minutes
  • Governance Committee Minutes
  • Written report from Executive Director
• Approve the minutes of the March meeting
• Ratify new GNOME Foundation Capitalization Policy approved by Executive Committee
• Committee Memberships
  • Approve Deepesha and Regina to join internship committee (nominated by Sonny)
  • Reverse adding Sonny to travel committee
  • Adding Asmit Malakannawar to travel committee (nominated by Holly)

• VOTE: The Consent Agenda was approved by unanimous consent.

New Business

• The Board proceeded to New Business upon request of a Director and unanimous consent.

• Details on written report from executive director:
  • Major progress on many fronts as documented in the report.
  • Black Python Devs fiscal sponsorship agreement moving forward to signature. Accountant has approved changes and they will be set up to accept donations.
  • Staff job descriptions have been updated and are being shared. Will be presented to Board once finalized. Everyone will have a new (more accurate) job title. Past titles were established by the past Executive Director and responsibilities had drifted over the years. Some of the individual-level job description changes, and the rationale, were discussed.
  • A suggestion was made to share the new job descriptions publicly for Foundation members to understand, including updating the Foundation website.
  • Fundraising efforts are in place and will soon be approaching grantors. Will be setting up a permanent crowdfunding platform, which is still To Be Determined. Initial research and discussions about other running campaigns is underway. Holly's time in the future will be significantly focused on fundraising. She will have further presentations and updates for the Board.

  • ACTION: Any Board members interested in participating in crowdfunding planning are requested to volunteer directly with Holly.

  • ACTION: Holly needs to know who is traveling to GUADEC and may need support. Directors are requested to contact her.

  • Strategic plan communications and feedback solicitation will be in multiple channels, e.g., TWIG, Discourse, Website, "Town Hall" meeting, etc. The collective feedback will be compiled and made available. At GUADEC, there will be final presentation of the integrated feedback.
  • Holly offered the Staff's support for the upcoming elections efforts.
• Fiscal sponsorship for GIMP and receipt of Bitcoin

  • Agreement with GIMP is nearly complete. (After 27 years!) The fiscal sponsorship fees have been negotiated. Preparing to receive their funds held in Bitcoin, but will be immediately converted to USD upon receipt. Zoe (Free Software Foundation) has shared their experience with BTC conversion. Accountants have approved the process. Rob & Holly are meeting with attorney on 21st of April to approve.

  • Rosanna will be setting up a Coinbase account for limited BTC conversions such as GIMP.
• Report on the Governance Meeting's work on board extension, this year's procedure and timelines; discussion on best roll out of election's communication and getting good candidates
  • A suggestion was made for Board Members to serve as advocates during the election to encourage participation.

  • The President has conferred with the Elections Committee regarding Bylaws. The Bylaws do not set a maximum number of meetings, so the Bylaws will need to be updated after the election to reflect the then-current number in a subsequent update to the document.

  • Elections Committee has proposed the schedule of dates for the elections. Official list of candidates would begin 2024-05-20, but it is important to recruit candidates before then who can then begin to prepare their candidacies, starting as soon as possible.
  • The Board has previously agreed to work toward a large candidate pool who reflect a wide diversity of backgrounds.
  • A suggestion was made to identify a point of contact and representative from the Board to be a public voice to the community encouraging participation in the election, alongside Holly. This may also be an active member of the community/Foundation. Board Members can also discuss on Discourse their experiences and express encouragement for people to stand for election.
  • Some initial ideas about individual potential candidates were discussed.

  • ACTION: Holly to create a running document to discuss identification of potential candidates, and share with Board.

  • ACTION: Rob to draft a public communication (introduction) on behalf of the Board.

• Rob joined the meeting at 08:42.

Old Business

• The Board returned to Old Business.

• Discuss and vote to approve associate (nonprofit org) membership in Matrix.org Foundation (#596).
  • Michael presented an invitation from the Matrix.org Foundation to join their new associate membership program for nonprofits using Matrix. Such a membership is aligned with Objectives 3, Tactic 2, of our draft Strategic Plan, e.g., "Create more commercial and other partnerships that drive an increase in users and creation of more apps, including the correct strategic partnerships with governments, universities, and nonprofit partners to reach new, under-served and diverse audiences".
  • Benefits: GF will be listed publicly as an Associate Member with name and/or logo, increasing awareness of our brand. GF currently receives Matrix homeserver managed hosting from the Matrix.org Foundation, donation value ca. $5000/year. GF seen as supporting the free software platforms that it uses, which is what we ask others to do for us as we increase our fundraising appeals. GF will have stronger voice for providing feedback and opinions to improve Matrix for our communication needs and our software ecosystem, e.g., Fractal.
  • Mixed: Potential reputation changes (+/-) if GF is seen as more fully endorsing Matrix beyond its current use.
  • Costs (no financial cost to Foundation): Approximate 5 person-hours per year (not including this vote) split between Foundation staff (20%) and volunteer delegate (80%). No time commitment from Board/Directors.
  • Concerns were expressed regarding the past support for an IRC bridge, and some community members have a negative impression of Matrix. Further, questions were raised as to the extent of the alignment with the Foundation's strategic plan.
  • Concerns were expressed about possible future changes to commitments.
  • A perspective was offered that having a voice at the table would help influence our current use of Matrix and influence future choices/actions.
  • There is not a set term of membership, but we would of course have freedom to opt out at any point.
  • Concern about whether or not this membership would stagnate or not be very productive over time.

  • VOTE: Erik moved to accept the motion, Rob seconded. 4 yes, 2 no, 0 abstain. Motion passes.

• The Board returned to New Business.

New Business (Continued)

• GNOME Development Initiative (GDI)
  • N.B.: Formerly known as the STF project/grant

  • GDI furthers Strategic Goal 2, Objectives 4 & 5.

  • ACTION: MD to request slides from Sonny to include by reference.

  • A review of GNOME in the current Linux marketplace was provided.
  • Discussion of strategic efforts for fundraising included GNOME OS, Accessibility, Security, Services.
  • A privately-minuted discussion took place, with private meeting minutes recorded.

• The Chair adjourned the meeting at 09:44 US/Pacific.