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Title: Board Meeting Process license: https://www.apache.org/licenses/LICENSE-2.0

The Board of Directors uses a variety of tools and relies on volunteers across Apache projects to ensure our monthly meetings run smoothly. This is a guide to the typical timeline and process that goes into every monthly board meeting.

Our PMC Reporting Guide lays out what should be in a project's quarterly board report and how to submit the report. Note that executive officers and non-project corporate officers (Like VP-Infra and VP-Legal) provide their own reports either to the President or to the board on a monthly basis.

See also Board Meeting Minutes: Calendar View / Categorized view.

The Board holds its meetings by teleconference (and IRC for backchannel), and they typically last about one and a half hours. Meetings follow the posted agenda, with the chair or relevant officers leading discussion. Apache Members, PMC Chairs, and invited guests are always welcome to attend monthly board meetings.

Contents

[TOC]

Who does what {#who}

The board is responsible for overseeing the operations of the ASF as a whole, including all Apache projects. We provide this oversight by having the officers responsible for corporate operations submit monthly reports, and each Apache project submit a quarterly report about their project's community and technical status.

  • Operational officers provide a monthly report on their area of operations (like brand, press, legal, infrastructure, etc.) to the President, who then provides a rollup report to the board on the day-to-day operations of the ASF.

  • A few board committees and other corporate VPs provide monthly reports directly to the board.

  • PMC members in every Apache project collaborate to provide their quarterly project report. The PMC Chair, who is also a Vice President of the ASF, is responsible for ensuring the report is actually submitted to the board agenda.

  • During board meetings, the Board Chair leads the meeting while the Secretary takes notes and calls the roll for attendance or votes. Directors may comment on or have questions for various reports; the Secretary directs formal questions to the relevant officer or PMC after the meeting via private@ email.

  • The Secretary also manages the process of publishing approved board meeting minutes (typically the following month).

Normal Board Meeting Timeline {#timeline}

At the previous month's meeting

Shortly after a monthly meeting, the Secretary checks in draft meeting minutes for later review and approval by the board. The Board Chair then sends a "ASF Board Meeting Summary" overview of formal actions taken during the meeting to all our committers. The Secretary sends out comments on reports and welcomes new officers - for details, see "Adjourning" below.

After the previous month's meeting

A few days after the previous month's meeting, the agenda for the next (current) month's meeting is assembled and checked into our code repository. Board agendas and meeting minutes are all kept in formatted text files. This allows power users to edit via the command line, but also allows for more user-friendly views of the agenda with the Board Agenda Tool (requires Apache login).

Reminders are then sent out to all PMCs about the due dates for reports for the next meeting. An early reminder (and a followup) is helpful given the distributed and all volunteer nature of Apache PMCs. Projects typically submit their reports by posting them in the Board Agenda Tool anywhere from three weeks to a few hours beforehand (which may not be accepted if the directors don't have sufficient time to review them).

The Apache Incubator has a special reminder process. Since every Podling within the Incubator is expected to provide it's own quarterly report, they get their own reminders. The Incubator PMC then reviews and rolls up the relevant Podling quarterly reports, allows podling mentors to sign off on or add additional comments to them, and then submits an overall report to the board every month.

The week before the meeting

Each month, directors are randomly assigned to be "Shepherds" of a set of PMC reports for that month's meeting. The Shepherd pays extra attention to their assigned PMCs' reports, checking to be sure they are in the agenda on time, and helping to take any feedback from the board to that PMC. This helps to have a distributed check-and-balance to ensure all 70+ project reports get submitted, and to have a single Director ensuring that feedback is addressed afterwards.

Many PMC reports are in the agenda about a week before the meeting, so some directors will start reviewing the agenda and pre-approving reports, or providing comments/questions on them. If a director has a concern about a specific report, they 'flag' it in the agenda for discussion during the meeting. This is often the time when Shepherds double-check that PMCs have actually submitted a full report, and directly email any PMCs that are late.

No later than 48 hours before the meeting the board expects the agenda to be finalized, although we do sometimes have late submissions of reports. In the 2-3 days before the meeting, most directors then review the entire agenda, pre-approving or commenting in the agenda on all the submitted reports. Astute PMC Chairs, who have visibility into the Agenda tool, can speed the process further if they can provide brief answers or additional information to any director questions.

Since all activity - report submissions, approvals, comments - involves checking updated files into the SVN repository, Apache Members and PMC chairs can watch the progress in the commit messages.

Day of the Board Meeting

On the day of the meeting, the Chair runs through the agenda in order. After a roll call, Executive officers typically verbally provide the highlights of their reports.

We then use the preapproval system to speed the process of reviewing the 70+ PMC reports each month. Any PMC report that has a majority of directors preapproving, and no directors have flagged the report, is approved by general consent. This allows the meeting to focus discussion on any PMC reports that either were not thoroughly reviewed by directors before the meeting, that have important questions, or that a director has flagged. Shepherds lead the discussion about their particular flagged reports, helping the Chair to focus on the overall meeting.

We then step through the rest of the agenda, voting on Special Orders and resolutions, and then sometimes hold a discussion period on new matters, or to review deeper questions raised by the submitted officer reports.

Adjourning / After The Board Meeting

Soon after the meeting adjourns, we inform our communities:

  • The Chair sends a brief overview of the meeting points to our committer base.
    This notes any PMC reports where the report was not accepted, as well as the status of any Special Orders that have been approved (typically officer appointments or new projects), since they take effect immediately.

  • The Secretary sends any director comments or questions about each individual PMC report directly to that PMC on its private@ list, cc'ing the board@ list. This ensures that PMCs get direct and immediate feedback if the board has any issues. In most cases, these are simple questions about the project, so the board appreciates an ACK or response email from the PMC back to the board@ list.

  • If there is a serious issue that requires followup, the board assigns a director (either the Shepherd or another director who volunteers) to work directly with the PMC to ensure the issue is understood, and that the PMC begins taking action to address it. The board expects to hear the results of these actions either at the next month's meeting, or in the PMC's next normal quarterly report.

Board meeting tools {#tools}

The board prepares, runs and records its meetings in the Board Agenda Tool, which is maintained by the Apache Tooling project. It replaces the agenda tool that the Apache Whimsy project used to provide.

An agenda is still a plain text file in the foundation's private SVN repository, and the tool commits to it in the name of whoever made the change - so command line users can carry on as before. What the tool adds is the workflow around that file:

  • it assembles each month's agenda a day or so after the previous meeting, from the board calendar, the reporting schedule in committee-info.txt and the business the last meeting left open, and assigns each project report a Shepherd;
  • PMC Chairs and officers post their reports into it, and it sends the reminders that chase the ones that have not arrived;
  • directors pre-approve, flag and comment on reports before the meeting, and raise action items;
  • the Chair runs the live meeting from it, and everyone attending can follow along on their own screen at whatever item the Chair has reached;
  • the Secretary records the minutes in it as the meeting goes, and afterwards works through a checklist of what the meeting decided - mailing the summary, carrying out resolutions, and publishing the minutes the board approved.

An Apache login is required, and what you can see and do follows the roles you hold: ASF Members and PMC Chairs can read the agenda, while pre-approving reports, running the meeting and recording the minutes belong to the directors, the Chair and the Secretary respectively. The tool's own documentation page sets all of that out role by role.

Past minutes are public and need no login. The official, canonical publication is our formal publication of all past board meeting minutes. Whimsy additionally offers a categorized listing of past board minutes, which lets anyone review past meetings by date, by PMC, or by major special resolutions; we provide that as a convenience, and it is being moved onto this site.

How To Post A Project or Officer Report {#postreport}

See the PMC Chair's detailed Board Reporting Guidelines.

How To Attend The Meeting {#attend}

Apache Members and PMC Chairs are welcome to attend. Please let the board know you will attend by adding yourself in the agenda:

  • Navigate to the Board Agenda Tool (Apache login required)
  • Click Roll Call
  • Click the blue Attend button at the bottom

Marking your attendance ahead of time helps the Secretary run through the roll call more quickly. If you find you can't attend the meeting, use the Regrets button to update your status.

The Call To Order section has teleconference dial-in and timezone information, as well as the chat channel information that we use for informal discussions (not strictly part of the meeting, but useful for questions).

Help and Tips About The Board Agenda Website {#whimsy}

Whimsy's board agenda tool has been deprecated; please use the Board Agenda Tool.

The tool documents itself: its documentation page (Apache login required) walks through the whole monthly cycle, and shows the part of it that belongs to each role you hold. Bugs and suggestions are welcome in the Apache Tooling project, which maintains it; the tool is discussed on #agenda-tool in the ASF Slack.