Category Archives: Board

The Foundation board

Summary of Board’s Face-to-Face Meeting

Better late than never, I want to share my thoughts and the topics discussed at the OSMF board’s annual Face-to-Face meeting in May this year.

We met on the 20th and the 21st of May in Amsterdam at the same location as last year. Martijn and Mikel made a quick survey and put considerable time into compiling an agenda for the weekend for us. This year we also had Dorothea, our administrative assistant who helped us keep time and took notes during the meeting for us.

Board members still smiling after a hard day of work

We discussed many topics and I will try to share them with you. I will focus on topics which I believe will be of particular interest to the community, but I’ll also include issues and impressions I simply found interesting myself.

Welcome Mat

Saturday started of with a session about how to define the “OSM community” which was more about knowing where each other stands. This led to the question about the community’s or the board’s relation to “corporate stakeholders” as well. Although I had the impression that we had quite different views on it and I felt a bit like an extremist, this was quite a productive discussion and in a follow up working session we developed a first draft for a “Welcome Mat”. This will be something for organizations and companies to read to familiarise themselves with the project, the community and especially to learn about the expectations we have and the responsibilities they have. The current plan is to compile the main points into a draft to share in July.

Sticky notes everywhere


A planned program for microgrants was the focus of a second large working session on Saturday. You might know similar programs from e.g. OSM-US, HOT or FOSSGIS. As a start and as a first trial we want to make a time-bound program where you can apply for microgrants until a specific date. We discussed many of the details like the budget, the set of applicants, a rough timeline and the need for a committee to help on with the selection and to provide some kind of “supervision”. We plan to have a dedicated blog post and more details coming soon, in August this year.

Working Groups and Volunteers

Sunday started off with a topic that I expected to be highly controversial: Working Groups and their role with regard to the board. But I was proven wrong. We talked about and discussed the scope of each working group, their (potential) needs and their relation to the OSMF board. It was quite interesting as almost every working group has at least one board member in its ranks.

One very obvious theme from our discussion about working groups is the lack of volunteers. Let me add a personal thought here: We have quite a few people running for the OSMF board each year with many great ideas. As the board is mainly assisting, you can achieve something more easily by actually joining a working group and not the board! Anyway, one of our working sessions on Sunday was dedicated to a “volunteer drive”. We run successful money donation drives but money cannot always be used to buy time. So, we really need more volunteers to help run our project, which is why we want to try and run a volunteer drive next year. If you can’t wait that long: Go on and join one of our great working groups now! 🙂

Rapid Fire

We had a couple of rapid fire sessions where each of us could name a topic they are personally interested in. Mine was about our need to properly explain why we need or want an administrative assistant. To make our decision more transparent, we plan to fully disclose the scope of the job’s duties and hope to demonstrate why we think it’s worth spending money on some administrative tasks instead of doing it ourselves or searching for volunteers. In a similar vein, Frederik asked about the others’ thoughts on putting financial tasks into professional hands. One reason, for example, is that it’s a major pain for new board members to get access to our bank account. Furthermore, we talked about an updated travel policy which is scheduled to be drafted in August. We mostly asked what and whom we do fund and up to which amount. One side aspect was to pay Kate’s travel to the SotM-Asia 2017 where she will be the keynote speaker.

Other than that we had a talk about a corporate editing policy, something the DWG has been tasked with and I guess you’ll see a public community survey on that topic soon.


Cute Baby-Alpaca
(c) Zenalpaca, Wikipedia, CC BY-SA 4.0

Sadly, not many community members had the time to join our planned evening with the local community on Saturday. I still had the opportunity for some interesting private conversations, though: I know a lot more now about growing tomatoes and raising goats and I would recommend anyone with a farm to get some alpacas. 🙂

But we didn’t meet for fun, but for work: It was a friendly and productive meeting and – given the financial outcome of last year (read: the corporate membership program) – it didn’t feel so bad to spend some money on the meeting. We don’t have tangible results to show yet, but that was not the goal: The meeting was about discussion and offered an opportunity to talk about various issues that would be hard or impossible to tackle via the mailing list or on mumble. In order to not let that time go to waste, it’s now important to follow up on those topics. That’s why we ended our meeting with a “Mapping Where from Here” session to produce a schedule with follow-up tasks and a timeline describing what we would like to be finished when. So I hope you’ll hear more about the microgrant program and the welcome mat soon. Stay tuned! 😉

Chairperson’s Report for the OpenStreetMap Foundation 2016 Annual General Meeting

Note: If you are a member of the OSMF you can find more information on the meeting here.

Thank you to everyone who contributed to OpenStreetMap in some way this year. If you mapped, coded, presented or otherwise helped us on our journey to create free map of the entire world this means you. It is an honor to be able to support this community through my role at the OpenStreetMap Foundation and as a community member. 
On behalf of the Foundation thank you to everyone who participated in the organization that supports the continued existence of the project. At the center of this is the Working Groups: without our working groups the core technical services wouldn’t run, we would not have the legal infrastructure to effectively run the project, State of the Map wouldn’t happen, mapping disputes wouldn’t have resolutions, official communications wouldn’t exist, and membership would still be run entirely by the board. Much of the Working Group work is thankless, if you are on a Working Group and see me in the next year please remind me to buy you a beer (or other beverage of choice). 
Members, if you have been a member for years or this is your first AGM I appreciate you. Please continue to state your needs and if you haven’t please speak up. If you are so inclined help us recruit members for 2017. The membership should serve to keep the board on task and I hope someday it will represent the diverse world that we map. 
To the Board Members both new and old, sometimes it is hard to see the forest through the trees. Looking back on this year I think we’ve made some real accomplishments. Sometimes they may not feel like much but they are important the year things we have accomplished:
  • Increasing board transparency by having open board meetings and thanks to Peter especially, communicating generally with the membership sooner.
  • We also had our first community member audit of the financial records.
  • Developing an open-source policy to guide what tools we use to run the OSMF Board
  • Creating and filling of Admin Assistant Role to help make sure the day to day work is done more efficiently.
  • Successfully funding and hosting a donation drive to cover the general operating costs of the OSMF over the next year
  • Updating the Corporate Membership to increase the value of the membership and have it serve as a greater funding base for the OSMF in the future.

Membership Statistics

Here are the regional statistics regarding membership in the OSMF for 2016 with reference to 2015. The regional membership breakdown has changed slightly. 
  • Europe and Central Asia 68.18% [last year 70%]
  • America South, Central, North and Caribbean 22.73%  [last year (USA&Canada) + (Latin America): 23% + 1.5%]
  • Middle East and North Africa 0.65  % [last year 0.5%]
  • Africa West, East, Central and Southern 1.08% [last year 0.5%]
  • Asia-Pacific 7.36%  [last year 4.5%]

Looking Forward

We have made some major steps forward this year, but we have a long way to go. Through my day job work in non-profits we often talk about “what is the vision?” and “how can we get there?” For OpenStreetMap our job will never be done, but we would be well on our way to accomplishing our vision by having equal quality data of the entire world. There are things the OSMF must look towards in the coming year and beyond for that to happen:
  • Supporting mappers is at the core of what we do. Without mappers there is no map
  • Increasing the funding base of the OSMF. This year we have put some pieces in place to allow that but in the next year we must continue to move towards that. This includes getting organizations to sign-up for new levels of corporate membership and successfully running another donation drive.
  • Diversifying the membership of the OSMF (and in the future the board, since that will not happen this election)
  • Providing more clear ways for financial support of Working Groups and Communities

Over the past year I’ve had the privilege to meet OSM contributors on four continents. If I haven’t had the opportunity to meet you please don’t hesitate to reach out. In 2017 I will at the very least be in Australia, the United States, Japan and parts of Europe (not sure which yet). Even if you just want to chat let me know so I can thank you for your contributions and get your feedback. Let’s all continue to make a great map in 2017.

Recap of the OSMF F2F Meeting

Last weekend, the OSMF Board had our face-to-face (F2F) meeting in Amsterdam. I took a cheap flight on Friday and left early Monday morning to spend 2 full productive days in our meeting venue, to work together on stuff that hadn’t happened in our monthly Board meeetings. Preceding the event, we discussed if we should have an in person meeting at all, but we finally agreed to meet. This blog post should give you an overview of the weekend: how it was organized, what happened, what topics we discussed, how I felt about it, and  the more general outcome of the event. However, I’ll leave out most of the detailed results as we’re still working on and will be published soon, I don’t want to preempt that.

The OSMF Board, still happy after a hard day's work

The OSMF Board, still smiling after a hard day’s work


Of course an event like this has to be prepared in advance. This includes accommodation, meals and of course the topics that we wanted to talk about. Martijn was a great help for the first two points as he lived in Amsterdam until 2011. He found a great venue for us that also featured two bedrooms for accommodations. I was one of the lucky ones to get a room, so no extra work for me to find a place. The other Board members mostly took private housing offers nearby the venue; Frederik also stayed in one of the venue’s rooms. As for the meals, Martijn organized breakfast, lunch and dinner. While breakfast and lunch were arranged in a way to not waste any time and to get back to work quickly, we took a bit more time for our dinner and even met with the local OSM community on Saturday.

For planning of topics and arranging the event we worked with Allen Gunn, an experienced facilitator who works frequently with open source communities. For those who don’t know about facilitation, as I didn’t, it’s a person who helps to arrange events, leading sessions and trying to steer them to get things done. And in case of conflicts, responsible to settle things and move back to constructive work. As a first step, he wrote a mail to each of us asking questions on what we expected from the event, what topics we wanted to have on the agenda, what topics might lead to heated debates and things like that. Unfortunately all of that happened a bit late and we only got an agenda for our event on Friday morning, which at first not everyone was happy about. Sadly, Gunner couldn’t make it to the event himself, so we were on our own, guided by the agenda developed by him. I regret that a bit, as I was curious how facilitation would work, but on the other hand, we were able to work well on our own.


As I said above, I don’t want to preempt the results of the meeting, but I guess it’s ok to talk a bit about our agenda. We had a strict schedule, starting at 9:00 and closing at 17:00 on Saturday and Sunday. For example topics, we spent 90 minutes on committing to greater transparency, and about 45 minutes on on boarding the admin assistant. We also had less specific topics like “Comparing Perspective on ‘Leadership'” and “Building Organizational Vitality”.

And even though each topic on the agenda had some extra text explaining it, I was not always sure what to expect. I guess that’s also why other Board members noted in advance that they were not entirely happy with the agenda as is. But this was not a problem after all, as we could easily change the agenda where needed, and take more or less time for one or another topic. I’m not sure if we would have handled this as flexibly if we had in person facilitation.


I was uncertain what to expect from this event, and especially since it was expensive for some Board members flying from overseas. I was hesitant if we needed to meet in person at all. Though, several Board members with experience of F2F meetings were in favor, and as I had never attended an F2F meeting, I couldn’t really judge, so I abstained from that decision. Asked by Gunner, I explained that, and emphasize that I wanted to talk about transparency. I did hope that we could get on common ground there, but I also thought this would be a heated debate, with most other Board members holding a different opinions. I should probably state this now: I was utterly wrong, see below.

Further I was quite nervous and anxious that I would be able to follow the conversations in English and understand everything being said. However, this went pretty well. Even though my English is for sure not super expressive, I was able to contribute to each conversation, even though sometimes a bit haltering 😉 I followed most of what was said, and I could even mostly follow Paul, who was the hardest to understand. (As Paul put it, that’s because Kate and Mikel speak simple American English but he speaks the real thing, Canadian English. :))

Interestingly, another common theme shared with Gunner by Board members was a desire to get things done. They expressed that we didn’t get many things completed yet this year, but at the same time they thought that we had worked well together. So they focused their expectations on this: get things going, do some actual work or at least scope what’s possible, and what was beyond our reach. Also remember, much of OSMF work is actually done by working groups, and we don’t want to command but rather support them.


As noted above, our facilitator Gunner could not make the event, so we had to manage it ourselves. We had the agenda he compiled for us and we used that as our base for discussions. Still you need someone to channel an agenda and in the end, Mikel stepped up to help. He put a considerable amount of time to discuss the event up front with Gunner, and facilitated every single session. As he also wanted to participate himself, with his input and opinion, he had to do both, IMHO a quite difficult task but he did a great job with that for sure.

We started (and closed) quite a few sessions with a round of short statements from each Board member. Everyone would have one minute to explain what they expect from a topic, or how they feel about something. It gave us a quick overview where each participant stood, and thought about the topic. I found this very interesting, I didn’t expect that we shared so many many opinions. Many sessions involved a huge amount of post-its :-). For example, in the transparency session, we glued 4 big sheets on the window with headers “OSMF internal”, “WG internal”, “public readable”, “public writable”. Everyone had a stack of post-its, wrote a topic on each and stuck it to that sheet where it is currently handled (e.g. “meeting minutes” would be “public readable” or “individual donation details” would be “OSMF internal”). Then, we clustered the notes, as we individually had many ideas in common with each other. And after that we did a round-robin, where we each selected an item,and suggested to move it to someplace else. We discussed, and if approved, it got a sticker on it, so we could later record that it moved (e.g. someone takes “board meetings” from “OSMF internal”, moves it to “public readable” and puts a sticker on it) . There were some controversial topics and there were some surprisingly uncontroversial ones. By the end, many things had moved, and I’m especially happy with the outcome of that session.

Most sessions went this way, with a bit of variation. For example, for the session about a “diverse and global community” we had 3 big sheets “Working”, “What we want to change” and “Disagree”. We again collected ideas on post-its, stuck on the first two sheets and clustered them. Topics we didn’t agree on moved to the third column. Then, we voted on the highest priority topics. Everyone got three stickers and was allowed to select whatever they most valued. At the end, we had a few priority topics to work on further.

I still don’t know what to think about this way of working. I’ve never done something like this before. I didn’t think it was the best way of handling every topic, but I have no better ideas on how to deal with something like this. I do have to note, we got things done this way.

On Sunday, we worked a bit differently. We split up into smaller groups to work intensively on topics. One topic was corporate membership, where three of us collected member feedback, and built upon it. Simultaneously, we had a second session about an Open Source Policy which I attended. We got quite negative feedback from some of the community when we said we were evaluating GitHub for tracking our Board’s internal work, so we agreed to write an Open Source Policy as a guideline for software choices. This was one of the topics I’ve been keen on, too. We used an etherpad to collect a list of points, and developed an outline. I’m quite happy with the results and I hope we get this written out soon to share with you.

Outcome & Future

So what is the outcome of all this? It helped me to get to know the other Board members much better, and I hope and even expect that this will also help in the future. Don’t get me wrong, we have worked well together in the past, but now I know better how each of us think about different topics and I have a bit more idea of personal make up of the other Board members, like when something is a joke and when it’s not.

And I especially hope that we’ll be more productive after this meeting. We can let a Board member work on topics important to them, and have a better idea of the scope of our work. I want to see the things we decided become a reality. We have a large number of action items to work on for the next meetings, and I hope these will be finished in the near future.

Even though I’m enthusiastic about the F2F meeting and its results, it is still another question if it’s worth doing again. We spent a good amount of money to meet, and one might argue that we could have achieved the same result with an online meeting, or by discussing everything by email. I’m still not sure about what to think about that. We are going to assess the effectiveness later, when we can see if and how many of our decisions are actually put into action. I did talk to other Board members about this at dinner, and there are at least two good arguments I heard that might make the F2F meeting worth it. First, dedicating so much time to an online meeting as we did at the F2F is almost impossible. When at home I can’t tell my wife and kids to not enter the room, and I wouldn’t be able to take 8 hours off to talk and discuss. The F2F forces you to do so. You meet with six other people, and cognizant of the effort and cost to get there, you’re focused to make the best result. Second, if we do get a corporate membership plan that everyone is happy with, and just get one new gold member, our F2F meeting would be paid for. Still, I’m just repeating other’s arguments; ask me again in two months or so :).

OpenStreetMap Foundation is Hiring an Administrative Assistant

The OpenStreetMap Foundation Board is looking for a detail oriented, part-time administrative assistant with a passion for open communities, who can help accelerate the work of the OpenStreetMap Foundation. Sharp organization and communication skills, and excitement for the mission of OSM will be helpful.

The role’s responsibilities will be to help prepare for meetings, tracking action items and votes; ensure excellent communication between our volunteer community members, working groups and the board; handle inquiries and communicate on behalf of the foundation; and organize our paperwork and publish routine matters.

Is this you? Or know a great candidate? You have until Friday, June 10 (extended!) to apply.

This is the full job posting. Email with applications and any questions.

Field Report of a Board Freshman

New foundation board member Peter Barth

One month has passed since the elections, so I decided to write down a little blog post about my impressions as a new board member. Even though I had listened into a board meeting and participated in an OSMF working group before, there were still many things to learn and new tools and processes to get acquainted with. This post is not super specific, but I still hope this will be an interesting read for others who are curious how the OpenStreetMap Foundation board works.

The infrastructure

Once the election results came in, everything happened quite quickly and we got a bunch of new accounts for various services. As you might remember, the election results were final on December 12, 2015 around 19:00 (CET). Less than 6 hours later, I was added to the internal board mailing list (the board@ address). Well, perhaps I was added earlier, but at 00:27 my first board mail arrived. This list is the main communication channel for the board and almost anything is discussed there. The address can be used by anyone, by the way, so if you have any matter to discuss you’re free to write to this address to reach the whole board – though reading is limited to the board directors. Just to give you an impression about the traffic, I got 266 mails until today on that list. Only 25 hours after my election I also got a personal mail address which should be used whenever I want to speak as an official board member. Mails sent to these addresses are handled and, depending on the configuration, archived by Google.

The same day, we got accounts for the public OSM Foundation wiki and for the private wiki of the board. The latter is to be used for internal stuff, e.g. it now contains a primer page with all the stuff new members need to know. I haven’t changed much myself yet, but I read a lot and even though the wiki is not that large (about 30 pages), there is much information to process.

In addition the above, there’s a service called Loomio, which is used for deciding on board resolutions outside of meetings, so called circular resolutions. That seemed kind of superfluous to me, but it appears to have been introduced some time ago to make it easier to manage resolutions as there was a lack of clarity about status and conclusion and as resolutions via emails had a low number of participants. (When the first circular resolution of this term passed, Paul almost incredulously noted that this was the first time he ever saw all board members vote.). Anyway, the tool itself is neatly organized, easy to use and you can choose to receive email notifications when something happens within our group.

The board does not have a ticketing system, by the way, but has great human tracker: Paul. He collects items from the mailing lists and amazingly manages all that so nothing gets lost. Other than that, everyone has their own list of open items. Not everyone was happy with this, however, so we discussed whether to try something different this term. That’s why there will be a trial period where we use the issue tracker of GitHub to keep track of open tasks, assign tasks and so on. We’ll see how that turns out.

There are some other tools in use, too, but there were no special actions needed to set them up. For example, we use Doodle to agree on a date and we use Mumble for our meetings. We have an IRC channel to talk to each other, though seeing how not everyone is used to irc, it gets used to chat rather than discuss. And finally there is CiviCRM for the members’ database, accessible via a WordPress plugin. But it took me a while to get access to that one, as I did miss the invitation mail.

Legal obligations

As the secretary needs to submit an “Appointment of a director” form to the Companies House, I had to give some personal details to Paul, including my date of birth and my private address. It’s the directors’ duty to submit this information, as the details about the directors on the board have to be made public, according to British law.

I’m also working on getting access to our bank account as I was selected as a backup for our treasurer. After trying to get hold of someone explaining me how to do that and struggling to understand the London dialect of a nice lady from customer support at Barclays, I was glad that Frederik was able to help me. Eventually, I had to get an certified copy of my ID, fill out a bunch of forms and be very cautious to put my signature within given bounds to not invalidate these forms. And now I’m waiting to see what happens. If I’m unlucky, I’m going to have to travel to Frankfurt to appear in person at Barclays.

Getting started

So with all the preparations out of the way, what has the board worked on since the elections?

During the last few weeks, we processed a few tasks related to our working groups, such as budget requests. Unfortunately, there were also legal disputes affecting the DWG that the board had to deal with. We used the opportunity to talk at length about our interactions with working groups in general, and how to support their work without interfering with it. Naturally, there were different ideas and interesting discussions, and I expect that there will be small but exciting changes to come. As much of the actual work is done by the working groups, they form an integral part of the OSMF and OSM in general. Other than that, we also dealt with some inquiries by different NGOs, and of course there were mails from newbies like me, asking silly questions.

Whenever there are topics that need to be decided on, we use votes to form a consensus. Either at one of our Mumble meetings which take place one a month, or via Loomio as a circular resolution if the topic can’t wait or is considered simple enough to not warrant any discussion at a meeting. For something to get passed a simple majority is enough, and notably there’s no quorum to be reached. In theory, it would be possible to decide on something with only one vote in favor. (No, that hasn’t happened yet.)


Now that I’m getting more familiar with the way things work, I’m eager to work on the challenges I outlined in my agenda, and I’m sure my colleagues are, too. As always, the board is happy about any input or contribution on osmf-talk@, by direct mail or to the OSMF in general. Even if a matter is already discussed on the board, it feels good and necessary if the members discuss topics, suggest things and demand answers, too. So please continue contributing to osmf-talk@ to make it a livelier place.

And last but not least I hope that this post has been an interesting read that can help others who consider running for the board, contributing to one of the great working groups out there, or simply joining the OSMF as a member.

Peter Barth

Welcome new board

At the weekend we held our 2015 Annual General Meeting, and foundation members voted to elect four new board members. Congratulations to…

They join Kate Chapman, Frederik Ramm, and Paul Norman on the foundation board. Thanks to all eleven candidates who took part in the election, and thanks to the members for asking questions, debating the issues, and casting your votes.

For more voting details including passing of a special resolution, see the public meeting minutes and transcript.

As well as finalising the election, the Annual General Meeting included presentation of the chairperson’s report from Kate Chapman, and the treasurer’s report from Frederik Ramm.

The election campaigning/discussion included great ideas about future directions of OpenStreetMap and the foundation. Let’s bring some of these ideas to life in the coming year! Don’t forget, one of the key ideas all candidates agreed upon, was encouraging more involvement from the OpenStreetMap community in the work of the fundation e.g. via working groups. So now’s a great time to get involved!

OpenStreetMap Foundation Face2Face Meeting: Day 1

Today was the first Face to Face(F2F) meeting I’ve participated in as a OSMF board member. Though I had met the rest of the board, this was the first time I’ve been together with them since my own election. In today’s day of video conference, IRC, Skype, Etherpad and many other forms of remote collaboration, it is still great and productive to be together. Allen Gunn (Gunner) of Aspiration Tech has been facilitating us. This is the first F2F in recent memory that has been facilitated, but I can’t compare it to the previous one. Having someone help us focus on outputs and avoiding getting stuck on topics however has been invaluable.

There were multiple key exercises today that helped us both realize where we agree/disagree as well as prioritizing efforts for the board over the next year. We started off the day with an exercise where a line is set-out in a room and participants stand on a point of their choosing in response to a stated proposition – one end is “strongly agree” the other end is “strongly disagree”. What became clear is really there is not the extreme differences we may have thought we had. I think if the membership of the foundation were to ever meet and do this we’d discover the same thing.

Photo Credit: Paul Normal

Photo Credit: Paul Norman

The other exercises were on specific topics. We used similar techniques to list, prioritize and evaluate the outputs. The topics we worked on were: what we see as our core values, what we want to accomplish over the next year, what is/is not working in OSM, and what is the responsibility of the OSMF board vs the OSMF Foundation as a whole. We’ll be sharing this information out with the community in a more robust feedback this week. First we need to finish transcribing our Post-it Notes. I’m excited about our initial results so far and I’m feeling energized and excited to continue.

Foundation AGM and board election results

The State of the Map conference in Birmingham is winding down (although today there’s a very lively room full of fifty OpenStreetMap hackers in way number 32637693) We’ll bring you a summary of all the SotM excitement soon. But before that… some OpenStreetMap Foundation business.

On Saturday we held the Foundation Annual General Meeting.

State Of The Map

Simon Poole, chairman of the board, conducted proceedings and gave his summary of the past year’s foundation news, and then we held a vote.

Board election results:

As Frederik announced on the mailing list, Dermot McNally and Oliver Kühn were both re-elected to the board. Congratulations to them. And they are joined by Kate Chapman.

Kate Chapman said in her manifesto: “Generally I would like to see the OSMF assist OSM in becoming more diverse, I think my experience through the Humanitarian OpenStreetMap Team (H.O.T.) can help make that happen”.   Welcome to the board Kate!

The vote counts looked like this:

  • Kate Chapman 114
  • Dermot McNally 85
  • Oliver Kühn 57
  • Roland Olbricht 54
  • Kai Krueger 42
  • Gregory Marler 40
  • Marek Strassenburg-Kleciak 13

Thank you to all of the candidates for taking part in this process.

Articles of Association

We also voted on adoption of new Articles of Association, and 92% voted in favour, and so this is accepted.

On the issue of whether to allow corporate members to vote, opinions were a little more divided. The count was: For:75; Against:59; Abstain:14. This means a 58% yes vote, and the target of 75% has not been reached, so the amendment is not accepted.

You can read a little more about the points discussed at the AGM, in the draft meeting minutes.

Last chance to vote by email

Today is your last chance to vote by email for this year’s foundation board elections. If you are a member of the OpenStreetMap Foundation, and you are not planning to vote at the annual general meeting in Birmingham this Saturday, then please read the proxy voting information and follow the instructions carefully to send a proxy vote request by email.

As well as voting for three board candidates, we are also asking members to vote on the Articles of Association. See Simon Poole’s previous blog post explaining this.

Proxy voting closes today at 22:00 UTC, but final votes will be accepted in person if you’re coming to Birmingham.

2013 Articles of Association Update

At the upcoming Foundation annual general meeting we will be voting on a new set of articles. The articles are essentially the constitution of the organisation and should lay down the law for how we operate.

Why are we revising the articles this year?

It is not uncommon that over time rules imposed by an organisation’s articles start to be at odds with reality, in the case of the OSMF there have even been issues from the beginning. Given that OSM and with it the foundation have become far more visible and important, we can no longer afford to simply ignore the differences that exist between what is prescribed and what is our day to day practice.

The process that has lead to these new proposed articles has been 2-3 years in the making, and not all of the change requests that accumulated over this period have found their way in to this new text. For this reason we expect more changes at the 2014 general meeting. Further, some of the goals we had for the current changes have not been 100% met due to legal restraints. None the less I would strongly recommend that the general meeting accept the new articles, they are far better than what we currently have.

While I cannot relieve you from the task of actually reading the new legal language, I do want to point out the major changes to the current set of documents.

The new text makes a structural change in that it merges our previous two constitutional documents, the Memorandum of Association and the Articles of Association. We have not made any substantial changes to the objects of the foundation even though in discussion it has been suggested that we make them more specific to the OpenStreetMap project. On top of the merger the whole document has been reformatted and numbered to be in line with the requirements of the new 2006 companies act.

The main issue with the current articles is that they assume that all our members are members according to the UK companies act, this requires us to collect full names and postal addresses from all members and make them available to third parties on request. While there are ways to get around publishing the address, we still consider it problematic from a data privacy point of view that we cannot offer an alternative. The new proposal adds a “associate member” class that sidesteps the above issue.

Our original goal was to afford “associate members” exactly the same rights as normal members. This turned out to not be possible with respect to resolutions and special resolutions at the general meetings which remain reserved for the companies act members. In practical terms this means that the “associate members” will not be able to vote on changes of the articles and dissolution of the organisation, and a handful of other topics. The “associate members” will however be able to elect the board and vote on motions at the AGM. You remain free to choose between regular and associate membership. After adoption of the new articles we will be contacting all existing members for instructions with respect to their membership class.

The proposed text allows us to use electronic means for our correspondence with the members and does away with the need to be physically present at the general meeting location. It still assumes that we are using a conventional proxy assignment for our e-mail voting, we are exploring alternatives to this for the next revision.

During the public discussion early this year I touched on the issue of including an asset lock in the articles, there wasn’t very much feedback on the topic and for that reason we are postponing adding such text to the next revision.

The board was evenly split on the matter of voting corporate membership. As this tends to be a hotly debated topic in our membership too, we have decided that we split the vote on the articles in to a vote on the new text and a vote on a set of amendments that add voting rights for corporate “associate members”.

As the last important point, the current articles did not detail how a member could lose membership either by not paying the membership fees or by being expelled by the board. The new articles try to lay down a reasonable set of rules for this,  in line with our current practice.

Again, while not perfect and with some remaining warts, the new articles are a big step forward. The board and myself strongly recommend accepting them at our upcoming meeting in Birmingham.

Simon Poole