[okfn-coord] IMPORTANT (Please read): (Re-) Organizing the OKF

Sat Feb 17 13:43:06 UTC 2007

Dear All,

This email contains important information about the organization of the 
Open Knowledge Foundation (OKF/OKFN). Please read it thoroughly. I'd 
also appreciate if you'd reply to the list simply acknowledging that 
you've read it -- even if you have no comments to make.

Regards,

Rufus

### 1. This list

I should clarify here at the start that this is the list for those who 
are either on the Board of Directors of the OKF or the Executive Group 
(more on these below). This list is, and will remain, closed.

### 2. Introduction

For the Open Knowledge Foundation to continue to prosper and grow it is 
important that:

   a) it have a solid and strong organizational base with clear 
mechanisms for how authority is shared and delegated with simple ways 
for people to get involved
   b) there be clarity and transparency as to how it is being run 
(particularly in regard to its finances)

In relation to (a), as detailed in the governance document[1], at 
present, the day-to-day running of the Foundation in theory resides with 
an 'Executive Group/Board' (see below). In this respect things are 
fairly OK though more information should be put on the site. (As a first 
effort in this respect I have created a people[3] page listing those 
involved with the OKF. I have included mini-biographies there which I 
hope are OK. If you are unhappy with what is there please say and we can 
update it.)

Item (b) is where there are more serious issues and should be addressed 
by revitalizing the Board of Directors. This will be discussed further 
in a specific item below.

[1]: http://www.okfn.org/governance/
[3]: http://www.okfn.org/about/people/

### 3. The Executive Group.

The Executive Group is responsible for the day-to-day running of the 
OKF. Something tantamount to the Executive Group was discussed one of 
the first email to okfn-discuss[2]. With the various changes in people's 
participation since that point I'd suggest the current 'Executive Group' is:

   * Saul Albert
   * Rufus Pollock
   * Jo Walsh

[2]: http://lists.okfn.org/pipermail/okfn-discuss/2005-October/000006.html

### 4. The Board of Directors.

The Board of Directors are the actual directors of the Open Knowledge 
Foundation Limited (a company limited by guarantee). Their job should be 
fairly hands off but they are responsible for overseeing the activities 
of the Foundation. Their may be some substantial overlap between members 
of the Board and the Executive Group but it should not be total. The 
Board of Directors should, for example, make sure that the Foundation's 
activities are consistent with its memorandum of association and keep 
and eye on finances (they will need to approve the annual accounts).

Current members of the Board of Directors are:

   * Rufus Pollock
   * Martin Keegan
   * James Noyes
   * Natasha Phillips

At present, in reality, I am the only active member of the Board and it 
meets if at all, very infrequently. This situation should be changed as 
soon as possible. (Natasha and James, I should explain, are two friends 
of mine with who I started What is To be Done back in 2003. Given 
changed circumstances since then both wish, I believe, to resign since 
they are not to fulfil the role properly).

#### 4.1 Appointing New Board Members

The best way to change this situation would be to appoint new board 
members. I have already spoken with Jo (Walsh) and I believe she would 
be happy to be appointed. Saul, if you wanted/were willing to become a 
board member that would also be great. However we should also look to 
appoint other 'external' (i.e. non-Executive Group) members. To do this 
I think we need to:

   a) draft a simple document listing the obligations for a board member
   b) draw up a shortlist of potential appointees and then ask them to 
join (obvious possibilities to my mind are Tom Steinberg, who I have 
already tentatively approached) and John Buckman of Magnatune)

### 5. Finance updates

I suggest that we appoint an official treasurer from among the board 
members. In the meantime I will send regular fiannce updates to this list.