[foundation-board] New draft of blog post to accompany publication of Board minutes

Becky Hogge becky.hogge at gmail.com
Mon Jan 17 10:37:56 UTC 2011 

Hi everyone

Here's the new draft of the blog post that will accompany the minutes.
I've scaled back the mea culpa, exorcised the "tithe" language, and
tried to de-emphasise the surplus. Can people let me know whether I've
got the balance right? I'm particularly concerned to get it right on
the surplus bit.

I'd like to know a bit about when we're going to be in a position to

1) announce the new Project Coordinator
2) publish the latest accounts we're filing with Companies House

as it strikes me both are relevant to the reception this blog post is
going to get.

Looking forward to comments, best wishes

Becky

Begin redraft//

On behalf of the OKF BOard of Directors, today I've published abridged
minutes of OKF Board meetings dating back to May 2009. Although
minutes from the Board's two most important meetings during this
period have been online for some time, publishing minutes from
intervening meetings and conference calls has been slow-going, not
from lack of will, but from lack of time, as the Board have been
running to keep up with the pace with which open knowledge has
rocketed up the national and international agenda. Apologies for the
delay - we have resolved to do better from now on.

This set of minutes documents, if only from one rather dry
perspective, the growth and development of an organisation and
community that has achieved rather a lot in the last 18 months. It's a
story worth telling. In May 2009, the OKF Board met face to face in
the Cambridgeshire countryside for a day-long brainstorming session
about how best it could contribute to the network's future. Here, we
outlined a shared vision for the organisation as one that supports
autonomous projects loosely joined by their endorsement and promotion
of open knowledge (as set out in the open knowledge definition). We
looked in detail at compliance issues, sketched out projected
outgoings, and discussed three promising-looking income streams:
grants, fundraising from the network, and consultancy projects that
meet the OKF's goal of promoting open knowledge and generate cash
surpluses that feed back into the organisation.

That meeting defined much of the work that was to come. That Summer,
while Jordan Hatcher put in a lot of pro bono time cementing
compliance processes, I produced a selection of potential financial
plans, and Paula le Dieu worked up a more detailed reflection of the
OKF vision that would eventually be put out for consultation with the
community at the end of the year. In the meantime the OKF began
working with the Cabinet Office, 4IP and others (such as
farmsubsidy.org and aid.info), contributing legal and technical
expertise to realise various projects, including data.gov.uk and Where
Does My Money Go? Rufus Pollock maintained an overview of this work,
reporting financial and legal issues to the Board at monthly
conference call meetings, while Martin Keegan contributed accounting
expertise, helping prepare for the year-end accounts, submitted in
February 2010.

The following August, when the Board met again for an away day in
Cambridgeshire, the organisation it was discussing was in radically
different shape. Thanks to a number of ongoing consultancy projects, a
significant cash surplus could be projected. And the profile of the
organisation had increased dramatically. Rufus Pollock was on the
verge of accepting a year-long fellowship at the Shuttleworth
Foundation to continue driving forward the open data agenda. The
number of potential consultancy- and grant-funded projects had
multiplied, and now included significant EU grant funding on the
horizon.

It was all good news, but it did present the Board with a number of
new challenges. Firstly, the proliferation of projects combined with
his new role at Shuttleworth made it clear that Rufus could no longer
act as liaison between the day-to-day operations of the various arms
of the OKF, and the Board. So we resolved to recruit for a new role -
that of Project Coordinator. Seen as a compliment to the excellent
work conducted by Jonathan Gray as Community Coordinator, the Project
Coordinator would keep an eye on all contracted and grant-funded
projects and report back to the Board so that we could continue our
legal and finacial oversight role.

The second challenge was how best to manage the operating surplus to
secure the future of the OKF in the long term. As an organisation that
may well need to "run on empty" again in the future, what proportion
of this surplus should we retain as a financial cushion, what
proportion could we distribute back to the community, and how might we
go about doing that? Our attempts to respond to this challenge remain
ongoing, but at the August meeting we resolved to take an incremental,
experimental approach.

The third challenge is very much linked to the second, and is also in
some sense the driving force behind this blog post. Since that meeting
in May 2009 we have been acutely aware of the qualities that set OKF
apart from other organisations, and of our duty as a Board to maintain
those qualities. OKF is first and foremost a community, and thus the
Board's role in shaping OKF's future should be limited to maintaining
the financial and legal viability of the organisation that supports
that community. The Board has consciously avoided appointing anyone as
its Executive Director. We feel that the strategic direction in which
the organisation travels should be defined as far as possible by
active members of the OKF community.

As well as resolving to publish the minutes as soon as they have been
officially approved and adopted, and moving towards publishing
quarterly account statements, this year the Board will be focussing on
more ways to get the community involved in strategic decision-making
at OKF. We're already speaking with members of other collaborative
organisations, such as the Apache Software Foundation, about models
that we could adapt or adopt.

//ends
Forwarded conversation
Subject: Blog post to accompany publication of Board minutes
------------------------

From: Becky Hogge <becky.hogge at gmail.com>
Date: 10 January 2011 15:55
To: OKF Board Mailing List <foundation-board at lists.okfn.org>


Hi everyone

I've worked up a draft blog post to accompany the publication of the
minutes we approved last meeting. Comments and suggestions for
improvement welcome.

Cheers

Becky

Begin blog post//

It is with a mix of regret and pride that today, on behalf of the OKF
Board of Directors, I'm publishing minutes of OKF Board meetings
dating back to May 2009. Regret because these minutes should have been
made public much earlier than now, and it's just been one of those
items on the Board's to do list that has been put off and put off
again in favour of other items, either more immediately pressing or
more exciting. And pride because together this set of minutes
documents, if only from one rather dry perspective, the growth and
development of an organisation and community that has achieved rather
a lot in the last 18 months.

It's a story worth telling. In May 2009, the OKF Board met face to
face in the Cambridgeshire countryside for a day-long brainstorming
session about how best it could contribute to the network's future.
Here, we outlined a shared vision for the organisation as one that
supports autonomous projects loosely joined by their endorsement and
promotion of open knowledge (as set out in the open knowledge
definition). We looked in detail at compliance issues, sketched out
projected outgoings, and discussed three promising looking income
streams: consultancy projects (whose operating profits could be
"tithed" back to the community), grants, and fundraising from the
network.

That meeting defined much of the work that was to come. That Summer,
while Jordan Hatcher put in a lot of pro bono time cementing
compliance processes, I produced a selection of potential financial
plans, and Paula le Dieu worked up a more detailed reflection of the
OKF vision that would eventually be put out for consultation with the
community at the end of the year. In the meantime the OKF began
working with the Cabinet Office, 4IP and others (such as
farmsubsidy.org and aid.info), contributing legal and technical
expertise to realise various projects, including data.gov.uk and Where
Does My Money Go? Rufus Pollock maintained an overview of this work,
reporting financial and legal issues to the Board at monthly
conference call meetings, while Martin Keegan contributed accounting
expertise, helping prepare for the year-end accounts, submitted  in
February 2010.

The following August, when the Board met again for an away day in
Cambridgeshire, the organisation it was discussing was in radically
different shape. Thanks to a number of ongoing consultancy projects, a
significant cash surplus had been accrued. And the profile of the
organisation had increased dramatically. Rufus Pollock was on the
verge of accepting a year-long fellowship at the Shuttleworth
Foundation to continue driving forward the open data agenda. The
number of potential consultancy and grant-funded projects had
multiplied, and now included significant EU grant funding on the
horizon.

It was all good news, but it did present the Board with a number of
new challenges. Firstly, the proliferation of projects combined with
his new role at Shuttleworth made it clear that Rufus could no longer
act as liaison between the day-to-day operations of the various arms
of the OKF, and the Board. So we resolved to recruit for a new role -
that of Project Coordinator. Seen as a compliment to the excellent
work conducted by Jonathan Gray as Community Coordinator, the Project
Coordinator would keep an eye on all contracted and grant-funded
projects and report back to the Board so that we could continue our
legal and finacial oversight role.

The second - and nicest - challenge was how best to manage the
operating surplus so that we could distribute it to those parts of the
community that could do with it most. Our attempts to address this
challenge remain ongoing, but at the August meeting we resolved to
take an incremental, experimental approach, devolving discussion of
the possibilities to the Coordination Committee, chaired at that time
by Board Member Jo Walsh.

The third challenge is in some sense the driving force behind this
blog post. Since that meeting in May 2009 we have been acutely aware
of the qualities that set OKF apart from other organisations, and of
our duty as a Board to maintain those qualities. OKF is first and
foremost a community, and thus the Board's role in shaping OKF's
future should be limited to maintaining the financial and legal
viability of the organisation. The Board has consciously avoided
appointing anyone as its Executive Director. We feel that the
strategic direction in which the organisation travels should be
defined as far as possible by active members of the OKF community.

It may seem odd, then, that we have not published these minutes
sooner. And it is odd - in fact, the number of times an ACTION item is
listed in these minutes to "progress publishing the minutes" is almost
comical, if it weren't, from the Board's perspective, so regrettable.

We have delayed publishing minutes of our discussions from the past 18
months not from lack of will, but from lack of time, as we have been
running to keep up with the pace with which open knowledge has
rocketed up the national and international agenda. As well as
resolving to publish the minutes as soonas they have been officially
approved and adopted, this year the Board will be focussing on more
ways to get the community involved in strategic decision-making at
OKF. We're already speaking with members of other collaborative
organisations, such as the Apache Software Foundation, about models
that we could adapt or adopt.

As a read through of the last 18 months' worth of minutes will
confirm, governance is rarely sexy. But speaking as one person who has
been part of this Board during this exciting phase of OKF's
development, I think it can still be rewarding. I hope that if you do
take time to read through the minutes we've published, you're inspired
by the work that we've done. After all, the reason we come together
regularly to discuss VAT registration, financial compliance, and
contractual committments is because we're inspired by the work that
you do.

//ends

----------
From: Rufus Pollock <rufus.pollock at okfn.org>
Date: 10 January 2011 18:26
To: OKF Board Mailing List <foundation-board at lists.okfn.org>


Really great post -- and I really like the way it gives a sense of
what has has happened too. Couple of minor comments inline below.

Rufus
Worth pointing out that we had published quite a few sets of minutes
including some of the most significant (e.g. May 2009, Aug 2010)
already up on the website. Not saying that we haven't been a bit
delinquent but we shouldn't overdo it :)
I reiterate my point above. Not sure we really need this level of self
flagellation. Some of our meeting minutes *have* been put up
(including the 2 most significant meetings ...)
> _______________________________________________
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--
Co-Founder, Open Knowledge Foundation
Promoting Open Knowledge in a Digital Age
http://www.okfn.org/ - http://blog.okfn.org/

_______________________________________________
foundation-board mailing list
foundation-board at lists.okfn.org
http://lists.okfn.org/mailman/listinfo/foundation-board

----------
From: Jordan S Hatcher <jordan at opencontentlawyer.com>
Date: 10 January 2011 20:22
To: rufus.pollock at okfn.org, OKF Board Mailing List
<foundation-board at lists.okfn.org>


Hi Becky

Thanks for putting this together -- really great stuff! My only comment is:
Sorry to keep banging on this drum but can we please please erase
"tithe" from our vocabulary?  "Profit" too as we are a non-profit.

We do projects that generate a **"surplus"** (not a profit) that we
then use to support the mission of the OKF to promote open knowledge.
It is not a tithe. We are not supporting the church and clergy with
one tenth of our earnings taken as a tax. We are doing perfectly
reasonable and normal contracting work that meets our goals of open
knowledge based on our expertise and using any surpluses to fund our
unfunded open knowledge projects.

Thanks!

Jordan
____
Mr. Jordan S Hatcher, JD, LLM

More at: <http://www.jordanhatcher.com>
Co-founder:  <http://www.opendatacommons.org>
Open Knowledge: <http://www.okfn.org/>

----------
From: Ian Brown <ian.brown at oii.ox.ac.uk>
Date: 10 January 2011 21:12
To: OKF Board Mailing List <foundation-board at lists.okfn.org>


Agree with Jordan below. Becky, personally, I would remove about 75%
of the below as a narrative that I'm not especially comfortable with,
and simply state the facts of the situation.

Cheers,
Ian.
--
http://people.oii.ox.ac.uk/brown/

----------
From: Jonathan Gray <jonathan.gray at okfn.org>
Date: 11 January 2011 09:38
To: OKF Board Mailing List <foundation-board at lists.okfn.org>


This is great to see - thanks so much for taking the time to do this Becky!

For what its worth, I would personally not be so inclined to emphasise
that we have a big surplus of funds that we are puzzling over what to
do with. Partly as this might increase external pressure to fund a
whole bunch of people's stuff, or even people asking us to hire them.
As we've not had a great deal of public discussion of money, and there
are now quite a few readers of the blog, this kind of discussion could
have a significant impact on the way people think about the OKF's
financial health and financial activities.

I guess my feeling is that even if we do have a surplus, as a
Foundation we are playing a long long game and want to still be around
in 5 or 10 years time. We have no idea what the future holds regarding
the continuation of funding from various sources from which we
currently receive it. E.g. we don't know what the next few years of EU
funding wil hold (I suspect there may be a bit less cash in the system
than there is at the moment), 4IP has just shut down, we don't know
what will happen to JISC, and so on. Furthermore, as has been
previously discussed, I don't think we want to build up a dependency
on having a certain general annual turnover to keep things ticking.
The big challenge in my mind is how to we make an organisation that
successfully run on empty (i.e. with next to no money) by default, and
still receive money from external parties to fund certain projects if
this helps to promote open knowledge in a given area (e.g. Farm
Subsidy or Access Info work), or accelerate work on something we
wanted to do anyway (e.g. CKAN with UK Gov, EU, etc.).

In any case, I'm starting to ramble!

All the best,

Jonathan
--
Jonathan Gray

Community Coordinator
The Open Knowledge Foundation
http://blog.okfn.org

http://twitter.com/jwyg
http://identi.ca/jwyg

----------
From: Becky Hogge <becky.hogge at gmail.com>
Date: 12 January 2011 09:27
To: OKF Board Mailing List <foundation-board at lists.okfn.org>


Thanks to all for quick responses and comments. Do Jo, James, Martin
or Paula want to comment on this before I start work on a second
draft?
Cheers
Becky
----------
From: Jo Walsh <metazool at gmail.com>
Date: 12 January 2011 10:08
To: foundation-board at lists.okfn.org


More meta-comments; agreement with Jordan about the vague use of
"tithe"; agreement with Rufus on the one point of excessive
self-flagellation. Less sure about Jonny's suggestion that we
de-emphasise the cash surplus - as one of the first tasks of the
Projects Coordinator (starting soon?) is to get a grip on publishing
quarterly accounts. Perhaps "surplus" can be phrased differently to
reflect that fact that OKF will benefit from having a cushion for the
next few years.

But i liked the narrative tone and personal-level detail. Very glad
you found the time Becky.
----------
From: Jonathan Gray <jonathan.gray at okfn.org>
Date: 12 January 2011 11:15
To: OKF Board Mailing List <foundation-board at lists.okfn.org>


+1

--

----------
From: Becky Hogge <becky.hogge at gmail.com>
Date: 13 January 2011 17:03
To: OKF Board Mailing List <foundation-board at lists.okfn.org>


Quick thought - are the accounts we've already filed available on the
OKF website? I can't seem to find them... Also can't find them on the
Board wiki. Should we be making these available?

I'll redraft this blog post over the weekend...

----------
From: Rufus Pollock <rufus.pollock at okfn.org>
Date: 13 January 2011 18:42
To: OKF Board Mailing List <foundation-board at lists.okfn.org>


Yes we should (and I don't think we are at the moment -- though you
can also get them from companies house (though may need to pay £2 or
something!)

Rufus
--

----------
From: Becky Hogge <becky.hogge at gmail.com>
Date: 13 January 2011 18:54
To: rufus.pollock at okfn.org, OKF Board Mailing List
<foundation-board at lists.okfn.org>


Do you have copies? I'm happy to post along with the minutes, blog post etc...

I actually tried to buy them from CH plus a few other okf-related docs
the other day, but their payment system wasn't working.

----------
From: Rufus Pollock <rufus.pollock at okfn.org>
Date: 14 January 2011 01:52
To: Becky Hogge <becky.hogge at gmail.com>
Cc: OKF Board Mailing List <foundation-board at lists.okfn.org>


Not sure we have CH versions but everything we submitted is on the
board wiki on the CompanyAccounts page I believe.
Are arts and memorandum of association is already all posted on our
site (for quite a while but perhaps not in that obvious a place ;) ):

<http://okfn.org/board/>

Rufus

----------
From: Becky Hogge <becky.hogge at gmail.com>
Date: 14 January 2011 08:29
To: rufus.pollock at okfn.org
Cc: OKF Board Mailing List <foundation-board at lists.okfn.org>


I might be getting confused, (wouldn't be the first time!) but on the
Board wiki I see pdf files of accounts made up to 31 May 2008
(http://board.okfn.org/CompanyAccounts), but on the companies house
page I see we've submitted accounts made up to 31 May 2009
(http://wck2.companieshouse.gov.uk/e834efae539f31ed9e601eca8a39552f/compdetails).
Can you give me a bit more of a pointer?
Yup, got those, it was the forms related to directorships that I
wanted copies of, as have lost mine. But it's no biggie.

Cheers

Becky

----------
From: Rufus Pollock <rufus.pollock at okfn.org>
Date: 14 January 2011 12:10
To: Becky Hogge <becky.hogge at gmail.com>
Cc: OKF Board Mailing List <foundation-board at lists.okfn.org>


Apologies, it seems those set of accounts have not been added to the
wiki (though trawling my email I see they were sent round to the coord
list though on 20/02/2010 under title: "URGENT: OKF 2008/2009 Accounts
for Companies House" :) )

Anyway I've uploaded them now and apologies for the 'wild goose chase':

<http://board.okfn.org/CompanyAccounts?action=AttachFile&do=view&target=accounts-submitted-2008-2009.pdf>
OK, i guess we should probably list on the website our directors
(actual and emeritus) and company memberships (identical with
directors).

Rufus

----------
From: Becky Hogge <becky.hogge at gmail.com>
Date: 14 January 2011 14:30
To: rufus.pollock at okfn.org
Cc: OKF Board Mailing List <foundation-board at lists.okfn.org>


On 14 January 2011 12:10, Rufus Pollock <rufus.pollock at okfn.org> wrote:
<snip>
Thanks, Rufus!

<snip>
Perhaps. I simply wanted a copy for my own records...

Cheers

B

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