[foundation-board] Approving OKFO Austria and an official chapter of the OKF

Thu Jun 9 12:40:30 UTC 2011

Hi All,

We need to make a decision regarding this proposed Austrian Chapter
(this has been in process on/off for last eight months with Jonathan
and Jordan and involved).

The basic setup looks OK (see below), they seem keen and we do know
the core people and they seem reasonable. Does anyone object to us
formally approving them as a chapter? They would like to do an
announce at the the Open Gov Conference in Austria next week so if we
had a decision by then that would be good but if not we could it would
not be the end of the world.

Rufus

---------- Forwarded message ----------
From:  <m.kaltenboeck at semantic-web.at>
Date: 2011/4/18
Subject: OKFN Austrian Chapter and OGD2011 Conference
To: rufus pollock <rufus.pollock at okfn.org>
Cc: Thomas Thurner <t.thurner at semantic-web.at>

Dear Rufus,

as I could not catch you (you were offline at this time) on skype last Friday,
15.4. 2011, 03.00pm CET - as agreed in the email below - I try to summarise the
2 current issues as follows to discuss it via email:

.) Austrian Chapter of OKFN (OKFO)

As pointed out several times we are very interested in opening up the
Austrian Chapter
of the OKFN - as we have already founded a registered association
(Verein in German language)
- the Open Knowledge Forum Austria/Österreich (as 'Foundation' is not
allowed in the name of an Austrian
registered association).

We have set up an executive board with the following members

Andreas Langegger (ehem. Keppler Universität Linz)
Wolfgang Halb (Joanneum Research)
Robert Harm (Open3)
Georg Güntner (Salzburg Research)
Bernhard Schandl (University Vienna)
Bernhard Krabina (KDZ - Centre for research in public administration)
Johann Höchtl (Danube University of Krems)
Thomas Thurner (SWC)
Martin Kaltenböck (SWC)

As well as an Advisory Board with the following members

Jürgen Wutzlhofer (Councellor City of Vienna)
Werner Haas (Professor at Joanneum Research)
Noella Edelmann (Danube University Krems)
Paul Kral (Learn and Lead)
Christof Tschohl (Botzmann Institute for Human Rights)
- additional members requersted -

The OKF Oesterreich (OKFO) will work on topics around open knowledge -
as open science, open education and/or open data.

We had a look at the 'Memorandum of Understanding (MoU)' of the German
Chapter and adapted it (as attached) for the OKFO - as
a possible solution for this Memorandum - many thanks for your
feedback on this suggestion...

Furthermore we would like to have an official statement for the OKFO
starting to become active in the course of the OGD2011
conference on 16 June 2011 in the course of the final statement of the
conference (possibly by you & me)
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Purpose

This agreement outlines our understanding of creating an OKF-Oesterreich chapter between:

Open Knowledge Foundation Ltd.
a not-for-profit organisation incorporated in England & Wales as a company limited by guarantee with
company number 5133759, whose registered office is at 37 Panton Street Cambridge CB2 1HL  (OKF).

and

Open Knowledge Forum Oesterreich (OKFO)
a not-for-profit organisation with
association number 399921665 incorporated in Vienna, Austria
whose registered office is at Lerchenfeldergürtel 43, 1160 Vienna, Germany.

1. Grant to OKF Germany (OKFO)

1.1 Grant to OKFO. The OKF acknowledge OKF Oesterreich (OKFO) as an official chapter of the OKF and 
permit them to use the name OKF Austria, OKF Österreich and the derivations of the name and logos 
of the Open Knowledge Foundation subject to the conditions of this agreement.

2. Structure and Purpose of the Entity

2.1 Distinct legal entity. OKFO will be a separate legal entity with distinct liabilities.

2.2 Type of entity. OKFO can choose the type of legal entity that best fits the needs of the 
OKFO organisers and community, provided that the new OKFO:

   1. Is structured as some sort of separate legal entity (not a sole trader);
   2. Is organised as being not-for-profit; and
   3. Will be based in its purposes to the promotion of open knowledge, as defined in the 
      Open Definition at OpenDefinition.org, a copy of the current version is attached to this MoU. 
      A suggested way of meeting this obligation is to translate the relevant clause in OKF’s current Article of Association.

2.3 Charity status. OKFO can choose to become the Austrian equivalent of a charity if it wishes, but is not required to do so.

2.4 Change of entity. Any change of legal entity type or change of status (such as ceasing to be a non-profit) must be immediately notified to OKF.

3. Integrating OKFO into the OKF

OKF’s rights.

3.1 Seat on board. OKF will have the right to nominate a representative to be a member of the OKFO Advisory Board (Beirat).

3.2 Attend OKFO board meetings. OKF will have the right to have someone attend OKFO board meetings.

OKFO’s rights.

3.3 Seat on advisory board. OKFO will have the right to nominate a representative to the OKF Advisory Board.

3.4 Attend OKF board meetings. OKFO will have the right to have someone attend OKF board meetings.

4. Staying connected

4.1 OKFO contact person. OKFO designate as one board member who will act as the contact point and liaison for OKF 
and to provide reports as requested on a regular basis (up to quarterly but more likely annual or semi-annual).

Notes

OKFO will need to hold its first board meeting shortly after formation of the legal entity and formally adopt 
a version of this MoU as the legal entity. 