Fwd: Draft of Proposal for the GNOME Foundation.



Hello everyone,

This is a message I sent to the foundation-list (a list recently
created for discussing creating a GNOME foundation) this morning.
There have been discussions on that list for a week or so about what a
GNOME foundation might look like.

After reading that list for a while, I grew a little bit concerned
that this new foundation might look a little bit too much like a
consortium, controlled by companies, and for companies.  Not that the
majority of the discussion was swinging that direction -- but a small
portion of it was.

So anyways, I tried to take a lot of more open suggestions about how
to structure GNOME and compile them into a quick-n-dirty initial
proposal for what the foundation would look like.  I mailed it to the
foundation list, but I think it would be nice to have more people
contribute their thoughts, and to open upthe discussion.  So here's my
mail.

Share and enjoy!

Nat

From: Nat Friedman <nat@helixcode.com>
To: foundation-list@gnome.org
Cc: rms@gnu.org
Subject: Draft of Proposal for the GNOME Foundation.
Date: 13 Jul 2000 12:02:42 -0400

[ The stupid mailing list bounced my last mail since I sent it from
  the wrong address. ]


Hi everyone,

It seemed to me that it might be useful if someone were to write up a
summary of the discussions which have centered around the proposed
GNOME Foundation.  So I tried to do that, but then I kind of got
worked up.  This is the result of my calenture.

I hope that someone finds it helpful.  I put it on the web, too,
thanks to the <pre> tag:

        http://primates.helixcode.com/~nat/draft1.html

I think it's bad that this stuff is getting discussed in private.  I
want to send my proposal to the gnome-hackers list, and maybe other
places too, to open up the discussion and see what everyone else
thinks.  Let me know how you feel about that idea.

Richard, I thought you might find this interesting.  Or are you
already on the foundation list?

Regards,
Nat

		  Proposal for The GNOME Foundation
		       Draft One (13 July 2000)

Nat Friedman (nat@nat.org)

---

Disclaimer:

  Please note that this is the work of one person, and is therefore by
  no means the result of any kind of thing even hazily resembling a
  consensus.

  It is an early, rough-hewn draft -- an attempt at synthesizing a lot
  of the discussions that have gone on about the GNOME foundation
  lately.  Important details, and whole chunks of things bigger than
  details, are definitely missing.  And there are fundamental flaws in
  what I talk about here that are easy to flame about.  By no means do
  I think this is a correct solution.  (Plan to throw one away) But I
  do hope that this will be a starting point for some new, hopefully
  clearer conversations.

---

This document describes the purpose, basic structure and operational
policies of a proposed GNOME foundation.  It is intended to serve as a
straw-man proposal and a concrete basis for further discussion.
Although certain issues are not addressed fully, the core functions of
the foundation are defined and procedures for them are described.
Crawl before walking, and so on...


I. Goals of the GNOME Foundation

  In order to sketch even a rough outline of the foundation's layout
  and operational procedures, we must first agree on the entity's
  raison d'etre -- why is it here, and what do we want from it?  Once
  we agree (within epsilon) on our objective, we just have to
  determine how to get there.
  
  Different people have different ideas about what the foundation is
  supposed to be; for example, is it a collection of individual
  hackers or a consortium of corporations?  These differences are
  okay, and a lot of them can be resolved, but we have to talk about
  them out-loud.  Also, a clear expression of our common goals will
  make the foundation's job easier in the future, when a tricky issue
  arises and the role of the foundation in handling it is not clear.
  
  I've divided the goals of the foundation into two categories:
  principles and tasks.

  Principles are the cultural and moral guideposts which are intended
  to help us determine how the foundation should be structured, and
  how it should act.
  
  Tasks are the issues and decisions the foundation will face: how to
  release new versions of GNOME, how to disburse funds, how to manage
  corporate involvement and joint marketing, and other duties.  The
  day-to-day humdrum of modern living.
  
  The tasks are the letter of the law; the principles are the spirit.
  Well, that's the intent, anyway.  I don't presume to speak for
  everyone, or to have any deep anthropological insight into The GNOME
  Community.  But I do think that a lot of this stuff is common sense.

  Principles of the Foundation
  ============================

    These are the guidelines which I used in determining the proposed
    structure of the foundation.  Hopefully they will sound
    ludicrously obvious, which would mean that we're all on a common
    ground here.
    	
    Open and Public
    ---------------

       In almost every sense of the word (except the OSF-corrupted
       tragic-ironic connotation), GNOME is an open project.  This is
       one of our greatest strengths, has always been, and should be
       the balefire by which we plot our course into the future.

       The foundation should not be exclusionary or elitist.  Every
       GNOME contributor, however small his contribution, must have
       the opportunity to participate in determining the direction and
       actions of the project.

       The openness of GNOME has always been a point of pride for us,
       and an important characteristic which distinguishes us from
       many of the other Open Source(TM) projects out there.  Anyone
       can become a contributor, write access to our CVS doesn't
       involve trial by fire or other masonic rituals, we don't use
       ACLs, and we've always been exceedingly good about folding
       talented newcomers in our arms and welcoming them to the
       project.  No resume required.

       Major components of GNOME -- things we now consider to be
       absolutely core to the project -- were begun by energetic
       individuals with the desire to create something cool.  Look at
       glade, zvt, libxml, dia, gnome vfs, libart, the desktop
       icons... all of these were created by people who had not
       previously contributed heavily to the project, but who are now
       considered to be among our heavy hitters.

       Look at how the GNOME UI group was created: Miguel mailed
       gnome-list and said "We need someone to lead this new project;"
       Jim Cape appeared out of the blue and replied "I can do that,"
       and click, clack, it was done.  The GNOME UI group has since
       become a significant source of usability ideas for our
       developers.  We don't want to live in a world where we've put
       up barriers that make it difficult for us to capture the kind
       of spontaneous energy upon which this project has thrived.

       The GNOME foundation must not stifle the interest of outsiders.
       An ill-conceived foundation could discourage outsider
       participation directly, by establishing rules which limit the
       ability of potential contributors to make their mark, or
       indirectly, by engendering an alienating sense of elitism.  The
       stained glass of the cathedral creates a colorful spectacle for
       those inside, but from the outside, the building is just a
       hulking grey edifice, intimidating and impenetrable.

       This principle has real, concrete meaning for the foundation:
       All discussions must be publicly viewable, any person must have
       the opportunity to contribute to the decision-making process,
       and every GNOME contributor must have the direct ability to
       influence the decisions which are made.  The foundation must be
       democratic and friendly to those responsible for making GNOME
       what it is.  We didn't get here by way of smoke-filled rooms
       and power hierarchies.  We got here because of people.

    GNOME is Free Software
    ----------------------

       Free software licensing has always been a mainstay of GNOME,
       and we must ensure that this tradition continues.  The
       foundation must not allow any software module to become a core
       GNOME component unless it is licensed under the GPL, or a
       GPL-compatible license.  GNOME should strive to be free, while
       still being friendly to ISVs and commercial developers.

    GNOME is a Meritocracy
    ----------------------

       Participation in the foundation should only be available to
       those people who are responsible for actual contributions to
       the software which makes up GNOME.  A corporation, organization
       or individual should not be granted a place in the foundation
       unless its presence is justified by the merits of its
       contribution.  Money cannot buy influence in the GNOME project:
       show us the code (or documentation, or translations, or
       leadership, or webmastering...).

       In the past, being a part of the GNOME project has simply meant
       "I wrote some code" or "I hang out on the mailing lists and
       build the thing from CVS frenetically every three hours."
       There is no reason to change this.
    
    Build on What we Have (or: too much structure is poison)
    --------------------------------------------------------

       In many ways, GNOME is a unique project.  Comprised of dozens
       of autonomous modules, GNOME has not been subject to
       iron-fisted structural leadership.  Furthermore, there are many
       pieces of software which are core to GNOME which stand with one
       foot in our camp and one foot outside.  There really is no
       clear analogue to GNOME among most other free software
       projects.  GNOME is bigger than almost every other effort in
       existence (I count 75 megs of SRPMs), more loosely organized,
       and possibly faster growing.  Plus, GNOME sits on the frontier
       of the Linux application market, and is likely to continue to
       face growing pains as we try to meet the needs of ISVs and
       other carpetbaggers jumping onto the bandwagon.

       It would be impossible to impose a high degree of bureaucratic
       structure onto a heretofore amorphous and somewhat anarchic
       community.  And it shouldn't be done, anyway.  Let's not
       attempt to imitate some of the groups which are smaller, or
       which had more structure in their beginnings.  Any new
       structure which the GNOME foundation provides, if taken too
       far, will be artificial, ignored, or at worst: really really
       annoying to developers.

       Furthermore, the foundation can have no real powers of
       enforcement; compliance with foundation decision should be an
       act of good-faith.  If we've lost consensus to the point where
       we're regularly forcibly ejecting people from the foundation
       and coopting their projects, we're sunk anyway.

       Heavy bureaucracy is not in our DNA.  And it shouldn't be.  So
       let's not try to graft an administrative superstructure onto
       the community we've built.  Furthermore, too high a level of
       administrative overhead will gum up the works to the point
       where the foundation will completely cease to function and
       become useless and vestigial.

       Instead, let's create a foundation that will work with GNOME's
       strengths to make it better.  A foundation that provides
       cohesion, vision, direction, and enough organization will be an
       incredible asset.  A foundation that attempts to do this, but
       hides the iron fist under a velvet glove will not.  Such an
       entity would likely be ignored, and words like "fork" would be
       thrown around.  Think: Emperor Maximilian.

       The foundation should provide the project with just enough
       organization to accomplish its goals effectively.  Some level
       of structure will be important for decision making,
       communication, and interacting with outside parties.

    Independence
    ------------

       The foundation must act in the best interests of GNOME,
       independent of influence from outside organizations and
       corporations.  No single entity should have the ability to
       direct GNOME to its own ends.

       This is perhaps the single most compelling motivation for the
       existence of the GNOME foundation.

  Tasks of the Foundation
  =======================

    These tasks are intended to clearly define the specific ways in
    which the foundation will lead and direct the project.  This is
    especially important in GNOME, where leadership and management has
    largely occurred on an ad-hoc basis, coming from whomever has had
    the energy and conviction to provide it.  GNOME is far-flung: most
    contributors operate independently, or under the direction of
    their employers.  And so a central, all-powerful foundation would
    not be at home here.  A good, clear-cut elucidation of the
    foundation's functions will confine its role appropriately.

    Most of these are tasks that we can probably all agree on; a few
    are here because they seem to be natural extensions of other
    duties.

    Releasing GNOME, defining GNOME
    -------------------------------

        The foundation bears the responsibility of coordinating each
        subsequent release of GNOME.  For each release, this will
        include setting a schedule (whether or not it is overlooked),
        choosing the set of modules which are a part of the release,
        and preparing the appropriate marketing materials.

        GNOME is a loose collection of independent projects.  The
        foundation will determine the set of modules which fall under
        the GNOME umbrella.  The foundation will be able to endorse a
        project as a GNOME project simply by including it in a
        release.  In this way, the foundation will be "defining
        GNOME."

        It should be apparent that these two tasks (defining GNOME and
        doing releases) are deeply interrelated: defining GNOME is
        just determining which modules are a part of any given
        release.  You can't coordinate a release without knowing what
        you're releasing.  The set of packages which comprises GNOME
        is defined at every release.  And so releasing GNOME and
        defining GNOME are one and the same task.

    Fund Receipt and Disbursement
    -----------------------------

        Individuals and organizations that want to make a monetary
        contribution to the GNOME project will be able to do so by
        writing a cheque to the GNOME foundation.  The foundation will
        be in charge of disbursing these funds in accordance with the
        wishes of the benefactor, and to the benefit of GNOME.

        This is actually the original reason discussions about the
        foundation began.

    Public Image and Voice
    -----------------------

       The foundation will be the sole entity with the ability to make
       official public statements for GNOME, such as press releases.
       The foundation will also be responsible for maintaining the
       "GNOME brand," and will have to determine the appropriate uses
       of the associated trademarks (which will need to be
       registered).  The foundation will also be a hub for
       joint-marketing efforts by those organizations (corporate and
       non) which want to make GNOME-related announcements.

    Corporate and Organizational Point of Contact
    ---------------------------------------------

       Companies and non-corporate groups which want to communicate
       with the GNOME project should be able to use the foundation as
       a their first point of contact.  The foundation will be
       responsible for helping these organizations understand the
       GNOME project and become involved.  The foundation will be
       vested with the power to represent GNOME in these
       conversations.

       The foundation will also act as a forum for discussions between
       the organizations and companies which have an interest in
       GNOME.  There will be a subgroup of the foundation which will
       include members from these organizations to make this possible.

    Standards Definition
    --------------------

       Eventually, as GNOME matures, it will become necessary to have
       an official set of standards which define GNOME compliance, for
       ISVs and for distributors.  The foundation will be responsible
       for ratifying these standards, and authorizing the application
       of the GNOME trademark to them.

    Direction and Vision
    --------------------

       The GNOME foundation should provide a sense of leadership and
       cohesive direction to the GNOME project.  The foundation should
       attempt to communicate a vision and set of goals for the future
       releases of GNOME.  These should be communicated to the general
       public and to the project at large.

       If the foundation isn't able to do this, then it's basically a
       non-integrated adjunct to the project.

    It is very likely that there are other duties which are
    appropriate and necessary for the foundation to undertake; if so,
    they should be mentioned explicitly, to avoid confusion later.

II. Basic Structure and Operation of the Foundation

  The foundation will be a virtual global entity, represented for the
  purposes of funds disbursement in many countries.  The GNOME
  foundation is divided into three bodies: the General Membership, the
  Board of Directors, and the Organizational Forum (Yeah, the names
  are a bit corny.  Suggestions welcome.).

  General Membership
  ------------------

    The General Membership will be a large body made up of people who
    have made a contribution to any module which is part of GNOME.
    The intent of the General Membership is to provide the opportunity
    for all contributors to have a place and a voice in the GNOME
    foundation.  The General Membership will be open to all people who
    want to be a member, and who have made any kind of contribution to
    any part of the GNOME project, with no membership fee, and no
    requirement of organizational or corporate affiliation.

    The general membership will have two responsibilities: electing
    and deposing members of the Board of Directors, and issuing
    popular referenda on any issue under the jurisdiction of the
    foundation, at any time (hopefully an infrequent event).

    The General Membership will be open to all people who want to be a
    member, and who have made any kind of contribution to any part of
    the GNOME project.

  Board of Directors
  ------------------

    The board is the primary decision-making body of the GNOME
    foundation.  It is responsible for ratifying all decisions the
    GNOME foundation makes.  These decisions can, of course, be
    overturned by referendum.

    The board will be made up of a small, limited number of people,
    elected by the General Membership.  New seats on the board will be
    made available as the project grows, subject to approval of the
    board or referendum of the General Membership.

    Miguel will be the chairman and will preside over all meetings of
    the board, unless he is declared legally insane and "fit to be
    tied" by the UN or the Pope.

    No single organization or company will be allowed to have a
    majority of the board seats, regardless of election results.  In
    the event that a corporation or organization holds a majority of
    the seats, directors from that corporation will be required to
    resign until a majority is no longer held.

  Organizational Forum
  --------------------

    The Organizational Forum is made up of companies and organizations
    which have a desire to participate in advising the foundation
    about releases and other decisions.  The Forum will have no
    decision-making ability whatsoever.  The Forum is a place for its
    members to have open discussions about their GNOME-related
    strategies.  Membership in the forum is open to all companies and
    groups who have contributed to the GNOME project, subject to the
    approval of the board of directors.  Debian and the FSF will be
    given permanent positions in this body.

  From time to time, ad-hoc committees will be formed, formally or
  informally, either by the board or the General Membership.  These
  may be formed to propose a release schedule, a press release, or a
  standards specification.  The board will vote on the approval of any
  such measure.

IV. Board Voting, Referendum and Election -- Is this really going to
    work?

  Board Voting
  ------------

    Voting sessions of the board of directors will be formal,
    performed either in-person, telephonically, via email, or on IRC.
    This can be cryptographically authenticated with a registry of
    public keys.  A simple majority is required to approve any
    measure.

    Minutes shall be kept for all meetings of the board of directors.
    Votes on all topics will be recorded and attributed.  All of these
    records will be archived and made publicly available immediately.

  Referendum
  ----------

    A referendum can be issued by any member of the general
    membership.  An electronic voting system will be established
    online, with members voting on a web page or by email.  The voting
    system will maintain a database of all members and their
    passwords/public keys.
  
    In order for a referendum to pass, 1/3rd of the total membership
    must participate, and 2/3rds of the participating members must
    approve.  There will be a mailing list for all of the members, and
    all referenda must be announced to the list by the initiator
    before they are opened on the voting system.  At least three days
    must pass before the referendum is closed, and no referendum can
    remain open for longer than seven days.  [ These numbers are, of
    course, eminently debatable. ]

  Elections and Board Size
  ------------------------

    Elections for the board of directors will be regularly held every
    year.  Members will run as a slate, to ensure that the various
    parts of the project have equal representation on the board.  No
    slate may be proposed which violates any board constraints (such
    as majority control by a single corporation).

    The General Membership will periodically vote for new board
    members, when one board member resigns, is dethroned or a new
    board seat is allocated.

    Election of a board members and slates will be executed just like
    voting on a referendum.

    The size of the board will scale with the number of modules in the
    project.  The ratio (or whether or not this makes sense at all) is
    an open question.
    
V. Release Engineering / Defining GNOME

  The board of directors will be responsible for authorizing the
  release of a new version of GNOME.  The board will determine the set
  of modules which will make up the release at least 60 days in
  advance of the release date, subject to unanimous approval of the
  module maintainers.

  Operational management of the release will be handled by a
  board-appointed committee or individual, made up of general members
  and/or directors.  The General Membership will be able to affect all
  these decisions primarily by participating in the discussions which
  lead up to them.  In extreme cases, a referendum can be used.

  If a new module is being included in a release, all its contributors
  have the option to become part of the General Membership.

VI. Funds

  One of the primary purposes of the GNOME foundation is to allow
  outsiders to contribute financially to the continued development of
  GNOME.  These outsiders will make donations to the project, which
  will be disbursed by the board, under the advisement of the General
  Membership.  Because GNOME is a widely dispersed project, it will be
  important to allow people to specify a specific recipient for the
  money.

  The board will direct the donor to send the money either directly to
  the recipient, or to the appropriate local legal entities
  representing the foundation.

VII. Bootstrapping the GNOME Foundation

  The General Membership will be populated with all the (consenting)
  members of the gnome-hackers mailing list, people holding CVS
  accounts, and anyone else who speaks out and wants to join when
  asked.

  The board of directors will be primed by the election of a slate of
  initial members.  Anyone may propose a slate, so long as it is
  approved by at least 5 general members.

VIII. Future Work

  I have tried to design a system which will have just the right level
  of structure and formality to give GNOME the organization which it
  needs.  My thoughts are the result of reading the recent activity on
  the foundation list a few times, and a bunch of iterations on a
  whiteboard.  A lot of the ideas come from Joe Shaw, who has a lot
  better knack for politics than I.

  In any case, there are a  lot of obvious  flaws and missing sections
  in the above description.  Here's a list of things to think about:

    1. Historically, decisions in GNOME haven't been made.  They've
       just sort of happened.  Does this foundation really have any
       chance of doing anything useful except issuing press releases?
       If it's going to be useful, I think it's pretty clear that it
       has to be a natural growth step from whatever "organization" we
       have now, and it has to be wide, wide open.

    2. How do we determine the size of the board?  Does it make sense
       to expand this thing with the project?  To some extent, it
       does, since the project is going to continue to grow as the
       industry does.  And we don't have a set of totally neutral
       non-affiliated people to sit on the board and independently
       represent several organizations/modules/companies (about the
       companies thing, keep reading).  But too many directors can be
       a problem too (deeper hierarchy?).  Do we put term limits in?
       Why?

    3. Does this address the needs of companies in this space, while
       keeping them sufficiently at arms distance that they can't be
       divisive and use the foundation as leverage to their own ends?
       I tried to design something which would.  Companies have *no*
       official voice in the foundation, and *no* direct
       decision-making ability.  But realistically, as Havoc has said,
       you can't expect people not to represent their companies when
       they vote.  And does the Forum do everything companies will
       want it to do?

    4. Can the general membership  voting system actually be  done?  I
       think the software is pretty trivial.  But will it be used?
       Does democracy work?  Are we going to get gerrymandered?

    5. How does standards  definition *really* work?  This is going to
       be really important some day, and someone should be cogitating
       on it.

    6. The numbers -- can you plug in better ones?

    7. Can we  really  expect to use a  system of  non-enforcement and
       *still* maintain a legally defensible trademark?  Ok, this is
       getting marginal...

  Anyway, I hope that this is at least somewhat useful in generating
  some directed thought and discussion.




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