[DECISION] TDF to join APELL Advisory Board

We have several things in this thread here.

First, on the vote representation itself:

It is demanding to have one vote, in which voters say they are in favor of one part, but are not in favor of another part. However the vote is then represened in public, it can be challenged. The best solution therefore is to clearly give a +1 (plus one), 0 (zero) or -1 (minus one) on the full motion and add any short extra statements to be published with its publication. That helps to make the job much easier for whoever has to publish the vote sumary.

Second, on APELL:

We were approached by OSBA with this opportunity via their newsletter. There was no correspondence with APELL in the form it was assumed here. There was also no “urgency” vote. The OSBA newsletter was forwarded by me to the board, upon this, the proposal was made on the directors list. Could this have been done in public? Yes. Was there a bad intention? No.

Also, in the mail thread I saw none of the directors noticing this and suggesting to have the vote in public instead. I don’t remember hearing that during Monday’s board call either, and I don’t see it mentioned in the minutes, to which all board members have full access also during the call twhen hey are being written.

If there is written statement of concerns regarding private voting, please share it here - I didn’t find it, but I might have as well missed it. If there isn’t, this is a collective outcome, and we all can aim to be better. Next time, I suggest to clearly state in the vote thread to have the vote in public, and also add it to the minutes, otherwise things end up in a finger-pointing game that helps no one.

Third, on secrecy:

Can we do better? Sure. Is there a “ruling clique within the TDF keeps secrets from everybody else”? No. Rather the opposite, a long list of meetings and decisions that have been published. Decisions are published usually the same day, minutes soon after the meeting.

Some decisions are taken only by a board majority, for example:

Is that a “clique” doing “secret” votes as per the accusation here? No. I know that life happens and not everyone has time to participate in all the votes and discussions, and I don’t blame anyone. TDF must move on. So discussions and decisions take place. That is not a malicious act.

We can always do more in public, I’m all in for that. We are gradually improving.

But things just happen. I remember a workshop at the Budapest conferene, for which today there are no recordings and no minutes published, neither here nor to the members. How many people attended? What did they say? How did the moderators act? Where is a representation of the long statement I made there?

I am not pointing fingers and tell there is a “clique that keeps things secret”. I know life happens and some things don’t work out. I don’t assume bad - I move on with productive things that bring the community and the project forward.

Apologies for challenging the above statement but I have seen no traces of you asking the board for the matter to be discussed on Monday.

If you believed that the matter required more attention by the board and the community you could/should have brought it up during the public part of the meeting but IIRC you decided not to do so.

Hi Eyal,

The Board of Directors acts fully within the authority granted by the Foundation’s Statutes.

According to § 8(1) of the Statutes, the Board is responsible for managing the Foundation and making decisions on all fundamental issues independently.

Transparency is ensured by § 8(3), which explicitly requires the Board to publish its decisions and relevant information in a generally accessible way. This is done regularly via our public minutes, mailing lists, and official communications.

We continuously work to improve transparency and communication, ensuring that this ongoing effort does not interrupt or delay the progress of matters important to the project and the Foundation. The Board must keep the organization operational and responsive, always guided by TDF’s mission and the best interests of the LibreOffice community.

Personally, I would like to see the Foundation participating in more boards and initiatives of related organizations — being closer to the discussions and collaborations that affect the world of free software. Participating in such dialogues is positive and fully aligned with TDF’s mission.

Best,
Eliane

Simon,

How could this matter be considered secret if the request was sent to the Board mailing list? You received the email and also voted.

I did not see any indication that you wished to discuss this matter by email, in our internal chat, or during the meeting.

From my perspective, everything was handled transparently and in accordance with the Board’s regular procedures.

Best,
Eliane

I also don’t recall this being proposed as a topic for the BoD meeting…

I sent an e-mail about it to the private list using the web interface, next time I have a quiet moment I will look for it.

Because the conversation was held at directors@documentfoundation.org - the private list for secret conversations - and not here.

I am not aware of a web interface to send e-mails to the directors list. Maybe a webmailer, but the list itself doesn’t provide a web interface. That only exists for the Discourse discussion forum.

In any case, as I’ve said:

Compared to former times TDF has improved a lot already in the past months, and this is the path we all should continue.

The BoD is flagrantly violating §8(3)(c) by hiding almost all information about TDF affairs from the trustees. Interactions with external entities and deliberations regarding those discussions are “processes” and “discussions” of the foundation, which you are hiding from us. But in fact, it is even worse than that: It’s not the BoD vs the trustees. This entire process and discussion was kept secret even from the BoD, as evidenced by @webmink 's post . So,

It seems there is a ruling clique within the TDF, that is not the Board of Directors.

This clique conducts some of our business (or even most of our business) - including some of our external affairs - in secret even from formal TDF bodies. Then, when it has reached a certain decision that needs something like a transfer of funds, the decision is pushed through the BoD as a “fait accopli” - so the formal ratification is in place. Blitz proposals, not in BoD sessions, no discussion. Sometimes the decision text doesn’t even reveal the actual decision - like in this case, we’re not even told who is going to pay whom.

To be honest, Eliane - I’m not even sure you’re part of the ruling clique. What you would or would not like to see, personally? If I’m right, that doesn’t even matter, and the only thing setting you apart from me or other trustees is that you’re serving as the rubber stamp for the decisions of others.

For my fellow trustees, this attitude is what underlies the illegal and counter-statutory behavior we’re seeing from our ruling clique and from the BoD. The default is that everything is secret. Not just intra-TDF affairs: Even our foreign relations, our joining a Europe-wide body (as an advising entity, but still) - is something which, to their minds, is not our concern. It’s not even the BoD’s concern. Discussion? Who needs discussion? “we” have it all sorted out.

This statement is false.

As I have explained, there was an offer from the OSBA, which was forwarded to the directors list. On this very list, the vote was started, run and finalized. The directors list includes all directors.

So, contrary to what you say, the entire process and discussion were shared with the entire board of directors.

For those who don’t know what Florian is referring to (I didn’t), this is the Open-Source Business Alliance, a German organization that’s part of APELL.

That is a self-contradictory sentence. A published newsletter is not an approach. But I anxiously await seeing how the OSBA newsletter contained a proposal to pay the TDF 6,400 EUR for joining the APELL AB. Or the other way around, a proposal for us to pay them.

You’re asking us to accept your inconsistent account of an offer which you and the BoD are legally required to disclose to us, but are hiding from us.

The statutes have “public by default”. Yes, this could have been done better here, but it was not badly intended.

The statutes do not mandate “ask the community”, which is what Eliane is saying. The board needs to be able to take decisions.

Now, in an ideal world we would have more public discussions on more matters. A discussion culture as we see here, with terms like “illegal”, “counter-statutory” and others, don’t make that appealing. So in the end, this creates a self-fulfilling prophecy.

If we all treat each other “with courtesy, indulgence, objectivity, open-mindedness, friendliness, understanding and goodwill”, as our very own statutes say, we will win a lot.

Yes, that’s correct.

The mail contained the literal quote (DeepL translated): “Therefore, I kindly ask you to consider becoming a member of the APELL Advisory Board.”

We now can argue whether that’s a strong enough invitation, but it doesn’t change the fact that the board can take decisions. We agree that the vote could have been done in public, but we disagree that a community consultation would have been legally required. That it would have been nice, that’s a different matter, but I explained above why the discussion culture here doesn’t help.

As you make a statement what’s legally required, can you please tell me where in the statutes you find that documents or e-mails must be shared? I don’t find either of these words. The unique document that is mentioned are “minutes of meetings”.

This has been explained to you multiple times. The statutes make it explicitly clear that the BoD cannot keep all non-minute documents and correspondence secret, as minutes are just one of several categories whose disclosure is explicitly required.

But even regardless of this: The presumption, that important documents whose disclosure is not explicitly mandated by our statutes, are to be kept secret from the trustees - that is politically and morally bankrupt. Which is why the argument about the legal obligation is actually the minor point here.

I will not engage with all your grave accusations and harsh wordings
here, which are indeed not what our statutes expect from our members,
and what I’ve quoted above. Such discussion cultures effectively hinders
constructive discussion, so you are an active part of what you are
complaining about.

However:

This has been explained to you multiple times. The statutes make it
explicitly clear that the BoD cannot keep all non-minute documents and
correspondence secret, as minutes are just one of several categories
whose disclosure is explicitly required.

Where is this made “explicitly” clear? I do not find the word “document”
in the statutes. If you make a legal claim, back it. Otherwise it is an
opinion, but not more.

Dear @EyalRozenberg,

have you realised that you are attacking a sentence where I state clearly that fellow board members should speak out publicly if they believed there were issues with a decision or even the process leading to it?

Is that the attitude you really want to fight against?

Maybe you should slow down a bit, actually read what it has been written here and then evaluate if your attacks are justified?

Maybe waiting a bit for answers or do a quick search could have provided you with the information showing that your attack is completely unjustified?

The answer to your questions is publicly available for all to see:

TDF is a member of OSBA:

which in turn is a member of APELL.

In the vote there was no need to specify all of that as it is well known and it would have been the duty of any board member to demand further explanations if the scope of the proposal wasn’t clear or had doubts about its legitimacy and adherence to the statutes.

It is also well known that TDF, when possible, supports initiatives that promote the use of LibreOffice and Open Source software and this is one of those opportunities where TDF can join forces with other non for profit organisations to do so.

From your first comment you chose to attack the BoD trying to once again setup a narrative of secrecy for a decision on which all directors had the opportunity to evaluate and discuss and that has been made public as soon as it has been confirmed.

As you made quite strong public comments I ask you to publicly provide evidence supporting your accusation of “illegal and counter-statutory behavior”.

I also ask you publicly to state what you think the consequences should be for directors/deputies that have shown “illegal and counter-statutory behavior” as well as the consequences for people that are found to have made unsubstantiated accusations of “illegal and counter-statutory behavior”, and similar serious accusations, on this public list.

Ciao

Paolo

Let’s recall the wording. Here’s the English:

Not only is the wording general; and mentions three categories of information which must be made known to the public, but it also says that minutes of meetings are just included, in the wider definition, i.e. they don’t cover it.

Indeed, the word ‘document’ does not appear in this clause of the statutes; but that is both immaterial and also implicit in the text. A document is “a writing conveying information” or “an original or official paper relied on as the basis, proof, or support of something”, or “a computer file containing information input by a computer user”. An organization’s business, its “processes”, is conducted through documents, whether they be reports, proposals, letters, summaries, minutes, accounts etc. Other than undocumented conversations and personal messages - the rest is documents.

How can I “actually read” anything when you’re hiding all of the documents from us, always?

You conduct discussions and make decisions in secret; we have no input going in to them, and after they are decided, we are unable to take you to task and undo anything inappropriate or even direct your to adopt a different policy: We cannot convene ourselves nor take any decision binding upon the BoD or the Director. Even in the most extreme cases of misconduct, like subverting the MC elections in direct contravention of our statutes - you are untouchable to us.

And you’re suggesting it’s all fine because we’re allowed to vent.

You now have the documents that were already publicly available, that you found and could have read as shown in your first message.

You, instead of reading the documents, chose to attack the board and you keep carry on despite having all the information you need to evaluate the substance, the legality and the adherence to the statutes of this decision.

If you don’t mind now I’d like to get to the bottom of this serious matter:

"As you made quite strong public comments I ask you to publicly provide evidence supporting your accusation of “illegal and counter-statutory behavior”.

I also ask you publicly to state what you think the consequences should be for directors/deputies that have shown “illegal and counter-statutory behavior” as well as the consequences for people that are found to have made unsubstantiated accusations of “illegal and counter-statutory behavior”, and similar serious accusations, on this public list."

I suppose you would agree with me that it is important that everyone is held accountable for their actions, from members of the board of directors to anyone posting public accusations, so I guess you are very keen in making this matter a priority for you.

Ciao

Paolo