Foundation Motown has a board with a maximum of seven directors. The board members are annually nominated and chosen by the members of the community. Gold and Platinum members are allowed to run for a seat in the board. Three seats are reserves for platinum members only. The remaining four seats can be filled by all electable members. The first two years of Foundation Motown, the three platinum reserved seats are filled by the founding partners of the foundation. The founding partners are automatically re-selected in the first board elections to guard the intentions of the foundation during the start-up phase of the foundation. After this time period, all board seats are annually reelected. The board is responsible for strategic decision making and managing the group of technical committees & officers. The board of directors reports half-yearly to the Members. The time invested in a board seat is included as part of the membership (time) fee.
The board consists of seven directors, each serving as an individual. After each annual board election, the board chooses a Chairman, treasurer and secretary from its ranks. This selection is typically done a couple of months after the board election, to give the new board a chance to get to know one another.
The board meets on a physical location or by conference (video)call monthly. The agenda is published privately to the Membership. All corporate officers make a monthly written report to the board, and every technical committee makes a quarterly written report to the board. All Motown Members and invited guests are welcome at board meetings, except during very rare executive sessions of the board. An invitation of a board meeting is done to all board members at least seven days in advance, the day of the invite not included. A general invitation to the Members is published on the website.
To ease the review process for reports, reports are due well before the meeting begins, and many directors “pre-approve” reports by initialing them in the agenda file before the meeting. Each officer or TPL report is assigned a director to serve as “shepherd” for the month; any questions raised before or during the meeting are taken by the shepherd back to the relevant officer or technical committee for an answer or resolution.
The board writes a half-yearly report with an overview on the proceedings of the Motown Foundation to the Members.
Article 3 of the bylaws of foundation Motown specifies a board comprised of a minimum of three and a maximum of seven directors. The Motown foundation Board is much like the board of directors of any other corporation, responsible for — management of the corporate assets (funds, intellectual property, trademarks, and support equipment) and allocation of corporate resources to projects.
The board is responsible for appointing officers and create or update technical committees on request. The board also sets overall policy for Motown projects, or in many cases, delegates the details of policy setting and implementation to specific corporate officers. Most policy is simply agreed upon by the board and any relevant officer(s), and published on our website.
With the exception of monthly conference calls, board communication is done over private mailing lists. The firstname.lastname@example.org mailing list is the primary place where official business is done. All directors, corporate officers and technical committee chairs are expected to subscribe to this mailing list and track issues relevant to their areas of responsibility.
Directors will regularly read and participate on various project mailing lists when a board-level issue or question has been raised. This participation may be done wearing their board hat: i.e. as a strategic voice, addressing broad Motown policies or important community health issues. Directors participate technically in Motown projects as individuals: directors are not automatically granted committerships or a technical committee chair on any project matters. Directors wishing to influence the technical work of a project must gain merit and be voted in as a committer to that specific project like any other contributor.
The board exercises oversight of Motown Projects by reviewing project reports at the monthly board meeting, and by explicitly approving all changes to technical committee members. When technical committee members have voted in and nominated a new committer, they ask the board for an acknowledgment of the addition. Once any one director sends an acknowledgement email, the official technical committee membership roster is updated after a 72 hour wait, designed to give other directors a chance to comment or question the appointment before it is officially recorded.
Technical committees are expected to provide accurate and thorough reports to the board of their community health and technical and software release activities. Projects that do not report or have serious issues in their report will be contacted by that month’s shepherd or another director to find a resolution. In extreme cases, where a technical committee is dysfunctional or is not following required Motown policies, the board may unilaterally make changes to the committee or may dissolve a project to correct the issue.
Board members can participate in other parts of the community. Serving in the interest of the board or as a member in another part of the community, one is expected to have the integrity to wear the right proverbial hat.
The board does not provide technical direction for any of its projects or activities. The board does set broad policies. Technical direction, either in terms of how to implement infrastructure or what code projects should work on is all delegated to the technical committees.