www-community mailing list archives

Site index · List index
Message view « Date » · « Thread »
Top « Date » · « Thread »
From Shane Curcuru <shane_curc...@yahoo.com>
Subject Re: What is a member?
Date Mon, 24 Nov 2003 16:42:13 GMT
Good questions all.  Too bad this wasn't a week ago; then we could have 
gone over it in person with anyone who made it to ApacheCon...  8-)

 From a day-to-day perspective, if you're a committer who just wants to 
develop on an existing project, or any user who just wants to run Apache 
software, who the Members (of the Foundation) are and what they do doesn't 
have much applicability.  I'd bet the majority of people who contribute 
patches, participate on mailing lists, and what-not never give more than 2 
or 3 brief thoughts to the organizations behind the scenes.  Which is all 
fine, and IMO one of the great things about our license: use our software 
as you will, change it, sell it or give it away, just give us (the ASF) 
credit somewhere.

Sorry if I'm long-winded, I'm still tired from last week.  And if you find 
this stuff boring, then feel free to stop reading; it probably doesn't 
matter to you.  However (in my mind) having a strong interest in all this 
other organizational 'stuff' is a clear prerequisite for being a 
prospective Member.

What is the Foundation?  See apache.org/foundation/; formally, it is the 
"Apache Software Foundation", and it's a "membership-based, not-for-profit 
corporation" registered in the USA.  This corporation - the entity itself - 
is the legal hook that everything else hangs off of.

The corporation can enter into business contracts just like any other 
business.  Being a 501(c)(3) non-profit both carries certain restrictions 
as to how and what kinds of business we can do, as well as allowing 
US-based entities to take tax write-offs on donations they make to the 
corporation.  (Sorry, I have no clue as to how this affects non-US folks 
vis-a-vis donation taxability!)

The corporation is also the owner of all of our IP (intellectual 
property).  The corporation is the entity named at the top of our LICENSE, 
and therefore is the copyright owner of all of our code, documentation, 
etc.: anything that goes into the software we release.

So since the corporation actually owns all the code we produce, who 
controls the corporation?  The Members are the shareholders of the 
corporation, and thus are the folks who legally set the strategic direction 
for the corporation as a whole.  The Members have the power (see the 
bylaws) to: elect the Board of Directors; elect new Members; remove 
existing Members; amend the bylaws.  So realistically, the Members have 
little direct power; it's really the Board that they elect that has the 

So who can be on the Board?  Virtually anyone could be a Board candidate; 
they do not need to be a Member or anything else.  (I'm not sure exactly 
how you get nominated to be a board candidate?)  What does the Board 
do?  They run the corporation, just like any other board of directors does 
with any other large corporation.  In general, they only set strategic 
direction, and approve legal paperwork, and delegate most of the work to 
the Officers of the Corporation or the PMC's or to various committees that 
either the Board or President form (like infrastructure, fund-raising, etc.).

Who are the Officers of the Corporation?  Some of them are appointed by the 
Board, like Chairman, President, Secretary, etc.  The President is the CEO 
of the Corporation, and is responsible for running aspects of the 
Corporation that aren't handled by any of the PMC's.  Likewise for Vice 
President, Treasurer, etc.  Think of any other large corporation: officers 
here do the same kinds of things that officers in any corporation 
do.  Officers and Board members are (I think) the only people implicitly 
authorized to speak on behalf of the Corporation, although they typically 
only do so when necessary.

The Board also appoints a Vice President of the Corporation to serve as the 
head of each Project Management Committee.  Anyone can be appointed as an 
Officer of the Corporation like this, presuming that the Board believes 
they have the right qualities to be an officer.  Note that other members of 
the PMC are *not* necessarily officers.

The V.P. of each project and their PMC are then responsible to the Board 
(and thus to the Corporation, and thus to the Members) to ensure that their 
project is managed appropriately.  Essentially, all of this structure is 
just ensuring that we can show active oversight of the workings of each 

Why do we need oversight?  Because it's required to be a corporation.  Yes, 
it really is, and no, we cannot cheat on this one.  Does oversight include 
writing code, or discussing design strategies?  No, not usually!  It's 
mostly making sure that our projects are following the proper guidelines, 
voting on releases or code changes properly, and doing the paperwork to 
ensure that the Board gets quarterly reports on the status of all projects.

You say: but, hey: how can we have Officers who are not 
Members?  Easy!  It's very similar to any other large public 
corporation.  Except instead of shares of stock in the corporation that can 
be traded (and hence the votes behind those shares traded), the ASF is a 
membership corporation.  That means each individual member gets one vote, 
which is not transferable (as far as I can tell).  But being a stockholder 
in a corporation has nothing directly to do with working for - or being an 
officer of - the corporation in question.  Except at the ASF, Officers 
typically don't get paid.  8-)

What makes up a good member?  Partly, it's someone who has clearly shown 
over a period of time to have the best interests of the ASF as a whole in 
their heart.  It's someone who doesn't just think about the particular code 
in their project(s), or who's using their project(s), or how their 
consulting business or employer can make use of existing ASF 
projects.  It's someone who does think about where the ASF fits into the 
bigger picture: how can we change the world for the better thru 
community-driven software.

This is also partly a personal scale for each existing Member to 
decide.  IMO, a potential member might be someone who's actually read thru 
this whole email and has some interesting questions about the bigger 
organizational points here.  8-)

- Shane
And for the curious:
xml-commons committer
xml-xalan committer
XML PMC member
ASF member
Conference Planning PMC member (yes, this is a PMC)
Fund-raising committee

To unsubscribe, e-mail: community-unsubscribe@apache.org
For additional commands, e-mail: community-help@apache.org

View raw message