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@rmehta rmehta commented Oct 16, 2025

Give the GB "real" powers

governance.md Outdated
The FOSS United Community, with support from the Foundation, will elect representatives from the
Community to a Governing Board. The Governing Board, building on their deep expertise in the
Indian and Global FOSS ecosystems, will steer the activities at the Foundation, establish
Indian and Global FOSS ecosystems, will represent the broader FOSS community, steer the activities at the Foundation, establish
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The FOSS United Governing Board cannot represent the broader FOSS community because the Indian FOSS community is large and diverse. At best, we can represent the "FOSS United Community". Saying that the GB "will represent the broader FOSS community" is hubris

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There is no "definition" of the FOSS United community as there are no memberships. Also the purpose of FOSS United is to represent the entire FOSS community and the elected GB is the "best effort" for this. The aim of the GB should be to represent the entire community as time goes.

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The FOSS United community is people who choose to associate with FOSS United. Volunteers, speakers, sponsors, partner projects/orgs and anyone who has ever participated in FU activities is a FU community member. Why do I need to be a member, whatever that means, to associate myself with a community?

The purpose of FOSS United is to strengthen and grow the Indian FOSS community. FOSS is inherently diverse and political. Several organisations, projects, FOSS devs and communities may not feel aligned with the foundation. How and Why would FOSS United represent those who do not associate with it and yet are important parts of the FOSS ecosystem? It is not accurate or fair for FOSS United to claim to represent the broader FOSS community simply because there are so many others doing impactful work in the FOSS ecosystem in their own meaningful ways.

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I don't agree with the suggested change (GB will represent the broader FOSS United community). However, "Claiming to represent a lot of people" is how groups here in India seek to derive legitimacy. "We don't represent everyone" - while technically accurate, is not something anybody here says. Abandoning that part of the playbook is not a good thing for policy efforts.

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GB will represent the broader FOSS United community

Representing the broader FOSS United community is fine IMO, but I'm not on board with

will represent the broader FOSS community,

There are simply enough people in the FOSS community who do not associate with FU

* represent the broad FOSS community of India
* ensure long term survival and growth of the FOSS United community
* set long term goals for the FOSS United community
* vote and approve the budget for the year
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Does this also mean that the GB is legally liable? You seem to be giving "real" powers to the Governing Board without also making it clear whether or not they will be legally liable for the Foundation's activities.

One of the primary reasons why we didn't go this far with the MVP charter is that "NGOs" that follow the structure you propose commonly have "fixed" Governing Boards that haven't changed in many years. I personally can't name a single Indian NGO that

  • elects a Governing Board regularly, e.g., each year
  • places fiscal and legal responsibility on them

can you name any?

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The GB has no liability because it does not get any remuneration from the Foundation. The legal liabilities will like with the Directors / auditors etc. Approving a budget via a GB is a proposed internal mechanism within the Foundation.

As far as prior practice, there is no reason we can't be the first?

Personally the NGO model is broken for me is because it is too far bent in favour of donors rather than beneficiaries. Maybe we set new standards?

Comment on lines +76 to +77
* maintain a public policy "document" that maintains the position of FOSS United on all major policy initiatives
* ensure a consent mechanism within the entire community before new public policy positions are taken by the foundation
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these two points belong in a separate policy charter - the governing board can vote and approve such a policy charter

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Since the GB is the only accountability mechanism, hence included here.

* vote and approve on all policies regarding operation of the foundation including organisation structure, roles etc.
* set a fund raising target for the year
* review staff performance quarterly and check alignment with stated goals
* review the performance of the CEO and appointment of a new CEO if required
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👍

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it'll be good to add a frequency here - every month? every quarter? every year?

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@shreekumar3d shreekumar3d Oct 16, 2025

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IMO, we're going too far with this. I am in favour of such changes over a long term, but not immediately.

Is the concern here that the "range of the GB's powers" isn't clear ? If that's the case then the scope of the GB's "real powers" can be clarified rather than listing these under "Primary activities of the GB".

For this year, we have a set an implicit target - that we (the GB) will push FOSS United towards being visibly less adhoc, better documented and structured. Encourage volunteers and initiatives by making everything driven by workgroups that involve volunteers. Adding all these things will distract from the targets for this year.

Including these will also expose us to the avoidable pain of somebody coming at the end of the year saying "did you do all that". Frankly - I don't think we have the bandwidth to do all that, and we're not going to take this up this year. So that's why these shouldn't be merged in right now.

The GB doesn't lack powers, frankly. We are just being realistic in terms of what we can achieve in a short term. Amendments are the path that we'll take.

Also, note that we don't envision that the governance board will function arbitrarily. It will have to function in a well documented way to build community trust. Even if we were to take all these up, the precursor will be setting up the procedures for such things.

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@rmehta rmehta Oct 16, 2025

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it'll be good to add a frequency here - every month? every quarter? every year?

Once a year would be good IMO

For this year, we have a set an implicit target - that we (the GB) will push FOSS United towards being visibly less adhoc, better documented and structured. Encourage volunteers and initiatives by making everything driven by workgroups that involve volunteers. Adding all these things will distract from the targets for this year.

For me, this is fundamental to the architecture of governance. Otherwise like @mngshm says, let's not call it "governance board" but "advisory board"

* vote and approve the budget for the year
* vote and approve on all policies regarding operation of the foundation including organisation structure, roles etc.
* set a fund raising target for the year
* review staff performance quarterly and check alignment with stated goals
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as much as possible, we tried to add prior art for the points stated in the charter document

could you please point to an organization, indian or international, where a Governing Board-like structure reviews individual staff performance and checks alignment with stated goals?

or is this an experiment, without any precedent?

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could you please point to an organization, indian or international, where a Governing Board-like structure reviews individual staff performance and checks alignment with stated goals?

Maybe this could be a good case study ;-). I haven't done any study of "prior art", but this makes sense to me for our context (and also as a founder)

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We already have one failed governance experiment - I would very much prefer starting small and building up, and not risk becoming one more failed case study

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IMO we risk being another failed case study if we don't fix governance.

@realvinay
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Foss United is a section 8 incorporation. Legally, only the appointed board of directors can have "real" (binding and legal) powers/liability. "Real" powers will be governance board giving directives publicly and the legal board accepting or rejecting it. It is based on goodwill. If most directives and suggestions are ignored, then there is a loss of trust and the governance system fails. So goodwill and transparency is what makes it "real"/

Also the governance strives to facilitate the community and foster it, all governance is for the community and by the community.

In my opinion, the staff their remunerations, performance reviews are not the obligations, nor relevant to the community or the governance board. It is also not possible to make any fiscal governance by an external group legally binding either.

Similarly Foss United cannot be a "representation" of the broader foss community. it is just one among several non-profits across the globe who are putting in efforts to boost this ecosystem.

@mngshm
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mngshm commented Oct 16, 2025

I'm wondering, what is even the point of governance board then ? I have said this before and I will even say it again that the governance board is just a bunch of usual volunteers who are being glorified as "governance boards". They are not the voice of community and not even the representatives at this point. It has been roughly more than 6 months since the governance board was appointed ? Everyone in the board still seems to be standing in confusion and cluelessness.

I specifically get your points that they are just a board giving directives publicly and the legal board takes the decision. This can also be done by the now existing community, individuals and volunteers who are interested in the org and the work done by it. The "governance board" here is useless if at the end of the day the legal directors/staff is to take the decision.

Not sure what the current governance boards stance is on this. No one seem to be raising their voice (?).

@rahulporuri
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They are not the voice of community and not even the representatives at this point.

The people who were elected by the community aren't the representatives of the community, and they are not the voice of the community?

I'm wondering, what is even the point of governance board then ?

Not sure if you didn't understand @realvinay s response, so repeating it here

If most directives and suggestions are ignored, then there is a loss of trust and the governance system fails.

If the FOSS United Foundation ignores the directives and suggestions of the Governing Board (GB), directives which are documented and shared publicly on the forum and blog posts, the GB and the Community lose trust in the Foundation. If they lose trust in the Foundation, the Community can stop volunteering and/or participating in FOSS United activities. They can publicly call out the Foundation/Staff for not taking feedback. And if necessary, the GB can fire the CEO of the Foundation, sending a strong signal to the Foundation and the Community that changes need to happen

@rmehta
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rmehta commented Oct 16, 2025

In my opinion, the staff their remunerations, performance reviews are not the obligations, nor relevant to the community or the governance board. It is also not possible to make any fiscal governance by an external group legally binding either.

Then who decides this? FU Foundation in my view is "for the community" as a non-profit. And the elected members form the representatives. If not the community, then who is the staff accountable to? Donors?

"Real" powers will be governance board giving directives publicly and the legal board accepting or rejecting it. It is based on goodwill. If most directives and suggestions are ignored, then there is a loss of trust and the governance system fails. So goodwill and transparency is what makes it "real"/

This is exactly what I am proposing, and expanding the scope of the directives. Ultimately the Foundation is accountable to the community via the elected board. We can also make it legally binding by amending the Articles in the future.

I am assuming we are all in broad agreement here.

@rahulporuri
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"Real" powers will be governance board giving directives publicly and the legal board accepting or rejecting it. It is based on goodwill. If most directives and suggestions are ignored, then there is a loss of trust and the governance system fails. So goodwill and transparency is what makes it "real"/

This is exactly what I am proposing, and expanding the scope of the directives. Ultimately the Foundation is accountable to the community via the elected board. We can also make it legally binding by amending the Articles in the future.

And I'm proposing bringing financial accountability and some of the "real" powers that you mention here in the near future (2-3 years/Governing Boards)

I don't know why I'm having a difficult time talking to software people about "ship fast and ship early" - this is what we're trying to do with the governing board charter instead of becoming central planners/waterfall model of software development

@ansharora28
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I don't understand the framing. There is a difference between "Primary activities" of the GB and the proposed "real" powers.

"Oversee all FOSS United Foundation and Community activities", "forming and leading Working Groups" are primary activities - things that the GB does.

Reviewing the CEO’s performance, deciding on employee remuneration are actions that the GB takes within the scope of those primary activities, as and when needed. Like Shree said, mixing these two creates distractions from the actual work.

For eg. The CEO's primary activity is overseeing the foundation. That includes reviewing staff salaries and individual performance but these can't be separate line items on the CEO's JD.

What you are perhaps looking for is a different section that outlines the scope of the GB powers/authority ( I don't know how that will work because this sounds like a never ending list) rather than making these things the primary responsibilities of the GB (note that everyone in the GB comes with their own background and ideas for FU. Some might not even care about operational details).

That said, the proposed changes (framed as powers or activities, whatever is less confusing) make sense to me over an extended period of time. Complete financial oversight, overruling staff decisions etc. sound like things I would like to see in future iterations of the charter. The focus of the newly elected first GB should be to get things started (and done) and not waste time discussing the scope or reach of their powers..

@Bowrna
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Bowrna commented Oct 22, 2025

With the monthly meeting of GB lasting a few hours, if we are going to broaden the scope of current activities, we will have too many things to discuss without seeing closure on many of them. While we all in the GB share our suggestions on Foundation's activities and focus on forming WG's and charters for it. Reviewing the performance, approving the budget all seems like a far distant goals to reach from the current stand. But if its a goal that's planned to reach in 2-3 years, GB can help in paving path to reach that goal by setting checkpoints for it. IMO it would be helpful to have 2-3 focused primary activity for GB and seeing some progress in it and increasing scope gradually rather than GB having to focus on multiple areas.

@rmehta
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rmehta commented Oct 22, 2025

IMO it would be helpful to have 2-3 focused primary activity for GB and seeing some progress in it and increasing scope gradually rather than GB having to focus on multiple areas.

If the scope needs to be reduced, then the primary goal should be "governance".

Governance encompasses the system by which an organisation is controlled and operates, and the mechanisms by which it, and its people, are held to account. Ethics, risk management, compliance and administration are all elements of governance.

I would put - goal setting, accountability and risk as the top 3 things to focus on.

If we are not doing this, let's not call it "governance" but something else - maybe "discussion group" or "advisory board"

@shreekumar3d
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I would put - goal setting, accountability and risk as the top 3 things to focus on.

@rmehta have you filed this PR as a co-founder of FOSS United, or as a community member ? Please clarify this aspect. You may only pick one.

@rmehta
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rmehta commented Oct 22, 2025

@rmehta have you filed this PR as a co-founder of FOSS United, or as a community member ? Please clarify this aspect. You may only pick one.

Someone who is interested in long term survival and growth of this organisation.

@shreekumar3d
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shreekumar3d commented Oct 23, 2025

Someone who is interested in long term survival and growth of this organisation

Ok. Many of your recommendations are top-down though.

GB represents the community, and our approach is bottom-up. First show the community what are all the things they can do, empower them (see #7), and then let the best ideas win - which can happen if we are successful in our endeavor to empower the community.

AFAIK, you seem to be the only person who has visibly raised issues related to budget and planning over time (FY24-25, and FY25-26). I don't see a single comment from anybody else questioning the numbers and rationale in the budget, asking why X was spent rather than Y, how we can do things better. Same goes with IndiaFOSS budget etc. This tells me that this is not the topmost thing for the community. It's not their money So the only voice raised for "accountability" is a co-founder? (I'm being brutally honest here)

The better way to do things is to give community the power to spend the money - that is the way to drive rationalization. Ideally we should have at-least 1 volunteer (who is not a FOSSU employee) in every WG.

We should do a top down budget next year, including all work groups, at the beginning of the FY. At the very least I can hope that volunteers will see who is trying to spend what money. That will raise and resolve more than a 5 member GB can.

The GB should look at macro things in the budget e.g. "hey why are we spending as much on public policy as we are spending on city communities" check numbers, or long term sustainability measures as you've indicated (e.g. IndiaFOSS must fund itself).

(Aside - I have a Ten Rupee fund in the works to move the needle for community funding - with separate buckets for foundation and FOSS projects.)

@rmehta
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rmehta commented Oct 23, 2025

Ok. Many of your recommendations are top-down though.

Isn't the GB an elected body, then how is this top down?

AFAIK, you seem to be the only person who has visibly raised issues related to budget and planning over time (FY24-25, and FY25-26). I don't see a single comment from anybody else questioning the numbers and rationale in the budget, asking why X was spent rather than Y, how we can do things better. Same goes with IndiaFOSS budget etc.

Have shared this several times: https://forum.fossunited.org/t/discussing-governance-for-fossunited-at-indiafoss/2465

Screenshot 2025-10-23 at 10 51 34 AM

The better way to do things is to give community the power to spend the money - that is the way to drive rationalization. Ideally we should have at-least 1 volunteer (who is not a FOSSU employee) in every WG.

The community has no power, the staff has. This is my exact point.

This tells me that this is not the topmost thing for the community. It's not their money So the only voice raised for "accountability" is a co-founder? (I'm being brutally honest here)

Why does that matter, all I am asking for is accountability? Why is this so much to ask. Just because I am a co-founder, does this stop me from asking questions?

I am not going to merge this PR. Will let this remain here, people can close this if they want. At this point I am very clear (and most people within Frappe agree) that we will not renew the sponsorship without any accountability mechanism. Right now it is also my fiduciary responsibility to Frappe to ensure the money is spent wisely.

@shreekumar3d
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Isn't the GB an elected body, then how is this top down?

Your recommendations are top down - that's how I am differentiating it from the current approach we are thinking of.

I am not speaking for the entire GB in this comment (or in this PR).

I am personally very clear on what I will spend time on - which is getting more of the community to do things, and sustainability of the foundation; see my election nomination page).

They aren't different from what you are outlining (I was also part of your community survey and thread), but the methods are different.

The better way to do things is to give community the power to spend the money - that is the way to drive rationalization. Ideally we should have at-least 1 volunteer (who is not a FOSSU employee) in every WG.

The community has no power, the staff has. This is my exact point.

We just have to add this line saying "every WG must have at-least 1 volunteer (who is not a FOSSU employee) .". More the merrier, but 1 should be mandatory. Will you accept this as a good starting power for empowerment ?

Why does that matter, all I am asking for is accountability? Why is this so much to ask.

You are asking for accountability as a step change, we are proposing it as a path. Again, I will stress that while we have a difference in approach here - our end goals may not be all that different.

Just because I am a co-founder, does this stop me from asking questions?

Of course not. And nobody is stopping you. But you wear so many hats that it's important to understand what is said in what contexts -- don't you agree ?

So - bottom-line - should a question - which hasn't found resonance in the community be taken up as the most important and central one by an elected body which represents the community ?

I am not going to merge this PR. Will let this remain here, people can close this if they want.

Many aspects from this PR should surely get merged.

At this point I am very clear (and most people within Frappe agree) that we will not renew the sponsorship without any accountability mechanism. Right now it is also my fiduciary responsibility to Frappe to ensure the money is spent wisely.

This gives me much clarity. This is a concern of an Industry Partner then - and this back and forth over a PR won't help. It must be discussed over a call - which includes you and the GB. The charter indeed lacks any mechanism to address concerns that Industry Partners may have.... Will be happy to coordinate and set one up - just let me know.

@rmehta
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rmehta commented Oct 24, 2025

This is a concern of an Industry Partner then - and this back and forth over a PR won't help. It must be discussed over a call - which includes you and the GB

This is a much bigger philosophical problem about FOSS United being a community driven / member org vs a "donor driven" org. I am fundamentally opposed to this being a donor driven org. I was hoping the GB would fix that but I don't see intent, because the donors are so fundamental to this org right now. Right now even questions of accountability get "downvoted" by the staff :-), so I think it just reinforces my point.

As you rightly pointed out, I have a minority voice, so it makes no sense to continue engaging. I think I have also made my point, and will leave it to who-ever-takes-the-call to take a call and close this. It would be sad to end Frappe's association with FOSS United, but I think those expectations have been made clear several times now. Wish you guys all the best.

@ansharora28
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Please be very clear that the downvotes or disagreements have never been towards suggestions of accountability but rather your approach towards it.

I'm happy to give accountability reports to both donors and the GB as often as you'd like but asking us to justify our worth every 3 months publicly is incredibly unprofessional. If the GB feels that performance reviews are not their priority for the current year why should a donor (regardless of whatever hat they decide to put on based on their convenience) get a say in governance?

It is great to know how much you care about this organisation, I wish you cared about the people too.

@Bowrna
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Bowrna commented Oct 24, 2025

This thread is getting deviated. I don't think @rmehta's stand would be different as a community member/ donor. I could understand the concern about the long-term sustainability of the org. Maybe we should schedule a community call and discuss the approach taken by GB and invite members to participate in it and ask them to share their feedback/concerns.

@shreekumar3d
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This is a much bigger philosophical problem about FOSS United being a community driven / member org vs a "donor driven" org. I am fundamentally opposed to this being a donor driven org.

Well, so long as the community does not play a major role, this criticism will remain. Only way to erase this notion is to have so much of community run things that this ceases being a concern. I understand if you feel everything is going much slower than you expect, but frankly I don't think things can be accelerated much further.

My journey till now as a volunteer with FOSSU is the basis on which I say that we can't transform anything immediately - much as we'd wish! It has taken me a few years - beginning from getting to know about the existence of FOSSU, then joining and lurking in the forum, finally volunteering actively, and now trying to figure out how best we can involve more people. We have other volunteers - like Nemo - who've helped figure out how we can grown the community via devrooms and such. IndiaFOSS will be driven way more by the community next, and hopefully much more will happen with Workgroups and more individuals being involved.

As you rightly pointed out, I have a minority voice, so it makes no sense to continue engaging. I think I have also made my point, and will leave it to who-ever-takes-the-call to take a call and close this. It would be sad to end Frappe's association with FOSS United, but I think those expectations have been made clear several times now. Wish you guys all the best.

I'm sad to see you go. You've put in so much effort over the years to get the community involved, and just as community involvement is picking up this happens... We're all idealists in one way or the other,.. Among all things I hate in FOSS communities - its is splits that rank No 1 - caused when folks forget temporarily that we have much more in common than we have differences. Can FOSS be ever "United" ? There's hope so long as people keep trying !

I will ensure that many of the changes you have suggested in this PR get included - but of course it won't be "everything". So I strongly disagree with your idea of a "minority voice".

@blueapplearmy
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The FOSS United community is people who choose to associate with FOSS United. Volunteers, speakers, sponsors, partner projects/orgs and anyone who has ever participated in FU activities is a FU community member. Why do I need to be a member, whatever that means, to associate myself with a community?

Are these "FU community members" aware of this? How many are there? Where are they? How does one remove this membership?

GB represents the community, and our approach is bottom-up

Again, what community? Who are you to represent an average FOSS dev in India?

AFAIK, you seem to be the only person who has visibly raised issues related to budget and planning over time (FY24-25, and FY25-26)

Nobody has time for this machaa, especially when open source people are literally volunteers who hardly have time for anything. People who have nothing else to do like the people in managerial positions, FU employees, CEOs have time to even look at this.

Please also read the friendly manual https://en.wikipedia.org/wiki/Survivorship_bias

To the people in GB: You are not even paid. Instead of wasting time on this, spend some time sending PRs to actual open source projects.

@shreekumar3d
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GB represents the community, and our approach is bottom-up

Again, what community? Who are you to represent an average FOSS dev in India?

There's no such thing as an "average FOSS dev" in India. Try defining that first !

Communities (such as FOSS communities) are an imagined construct. Many "F" purists won't even identify with the "O".

The only people I can truly claim to represent is the folks who have participated in the election - maybe some 400+ ...

Please also read the friendly manual https://en.wikipedia.org/wiki/Survivorship_bias

Frankly what's your point here... And why so anonymous ?

@rmehta
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rmehta commented Oct 26, 2025

I'm happy to give accountability reports to both donors and the GB as often as you'd like but asking us to justify our worth every 3 months publicly is incredibly unprofessional.

If I were working for a non profit in the FOSS space, I would be looking forward to doing this. This is the culture of FOSS -> everything is open by default. Public accountability can also be used as a tool for dissemination of ideas and proposals.

@rmehta
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rmehta commented Oct 28, 2025

It is great to know how much you care about this organisation, I wish you cared about the people too.

Gave some more thought to this too. IMO caring about people is about being honest to them without worrying whether they like it or not. I have no doubt that lack of accountability is a major issue with FOSS United and if something is not fixed, it will be a long term loss.

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