A Meeting of the Board of Directors (the “Board”) of Eclipse.org Foundation, Inc., a Delaware corporation (the “Corporation”), was held on held at 8:30am Eastern time at the Hyatt Regency in Schaumburg, Illinois on September 19, 2007 as a regularly scheduled quarterly face-to-face meeting.
Present on the teleconference were the following Directors:
Present at the invitation of the Board was Mike Milinkovich, Executive Director, Janet Campbell, Secretary, and Chris Larocque, Treasurer of Eclipse.org Foundation, Inc.
Paul Czarnik gave a brief overview concerning Compuware’s decision to renew as an add-in provider member, rather than a strategic developer. The decision was not one of backing away from Eclipse. Rather it was decided that maintaining Compuware’s strategic status did not make sense during their current business consolidation.
Mike Milinkovich introduced the minutes from the July and August meetings and asked for any corrections and/or comments. Some minor changes were introduced and the following resolution passed:
RESOLVED, that there was unanimous consent (Dave Thomson abstaining) to approve the amended minutes of July and August.
Review of Year to Date Financial Actuals:
Chris Larocque gave an overview of the year to date financial actuals. Essentially, the P&L is pretty much tracking on budget and we are where we expected to be on the Balance sheet. .
IP Tooling Improvements:
Mike Milinkovich gave an overview of IP tooling improvements that are underway and additional improvements that are planned, the related presentation material for which is attached as Exhibit A.
Committer Community Issues:
Simultaneous Release Train: The topic of the simultaneous release train was raised and whether we would be able to support the release train from an IP standpoint. Janet Campbell indicated that we expected to be able to support the release train, though we did not yet have a good view on the size of the train. Mike Milinkovich indicated that he sees the release train, not just growing wildly, but increasing in quality and integration.
Build System: The subject of the build system and whether the Foundation could assist projects with this requirement was discussed. Mike Milinkovich took an action to look at what could the EMO could do to support this goal and come back to the Board by March 2008.
Infrastructure Limitations: The subject of infrastructure limitations was raised. Mike Milinkovich indicated that he and Denis were already in discussions to determine how to best address these potential limitations. The Board unanimously approved following resolution to create a Common Build Infrastructure Working Group open to all projects:
RESOLVED, there was unanimous consent to the creation of a working group lead by Konstantin Komissarchik to study the issues associated with creating a common build infrastructure for Eclipse projects.
Advertising: The topic of including advertising on Elcipse.org was raised as a revenue generating opportunity. The Board unanimously approved the following resolution to create an Advertising Working Group of the Board::
RESOLVED, there was unanimous consent to the creation of an advertising working group to study the issue of member driven advertising on the Eclipse.org web site (including Google ads) with a mandate to the Board with a recommendation at the December Board meeting.
Other: Mike Milinkovich indicated that we would be looking into EclipseStore as well as the possibility of using PayPal for donations, pending receipt of guidance on what if any tax implications there were. The Board unanimously approved the following resolution:
RESOLVED, provided no difficulties are identified from a taxation standpoint in discussions with external counsel, the Board approves the Foundation pursuing the use of PayPal for accepting donations.
Mike Milinkovich recapped the planning process. In the June Board meeting we talked about the strategy and finalized the strategy document that we will be using for planning purposes. In the September Board meeting we talk about the actual programs that we would put in place to accomplish those goals. Finally, at the December Board meeting we are going to have a budget proposal that will cost out these program plan ideas and tell you which ones we are actually doing based on what we can afford.
The subject of testing resources was raised in relation to the program plan. There was recognition that we could be doing a better job of facilitating community testing, and that there were merits to considering a dedicated testing team.
As part of the review, Mike Milinkovich reviewed the project investment level by company. The Board also discussed usability. Mike Milinkovich noted that we have a resolution on the books with Strategic Developers agreeing to put together usability guidelines. Right now we are on a course to not meet this goal for Ganymede. No solution was identified at the meeting.
In discussing fostering growth and adoption related programs, there was a suggestion to establish a “Help Wanted” section for projects to leverage.
Open discussion: Strategic Developer Commitments and Reporting
There was a discussion to create a consensus on what we are expecting from Strategic Developers members when they do their annual “report card” at the December meeting. It was concluded that Mike Milinkovich would provide a template to facilitate reporting.
Mike Milinkovich introduced the topic of Membership, highlighting that it has slowed somewhat. Mike Milinkovich commented that having more diverse sources of revenue would definitely lower the risk pointing out however, that it would be hard to imagine a way where the Eclipse Foundation could make money without taking away a commercial opportunity from the ecosystem. It was concluded that Mike would take the task of (1) identifying additional value for current memberships; and (2) look at alternative sources of revenue for the Foundation, and that this would be discussed at the next face to face meeting in greater detail. The Board approved the following resolution unanimously:
RESOLVED, the Executive Director is directed to examine additional revenue generating opportunities in the area of: (i) new revenue sources; (ii) driving member value; and (iii) revisiting the fee structure for membership.
Tony Bailetti, Carleton University gave a talk on “Open Source Maturity Models”, based on work on an upcoming article in Harvard Business Review, the related presentation for which is attached as Exhibit B.
Eric Newcomer gave a presentation on OSGi Enterprise Expert Group Status and Directions. Eric is the chair of this expert group at OSGi, which will be defining several new specifications of relevance to the Eclipse community. Eric’s presentation is attached hereto as Exhibit C.
Jeffrey Hammond of Forrester presented “2007 Forrester-1105 IDE Survey”.
Mike Milinkovich provided an update on Eclipse related conferences including ESE 2007, OS Summit Asia, and EclipseCon 2008, the related material for which is attached as Exhibit D.
Review of Key Performance Indicators
Mike Milinkovich reviewed the Eclipse Key Performance Indicators distributed prior to the meeting.
Mike Milinkovich declared the meeting adjourned at approximately 4:35 Eastern Time.
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This being a true and accurate record of the proceedings of this Meeting of the Board of Directors held on September 19th, 2007, is attested to and signed by me below.
/s/ Janet Campbell
Secretary of Meeting