This document serves to outline the roles of each member of the board of Open Source Matters Inc.

The Board of Directors of Open Source Matters, Inc. as required by the bylaws of the Corporation, is made up of 6 (six) Department Coordinators and 4 (four) Officers. 

The Board of Directors is tasked with and responsible for providing holistic organisational, legal and financial support to the Joomla! Project.

The role descriptions laid out below have been written by the current officers collectively from their viewpoint of the roles. These role descriptions will change over time as new people come and go and the roles expand, contract or change over time.  

In short this is an ever evolving document, just like the Joomla project.

Officers

The Officer roles are President, Vice President, Secretary, and Treasurer.  Three of these positions, President, Secretary and Treasurer, are required by New York State law. 
The Officers of the Corporation have fixed roles which span the entire organisation, the directors (listed below) are responsible for the departments over which they oversee.

Overviews of the Officer roles are as follow.

President

The fiscal responsibilities of the president are detailed in the OSM bylaws which can be found here.

The role of the president is a wide reaching one and requires them to be omnipresent throughout the organisation.  The president should lead, inspire, co-ordinate and drive the organisation towards its current and future goals. 

This role requires a person with strong organisational and business acumen, alongside a high degree of empathy, in order to be both successful in the role and also to make a success of their term from a project standpoint.

This role has no place for ego and the only ambition of any candidate should be to make the project learn, grow and prosper as a whole, rather solely for their own personal goals.

A brief overview of some of the tasks expected of the President follows:

  • Serves as the Chief Volunteer of the organisation and provides leadership to the Board of Directors
  • Chairs meetings of the Board after developing the agenda in collaboration with other Board members.
  • Encourages Board's role in strategic planning
  • Discusses issues confronting the organisation with the board of OSM, the Advisory board, the Ombudsman and Team Leads of the Joomla Project
  • Helps guide and mediate Board actions with respect to organisational priorities and governance concerns.
  • Reviews with project teams any issues of concern to the Board.
  • Monitors financial planning and financial reports.
  • Plays a leading role in fundraising activities by engaging with potential sponsors and partners during negotiations made by the Capital Team
  • Evaluates the performance of the teams and informally ensures the effectiveness of other Board members alongside the effectiveness of the organisation in achieving its mission in recent months
  • Performs other responsibilities as necessary from time to time in order to keep the organisation on track.
  • Is a Signing Officer on the bank account along with the Treasurer
  • Ensures that structures and procedures are in place for securing the resources required by the organisation.
  • Ensures that structures and procedures are in place for effective recruitment, training, and evaluation of board members.
  • Ensures that the organisation maintains positive and productive relationships with media, funders, donors, and other organisations. In this capacity, the President serves as primary spokesperson for the organisation Duties may include:
    • representing the organisation to the media;
    • representing the organisation on governmental or nongovernmental organisations and committees;
    • timely and appropriate reporting of Board decisions and actions to volunteers and/or funders and/or donors.
  • Ensures that structures and procedures are in place for effective recruitment, training, and evaluation of board members.
  • Monitoring/management of teams within the Joomla Project, as needed, working to solve issues with teams that are failing to meet their objectives for the current work period.
  • Assist the Capital Team with the negotiation of contracts and sign them when they go to signature.
  • Alongside the Secretary and Treasurer, assure compliance with all relevant laws and regulations
  • Serve as a point of contact for external organisations
    • Respond to requests for contact with C level officials from external organisations
    • Take the lead in or supervise closely outreach to potential partners.
    • When teams need a corporate person to represent them take on that role.
    • Work with lawyers and the PR team.
  • Coordinate/facilitate interactions between board members and project team leads in order to respond to questions and concerns about legal, financial and infrastructure issues within OSM or the Joomla Project.
  • Be available to project community members and contributors who have concerns related to the Joomla Project.

Vice President

The Vice President role has no legal requirement to exist and holds no budget, but within a volunteer organisation such as ours, this role was added to provide support to the President.

The primary reasoning for this is in order to spread the workload and ensure that if the President is unable to attend a meeting or perform for a brief period of time, for whatever reason, the Vice President is expected to step up and fill the organisational gap created by the President's temporary absence. 

In short, the Vice President’s role is to support the work of the President. This is their sole mandate, over and above this mandate, they have carte blanche to work in other areas, but their main mandate should always be their primary role, support the President.

The Vice President is a mainly a representative role in the OSM structure and organization. Here are some of the tasks expected of the Vice President follows:

  • Serving as a volunteer the board and the Joomla project
  • Helping and supporting the DCs and the operational teams members as much as possible and when needed
  • Participate regularly and actively to the board meetings by providing ideas, answers and solutions to the questions and concerns of the others board members
  • May assist and/or represent the President if required
  • Being available for helping the community members and the project contributors who have concerns related to the Joomla Project
  • Should be aware of the decisions and directions of the Joomla project
  • Representing and promoting OSM and the Joomla project locally, nationally and internationally on all occasions like events, congres, joomladays, etc. 
  • Being a source of proposals for the board on development axes for the Joomla project
  • Must respect the terms of his manifesto, the COC, the laws and the by-laws of the organization
  • Daniel's personal and additional contributions to these duties will be:
    • Adding an educational and social dimension to the Joomla project with my development plan for Africa
    • Supporting and promoting the idea for a carbon compensation for all our activities, including our travels (Corporate Social Responsibility).

Secretary

The Secretary is the official record-keeper of the Board.

This is a critical role to ensure the historical recording of official actions, and to ensuring healthy transparency to the Board of Directors, Team Leads, the wider Community and the outside world.

Specific responsibilities are as follow:

  • Creation of meeting minutes
  • Distribution of meeting minutes
  • Recording of all votes
  • Prior experience with and knowledge of legal documents (articles, by-laws, IRS letters, etc.).
  • Is a signing officer on some documents.
  • Custodian of records.

Key responsibility for the Corporate Secretary is to ensure that the Board has the proper advice and resources for discharging its fiduciary duty under state law, and to ensure that the records of the Board's actions reflect that the Board has done so.

The function ranges from making sure new directors have training in the applicable state law duties, to advising the board when there are amendments to the state law or developments in case law, to partnering with business presenters to ensure the proper steps are followed for major matters

Among these "core competencies" are: understanding the company's business thoroughly; having a basic knowledge of corporate and securities law; demonstrating a "presence" and being able to back it up with solid communication skills; being sensitive and intuitive to what the President and directors are thinking and feeling; being able to read signals on the horizon and provide early warning to management; being able to mediate and achieve consensus; knowing how to overcome bureaucratic thinking in the company; being detail-oriented; being flexible and creative; and, finally, maintaining a sense of humor and balance no matter how pressured a situation.

Treasurer

Like all members of the Open Source Matters Board of Directors, the Treasurer should first and foremost understand, adhere to, defend, and promote the Joomla Core Values.

The Treasurer shares top fiduciary responsibility for Open Source Matters, inc. and the Joomla project with the President. 

Responsibilities Include:

  • Executing financial transactions
  • Maintaining accurate financial records
  • Managing approval process for expenditures
  • Preparing and delivering financial reports
  • Coordinating with third party legal and accounting resources

The Treasurer leads the creation and preparation process of the annual budget. This role is more tactical than strategic. It is an effort to coordinate the budget planning process of other Board members and make sure proper process and reporting are adhered to.

Additional legal information on the Treasurer role can be reviewed in the Open Source Matters, inc. by-laws (pdf link) section 6.01 with special semi-annual reporting requirements available in section 9.06.

Department Coordinators / Directors

  • Department Coordinators are Board Members of Open Source Matters.
  • Being on the board of directors is a significant responsibility.
  • Board Members will be expected to be able to give at least 20 hours per week to the project.
  • When on vacation or otherwise unavailable due to other temporary commitments, they must provide proxy votes for anything tabled in their absence and be able to make themselves available within 24 hours should an urgent matter arise.
  • Outwith periods of absence as mentioned above, members should warrant the ability to read and answer emails within 24 hours.
  • Board Members must be able to commit to this for an entire one year term, unexpected changes in circumstances excepted.
  • They are responsible for calling regular department meetings with all the Team Leaders of the Department in attendance.
  • They are also responsible for seeking advice from the Team Leaders on agenda topics and how to vote in Board Meetings.

Production Department Coordinator

The Production Department oversees all aspects related to the code of all software led by the organization.

This is done by different teams for different purposes:

  • Joomla! Enhancement Development Team
  • Security Strike Team
  • Automated Testing Team
  • Core Translation Team
  • Software Architecture & Strategy Team
  • Documentation Team
  • Bug Squad
  • CMS Release Team
  • Google Summer of Code Joomla Team
  • CMS Maintenance Team
  • Joomla Accessibility Team

The Production Department Coordinator is responsible for all teams in the department. Part of this is organizing regular meetings with the team leads and the board. Beside this bringing people together is an important part. As every DC the production budget is part of the responsibilities. Main parts of the budget are code sprints and the security bug bounty budget for the security team. One of the annual tasks is the coordination budgetary process with the team leads.

Controlling the election terms of team members and maintaining the volunteers portal is an important part of the daily work of the DC. This includes finding new volunteers and onboarding new members.

Additional to the official tasks the PDC has an open ear for everyone that needs to talk about the Joomla and the Community, at least that’s what happens in a regular manner. This leads to a better understanding of the community and in the end a better understanding of the needs for the Joomla!

Operations Department Coordinator

The Operations Department comprises the group of teams which keep the public face of Joomla! working. That is to say being responsible for the day to day operation of the various .joomla.org websites. These comprise (but are not limited to):

  • Community Magazine – monthly magazine about Joomla
  • Joomla Extensions Directory (JED) – Listing of all extensions, this in turn is responsible for the VEL (Vulnerable Extensions List)
  • Forum – Where to go and ask for help to solve issues yourself
  • Resource Directory – Where to go and seek help from commercial companies
  • Showcase Directory – Listings of companies using Joomla with examples of their work
  • Template Directory – In development to provide a directory of templates available for Joomla!
  • Volunteers Portal – The showpiece and information centre for all of the teams across the Joomla project, this is where the latest updates from any Joomla team are posted.
  • Webmasters – Resource for the administrators of all Joomla websites.

The Operations DC holds a budget which splits into two areas:

  • Operational: This provides the ongoing costs to keep the project alive, examples include:
    • Domain name renewals
    • Hosting (albeit, much of our hosting is donated)
    • Essential services, for example Pingdom
    • Etc.
  • Non Operational: This covers sub projects within the teams, for example Sprints to further enhance the systems we have. A recent of example of this was the JED4 sprint to further the development of the next release of the JED

The role includes attendance at the fortnightly OSM board meeting reporting on the progress of each team and its various projects. Taking issues which may have come up in other areas and ensuring that these are dealt with by the relevant operational team.

As with all departments, an annual task of providing input into the budgetary process of OSM. This requires input from each team and then an element of prioritisation as it is bid for within the project budget as a whole.

Finally, the role includes taking on additional tasks within the overall board where skills or experience can provide a direct benefit. An example of this is the Conflict Resolution Team (CRT) which assesses and investigates reported cases from the Code of Conduct policy and prepares a recommendation to the board for consideration.

Legal & Finance Department Coordinator

The Legal & Finance Department includes teams related with fundraising and legal matters. This Department is the main source of monetary income for the Project.

Teams in Legal & Finance Department include:

  • Capital Team - responsible for fundraising, finding new sponsors and partners to sustain the Joomla Project.
  • Compliance Team - responsible for keeping the organization compliant with laws, with a special eye on Privacy Regulations like GDPR.
  • Trademark Team - the group who protects the Project's brand and trademarks.

Fundraising skills and law/compliance-oriented mindset are really useful for the Legal & Finance Department.

Marketing & Communications Department Coordinator

The main function of the Marketing and Communication Coordination Director is to allow connections between the different department heads.

For this, the Marketing and Communication DC is in contact with most of the departments in order to coordinate actions upstream or downstream of the needs of each of them. Here are for example the sub-departments of each concerned department:

  • Production: Documentation Team, CMS Release Team, Google Summer Of Code Team, Joomla Accessibility Team, Software Architecture & Strategy Team
  • Marketing & Communication: Community Translation Team, Marketing Team, Social Media Team, User Research & Strategy Working Group (may be there will be more Team, this department is on movement since the FFTF2020)
  • Events: Events Team, Global Events Fund Working Group, Joomla! World Conference Team, User Groups Team
  • Operations: Community Magazine Team, Extensions Directory Team, Resource Directory Team, Showcase Directory Team, Template Directory Team, Volunteers Portal Team
  • Programs: Certification Team, Education Outreach Working Group, Joomla! Event Traveler Program Team, Joomla! Volunteer Engagement Team

Marketing and Communication DC is a key element in the success of the project since its role is to coordinate departments and their teams with other departments or teams. This is the reason why the Marketing and Communication DC must participate in the meetings of the departments to know their progress and to know if they will need help or coordination with another department or another team.

To keep it simple, a new functionality, proposed upstream by exchanges between the Marketing and Programs departments and validated by the Production department, must be accompanied by communication and documentation.

Marketing and Communication DC must therefore be present at each stage to support all departments and teams involved in the process.

As head of the department, the Marketing and Communication DC must also have a role in the financial statements in order to express the needs of his departments: advertising campaign, purchase of specific services or documents, sprint organization fund, etc.

Member of the board of OSM, the Marketing and Communication DC participates in the life of the CMS by being present at bi-weekly board meetings and thus representing all the departments and the progress of their work. The Marketing and Communication DC also has the duty to take part in the conciliations on the cases of violation of the code of conduct reported from the Code Of Conduct.

Programs Department Coordinator

The Programs Department Coordinator’s primary objective is to assist and facilitate the efforts of the programs established for the community. The department is a collection of teams responsible for the various programs, including:

  • Certifications Team (JCP) - responsible for the Joomla Administrator Certification Exam. This team connects with interested trainers, Joomla! Learning Partners (JLP), JoomlaDays, Joomla! User Groups (JUGs) and Exam Supervisors.
  • Volunteer Engagement Team (VET) - This team is focused on the 3 Rs (Recognition, Retention, Recruitment) for Joomla and its global volunteer community.
  • Event Traveller Programme Team (JET) - The JET Programme is an initiative that was created to support active project volunteers and community members who have dedicated time and energy to make Joomla better; and who would like to attend larger Joomla events, such as J and Beyond and the Joomla! World Conference.
  • Educational Outreach Working Group - To help increase awareness of Joomla in the minds of the next generation.

As a board member, the role requires attendance at the fortnightly OSM board meetings in order to represent the teams in the department and to report on their progress. The role of acting as a liaison between teams and departments is often necessary to connect the right people together in order to help them achieve their goals. It is important to ensure that all teams within the department are holding monthly meetings and that their progress is being reported on the Volunteers Portal. This is extended to working with the team leaders to verify that they have the necessary tools and resources to lead their respective teams.

The role also requires providing input into the annual budget meetings to ensure that the teams within the department have their financial needs represented. As a department, the teams budgetary needs include running and promotion of the programs, as well as funds to hold sprints to further develop the existing programs and to define new programs.

Being a volunteer in a global organisation also means that as a board member of OSM that you are encouraged to take part in other aspects of the organisation where your skillset can be applied and benefited from. For example, being part of the Conflict Resolution Team (CRT) to help review and report recommendations following a Code of Conduct report being received.

Events Department Coordinator

The primary objective of the events department is to manage events both related to code as well for the  community organisation.

This is done by our teams, who are under the responsibility of the Events department coordinator.

  • Events Team : Oversees approval and publishing of JoomlaDays, Joomla User Groups and related official global Joomla events.
  • Joomla! World Conference Team (JWC): Joomla World Conference Team is a standing team organizing the JWC each year. The goal is to be a relevant event that tries to empower local and regional areas and to try and bridge them into the global community.
  • User Groups Team (JUG): We maintain and support a directory of all local Joomla! User Groups that are being organised by the community to meet Joomla! users in real life to share Joomla! knowledge.  We support and advise Joomla! User Group Organisers.

The role includes taking responsibility and coordination of each team under the department, attending fortnightly OSM Board meetings and reporting all the activity of the department as well organizing regular meetings with the team leads.

The events department coordinator ensures that each team as  is budget, working with the team leads to prepare and draft a proposal for the  fiscal year, for each team under the events department, one of the most important budgets is allowed to the Joomla World Conference.