Python Software Foundation

“The Python Software Foundation changed the method and frequency of annual Board of Directors elections. First, the Board of Directors was split into three classes with staggered terms to avoid excessive turnover; instead of every Board member being up for election each year, only one class, or one-third, of Board members are up for election each year. Second, an additional "at-large" Director position was added due to a tie vote, bringing the total "at-large" Directors to 12 from 11. Third, two "Officer Director" positions were created. The original Officer Directors will correspond to the offices of Director of Operations and General Counsel. Under this proposed change, Officer Directors are subject to an initial vote during the current cycle. Fourth, Officer Director may be removed if they: a) fail an approval vote, held on at least the same schedule as class A directors; b) leave the office associated with the officer director position; or c) fail a no-confidence vote by the at-large directors. Fourth, the by-laws now explicity delegate the ability to set compensation for the Board of Directors.”

“The Python Software Foundation has individual members and sponsoring members.”

“There are six (6) classes of members of the corporation, denoted as Basic Members, Supporting Members, Sponsor Members, Managing Members, Contributing Members, and Fellows. Basic Members have no voting rights. The other five classes of membership have voting rights to approve Sponsor Members and elect Fellows and the Board of Directors. Election of Fellows and the Board of Directors is subject to vote by those members having voting rights. Sponsoring Members recommended by the Board of Directors are subject to approval by those members having voting rights.”

“The Form 990 and associated schedules are prepared by the Treasurer and the Controller. Copies of the draft Form 990 (including required schedules) will be distributed to the Board Chair, Co-Chair, Legal Counsel, Executive Director, and Controller in electronic form for review and approval. Copies of the updated draft Form 990 are then distributed to the Board of Directors in electronic form for review and approval.”

“Each Director, Officer, and Key Employee must review and sign the conflict of interest policy and fill out a related questionnaire. The signed documents are kept by the Director of Operations. The highest standards of ethics apply for all PSF members, officers, and directors. Possible conflicts of interest are disclosed in writing to all decision-makers prior to any action. Directors, Officers, and Key Employees may recuse themselves from votes to avoid a conflict of interest; Board votes must pass by a majority of the disinterested directors. A full explanation of the conflict of interest policy can be found at the Python Software Foundation's website at https://www.python.org/psf/records/board/policies/conflict/.”

“Annually, the Board of Directors reviews the performance and compensation of the Director of Operations. The Board Chair leads the review conducted with the Executive Committee. No person with a conflict of interest is involved in the performance review and compensation recommendation.”

“The organization makes its records publicly available on its website at python.org/psf/records.”

“When adding activities, discontinuing activities, and, annually, the Python Software Foundation's management reviews and analyzes the activity against the approved tax-exempt mission. If any activity is deemed not to fit into the tax-exempt mission, it is documented, discussed with the Board of Directors and disclosed on Form 990. For the tax year ended December 31, 2017, all activities fit into the Python Software Foundation's approved tax-exempt mission.”