Open Source Initiative

“The open source initiative board of directors offers three classes of membership to create worldwide advocacy for the open source community and better inform board leadership. The basic membership class receives a complimentary membership and is ineligible for voting privileges. The full membership class pays annual dues and is eligible to vote in the annual elections. Affiliate membership class is complimentary and is eligible to vote in the annual election.”

“On august 18, 2023, the board approved increasing the number of directors to 12 with one director appointed by an annual election by full members and two directors apointed by other board directors. The changes to the number of board directors did not require a change to the bylaws. Open source initiative's bylaws authorize the board to appoint directors. In order to better represent the community's interests, the board appoints directors as follows: (1) four directors are appointed based on an annual election by full members, (2) four directors are appointed based on an annual election by affiliate members, and (1) four directors are appointed by other board directors.”

“Copies of the completed draft form 990 (including required schedules) are distributed to the board chair, treasurer, and executive director in electronic form for review and approval. Any questions or concerns are noted and addressed, and the controller updates the form 990 as appropriate. Copies of the revised draft form 990 are distributed to the board of directors in electronic form for review and approval. Any questions or concerns are noted and addressed, and the controller updates the form 990 as appropriate. After all input from the review stage has been appropriately addressed. The final version of the form 990 (with required schedules) is distributed in electronic form by the controller to every voting member of the board of directors.”

“Open source initiative's (osi) conflict of interest policy was adopted by the board on may 7, 2013. Members of the board of directors owe a fiduciary obligation to osi, which includes a duty of loyalty and a duty of care. Directors should act in good faith with the care an ordinarily prudent person in a like position would exercise in similar circumstances. The duty of loyalty requires that directors act in good faith in a manner the director reasonably believes to be in the best interest of the corporation. If a director is also an employee of another company, the director's first loyalty as a board director is to the osi and not the employer. The director may voice the opinion of the director's employer, but it is the director's obligation to focus on the fiduciary duties to the osi. If a director is also a director or officer of another organization, the director is charged with exercising their duties based on the best interests of both companies. Directors may be required to recuse themselves from any transaction or decision that would lead to a conflict of interest.”

“Annually, the board reviews the performance of the executive director. No person with a conflict of interest is involved in the decision. The board evaluates and approves compensation based on annual goals, as well as considering cost of living adjustments to compensation.”

“No changes have been made to the organizing or governing documents of the open source initiative. Organizing and governing documents, as well as financial records, are available upon request.”

“When adding activities, discontinuing activities, and annually, the open source initiative'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 ending december 31, 2023, all activities fit into open source initiative's approved tax-exempt mission.”

“Program costs include standards work group, policy program support, technical writing fees. General and administrative costs include design fees. Fundraising costs include administrative support for managing sponsor contracts and deliverables and design fees.”

“Adjustment related to accrual to cash reconciliation”