Good day all, Please see the draft minutes from the Jan 17, 2024 Board meeting for approval. Please let me know if you have any edits.
OpenID Foundation Board of Directors Meeting Minutes
Date: 1/17/2024
Attendees
* Nat Sakimura (Chair)
* Dima Postnikov (Vice-Chair)
* Marie Jordan (Secretary)
* George Fletcher
* Mike Jones
* Elcio Pedro Calefi Junior
* John Bradley
* Atul Tulshibagwale
* Dirk Balfanz
* Kristina Yasuda
* Kosuke Koiwai
* Ian Glazer
* Chris Anderson
* Ben Boeser
* Mark Verstege
* Wes Dunnington
* Karl McGuinness
* Ali Adnan
* Michael Mansouri
* Osamu Oshima
* Takao Kojima
Staff:
* Gail Hodges
* Mike Leszcz
* Joseph Heenan
* Tom Smedinghoff
* Mark Haine
Absent:
* Nancy Cam-Winget (Treasurer)
* Naveen CM
Nat called the meeting to order at 4:05pm PT.
Agenda
* Announcement of Elections
* Budget
* Update on standards development projects
* Guest presentation by Kevin White on best practices for standards
implementation
* Open discussion and feedback
* Adjournment
Summary of Key Points
2024 Board Election Results
* The 2024 Corporate Representatives were announced with Atul Tulshibagwale
(SGNL) and Mark Verstege (AU Government) elected to 1-year terms.
* The Community Representatives were announced with George Fletcher
re-elected and Mike Jones elected to 2-year terms.
* The recently updated Bylaws call for two Corporate Representative seats
in 2024 and an additional Community Representative seat in 2024 for a total of
two.
* ConnectID has upgraded their membership to a Sustaining Member so Dima
Postnikov is now the primary Board representative for ConnectID.
Resolution to Approve 2024 Officers
* The current officers have agreed to continue their positions:
* Nat Sakimura - Chairman
* Dima Postnikov - Vice Chairman
* Nancy Cam-Winget - Treasurer
* Marie Jordan - Secretary
* George Fletcher - Community Representative
* A call was made for anyone to nominate themselves for an officer
representative. A final call was made during the board meeting.
* Hearing no additional nominations, Chairman Sakimura requested Mike
Leszcz move the resolution to continue the current 2024 officers as he is
included in the resolution:
* Now, therefore, be it RESOLVED that the OpenID Foundation Board of
Directors does hereby unanimously APPROVE AND ELECT the foregoing individuals
to serve in the positions designated above until the next Annual Meeting of the
Board.
* No discussion or dissention. The current officers were elected for 2024.
2023 Budget End of Year
* Mike Leszcz went through the budget slides and noted the 2023 books are
in the process of being closed out so the 2024 budget is based on
January-November 2023 actuals and December 2024 projections.
* The cash balance at the beginning of the year was $1.6M. The
organization is well below projected expenses for 2023. Total assets today are
$2.5M. In the appendix, there are full financial statements including details
of the money market and CD accounts that are generating interest.
* Significant 2023 costs were averted with directed funds. On track to
avert costs in Q1 due to directed funding from ConnectID and OIDF-J.
2023 Year in Review & 2024 Strategic Initiatives
* Gail went through the "wins" for 2023:
* Memberships have increased. The net new Sustaining board members have
increased.
* Cash reserves are good.
* Many specifications have moved through to Final.
* Certifications and certification revenue have increased with over
2,800 certifications to date.
* Community work, including white papers, have increased.
* The website redesign was completed.
* Four whitepapers published in 2023.
* A number of requests for comments were completed with support from
working groups co-chairs and contributors.
* Formed two new working groups - Digital Credentials Protocol and
AuthZEN.
* New Bylaws were adopted to align with the Foundation's growth.
* Atul noted via chat the Shared Signals WG Implementer's Draft 2 of the
Shared Signals Framework in 2023.
* Kristina commented via chat that OID4VC went to Implementer's Draft 2
in 2023.
* Gail went through the proposed 2024 strategic initiatives, including:
* New potential working groups and proposed community groups.
* 2024 monitoring activities including AI and Post-Quantum Cryptography.
* Whitepapers and thought leadership.
* Security analyses for additional specifications.
* Adding resource/capacity to the certification program.
* Updates to OIDF Process Document and IPR Policy.
* Wind down dormant working groups.
2024 Budget Review
* Mike Leszcz went through a detailed 2024 budget review:
* Projected revenue is $1.9M.
* Projected expenses are $2.6M.
* Proposing and investment of $700k of cash reserves.
* This would leave a projected end of year balance at $1.5M.
* This is the proposed "all in" budget based upon moderate investment
scenario. Based on the proposed 2024 monthly run rate, the proposed 2024
budget allows for at least 12 months run rate if OIDF were not to bring in any
additional revenue.
o Gail commented this is the conclusion we came to after couple of months of
work with the task force. Gail went on to suggest we should proactively think
about a growth scenario for the Foundation where we might want to invest even
more and think about what we need to do to serve our mission and vision in the
medium to long term. Consider full time employees and the infrastructure needed
to continue to support global ecosystems. We will revisit at the April board
meeting after the task force has had an opportunity to discuss and make
recommendations.
o Mike Leszcz went through a detailed analysis of how it was determined to
recommend the investment of $700K in cash reserves. In summary, best practice
is to have at least 6 months run rate cash on hand but the 2024 budget takes a
more conservative approach in ensuring 12 months cash on hand. The $700K
recommendation is based on projected 2025 revenue, expenses and year end cash
balance while ensuring a 12 month cash reserve at a minimum.
* 3 critical activities we need to invest in: conformance test
development, travel, and key events where we need to be and want to host
adjacent Foundation events such as board meetings and workshops.
* Gail went through all of the proposed 2024 investment activities.
o A very detailed discussion of the 2024 budget and investments were
discussed among the participating directors.
o It was noted that while Nancy was not present, she reviewed and supported
the budget (and sent same to directors via email).
o For the April Board meeting, the directors will review any growth revenue
investment options.
Chicago Advisory Partners Update/Ask on Certification
* Mike Leszcz went through the new certification fee proposal brought forth
by Chicago Advisory Partners (CAP) on behalf of Open Finance Brazil (OFBR) and
the Central Bank. Mike noted that the board approved a reduced FAPI OP
re-certification fee of $2K for non-members rather than the listed $5K.
* The ask is to extend the OFBR reduced FAPI recertification fees pilot for
another year and reduce the non-member RP re-certification fees from $5K to $2K
as part of the pilot extension. Members will continue to pay the $1K FAPI
certification fee. It was confirmed the Foundation continues to cover costs and
generate revenue at these price points.
* This can be a pilot for another year and re-visited later in the year to
determine impact and effectiveness. The analysis is that it will not
significantly impact the budget, as certifications have been growing.
* Gail mentioned that if the fees remain high, we could lose revenue as
mandates by governments continue (RPs may not have the revenue to certify or
re-certify). Elcio confirmed the goal is to get more participation in the OFBR
ecosystem and to remove any cost constraints to do so, especially for RPs.
* Elcio provided a detailed overview of the evolution of OFBR and the
roadmap ahead. Elcio presented a detailed analysis of historical OFBR
certifications and the forecast for 2024 and 2025.
* Gail commented there was a dip in 2023 OFBR certification due to our
success of consolidating the OFBR FAPI specification into one profile. Joseph
Heenan confirmed and suggested the high volume of January 2024 OFBR
certifications has likely made up for the 2023 dip. We anticipate growth in
2024 due to additional OPs & RPs joining community and adding CIBA spec but
expect re-certifications to level off in 2025.
* Gail confirmed CAP's intent to remain on the Board and continue support
for OIDF in LATAM (e.g. SIDI Hub / G20 in Rio, joining Japan Gov meetings).
Resolution to Approve 2024 Strategic Initiatives & Budget
* Nat went through the resolution to approve the 2024 strategic initiatives
and budget.
* Let it be resolved that:
? The 2024 budget proposal presented to the Board be implemented by the
Executive Director and staff, effective immediately.
? The Executive Director and staff will update the Board throughout the year
on progress against the plan, with particular attention to areas of unexpected
costs or revenue that might merit calibration of the budget and plan..
? The Strategic Task Force will revert at the April Board with an update on
the option(s) for higher investment and growth.
* Mike Jones moved to approve the motion and George Fletcher moved to
second the motion. The resolution was approved (no dissentions or abstentions).
Resolution to Approve Open Banking Brazil Pricing Adjustment
* Mike Leszcz went through the resolution to approve the pilot pricing for
Brazil to reduce the FAPI RP re-certification pricing from $5K to $2K. FAPI OP
re-certification pricing will remain the same at $2K for the pilot extension
through 2024. The pricing will continue to be reviewed throughout the year.
* CAP will notify the OFBR ecosystem that this is pilot pricing and subject
to change. The Foundation will continue to review the pilot pricing and
ecosystem support models throughout 2024.
* Let it be resolved that:
* Brazil pilot pricing for Relying Party implementation recertifications
will be adjusted from $5000 to $2,000 but only for Open Finance during the
pilot period.
* CAP will inform their community that this is pilot pricing and it is
subject to change as it is heavily discounted to the global pricing for RP
recertification.
* OpenID Foundation will continue to review the FAPI pricing and
ecosystem support models throughout 2024/25.
* Wes Dunnington moved to approve the motion and Ian Glazer moved to second
the motion. The resolution was approved (no dissentions or abstentions).
Process & IPR Document Enhancements
* Mike Jones gave an update on the Process Document and IPR Policy
enhancements.
* After circulating the process document to the Board for final approval,
our legal counsel found minor inconsistencies in the drafting of the IPR and
policy document that would benefit from correction.
* Half of those have been conformed and the remainder will be reviewed
morning of 1/22 by the SubGroup
* No other comments were received by the Board
* We will circulate the new mark-up to the Board, if there are no material
objections from the Board, this updated version will be circulated for member
vote, with an explanatory cover note to ensure we meet quorum.
* Mark Haine commented that Tom Smedinghoff highlighted that the IPR Policy
needs to be in-sync with the IPR Policy (definitions). This will require
additional work that the sub-committee will take up soon.
* Mike Jones commented the updates are intended to align our written
processes with what we actually do.
* Joseph Heenan noted the need to inform the WG co-chairs of these updates
before they go before member vote. He noted that most chairs are not likely to
know this work is currently underway. Mark Haine recommended a draft summary of
changes and the rationale to be shared with WG co-chairs as soon as possible.
Kristina confirmed the need to include the WG co-chairs in the process.
AOB
* Mike Leszcz mentioned that a host for the April 15, 2-24 workshop and
board meeting in Mountain View area is needed. He will be contacting board
members about hosting.
* Invitations for 2H 2024 internal meeting for 2024 will be sent out from
Mike Leszcz.
* Mike Leszcz will send a formal recommendation to the EC to request that
Mike Jones be a non-voting member of the EC in 2024 to continue to mentor Marie
Jordan as Secretary.
* Gail went through the current certification program pipeline with
co-funding.
* Gail mentioned that the SIDI hub initiative is ongoing with OIDF
supporting. There are five primary workstreams to use for 2024. They are not
developing new standards or specifications. Metrics for success and future
governance is ongoing. 17 non-profit organizations are engaged. The SIDI hub
is also considering at the G20 or G7 that the topic of digital identity will be
discussed. The G20 is being hosted in Rio this year and they are hiring for
individuals with identity expertise. The coordination across organizations,
governments, etc. are ongoing.
* Gail mentioned that Disney, Idemia, Apple, Mastercard are all considering
Sustaining memberships. Apple is going through the IPR/Contribution Agreement
review so that can participate in WGs.
Nat asked for any other business and closed the meeting at 6:01pm PT.
Thank you,
Marie Jordan, Secretary
OpenID Foundation Board of Directors Meeting Minutes_011724.docx
Description: OpenID Foundation Board of Directors Meeting Minutes_011724.docx
_______________________________________________ board mailing list [email protected] https://lists.openid.net/mailman/listinfo/openid-board
