Past Meetings

OWASP Board Meeting — December 9, 2015

Official minutes of this Board meeting.

Meeting Details

  • Date: Wednesday, December 9, 2015
  • Time: 3:00 PM PST – 5:00 PM
  • Location: Remote

Call to Order

  • (5 minutes) - Administrative (List of attendees and Agenda bashing (only if last-minute changes to the agenda are needed)
    • Consent vote to:
      • Approve minutes from November 18, November 4 and October 14, 2015.
      • Approve brand usage action item: the specific proposal

Actionable Agenda Topics

  • (5-10 minutes) - BenchMark Project - Follow up from November Planning call.
    • See proposal to update the project rules.
    • See proposal to demote the benchmark project.
  • (5 minutes) EU Board
    • Acknowledge and confirm the selection of 4 new Board members for OWASP-EU VZW: Tobias Gondrum, Adrian Winckles, Gary Robinson, Maarten Mestdagh
  • (5 minutes) - Josh Sokol- Proposal to Eliminate "At Large" Board Positions. Is this now 'tabled', or to be opened again in January?
  • (15 minutes) Nominate / select 2016 Board positions (motioned by TomB on e-mail, seconded by ajv)
  • (5 minutes) - AJV - Proposal to establish audit committee, and consider finance and risk committees. See reading material

Discussion Topics

  • (20 minutes) - 2016 Strategic Goals & Budget
  • (15 minutes) - Discussion of Board duties, roles and responsibilities, and improving the effectiveness of future Board meetings ajv
  • (15 minutes) - Discussion on Simon Bennett's proposal on how the Board and Foundation communicate and interact with volunteers and projects ajv
  • (10 minutes) - Review final draft budget, Goals statement and metrics.

Misc. Topics (10-15 Minutes)

  • (5 min) Review Automation of Project Review & Next Steps - Claudia & Kate
  • (5 min) 2017 AppSec Planning - Call for Host City like past years? One strong contender already.
  • (5 min) Consider paying professionals for the project review task force instead of volunteers here (added to strategic goal doc)

Board Members

Directors will be recorded when the meeting is called to order.

Absent

  • Jim ManicoAbsent

Guests

  • Paul Ritchie
  • Claudia Aviles-Casanovas
  • Kate Hartmann
  • Noreen Whysel

Conflict of Interest and Anti-Trust Statement

As the Board consists of individuals from many competing organizations, OWASP and its Board shall abide by all applicable anti-trust and competition laws. To avoid any perceived or actual conflict of interest, or anti-trust concerns under US federal, state, or regulations, only the published agenda shall be discussed or voted upon, or amended as below. If there are any conflicts of interest, Board members are expected to disclose the conflict of interest and must recuse themselves from discussion and voting.

Changes to the Agenda

Changes to the agenda — unless otherwise prohibited by anti-trust or competition laws — including adding, altering, or tabling of motions is permitted by following Roberts Rules of Order (RONR 12th Ed) 41:63, which requires an affirmative two-thirds vote.

Approval of Minutes

None listed.

Pre-reading Material

Old Business

Old Business - None. Focus on current discussion topic

New Agenda Items - Recommendations as posted on Board Wiki page

New Business

Explicit project rule that Lab and Flagship level projects must have more than one leader.

Lab and Flagship projects that are rating the effectiveness of tools need to have a perceived independence amongst the project leaders as perceived by the reviewers.

Vote:
Andrew: Yes, Matt: Yes, Josh: Yes, Michael: Yes, Fabio: No, Tobias: Yes.

  • Discussion around demoting benchmark.
    • Andrew moves, Matt seconds “Set the Benchmark project to incubator status instead of Lab.” Matt: Yes, Andrew: Yes, Josh: No,
      Fabio: Yes, Tobias: Yes, Michael: Yes
  • OWASP EU Members:
    • Acknowledge and confirm the selection of 4 new Board members for OWASP-EU VZW: Tobias Gondrum, Adrian Winckles, Gary Robinson, Maarten Mestdagh
  • Josh Proposal:
    • "At large members will be allocated one of three strategic focus areas, that being governance, projects, and chapters"
    • Matt: No, Josh: Yes, Andrew: Yes, Fabio: No, Tobias: Yes, Michael: Yes
  • Andrew Proposal to Establish Audit Committee:
    Per: https://docs.google.com/document/d/1YxMu_IrjqfdH3hwDYQCcPJKAyxFImFmIh4WWcovJRsg/edit Andrew moves, Josh seconds.

Vote:
Matt: Yes, Andrew: Yes, Josh: Yes, Fabio: Yes, Tobias: Yes, Michael: Yes (Michael leaves)

  • Motion from Tobias to close the meeting. Matt seconds. No objections. Meeting closed.
  • Andrew: YES
  • Matt: YES
  • Fabio: YES
  • Matt: NO
  • Matt: YES

Benchmark Project

1. Discussion around project rules.

1. Andrew moves, Matt seconds.

New RULES

Explicit project rule that Lab and Flagship level projects must have more than one leader.

Lab and Flagship projects that are rating the effectiveness of tools need to have a perceived independence amongst the project leaders as perceived by the reviewers.

Andrew: Yes, Matt: Yes, Josh: Yes, Michael: Yes, Fabio: No, Tobias: Yes.

    Discussion around Projects: 
            Simon questions support for projects.
                    How to do fundraising / handle funding.

Paying project leaders … need people to spend full time.
Johanna: Look for ways to make it possible
Andrew: Shared resource such as tech writer helpful? Johanna, yes. Josh: Notes that there is money and maybe we can help people use it. Dinis: Get people together to work and see amazing progress. Bring brilliant minds for 5 days under the same roof. Great commitment of OWASP to its projects. Andrew: Work to improve projects, Tobias also interested.

(Benchmark continued)

  • Andrew: YES

2. Demote

1. “Set the Benchmark project to incubator status instead of Lab.”

Johanna:

Project Leader Handbook - OWASP Project - “High quality, matured to the point where accepted by significant portion of the OWASP community.” It is not.

Does the project follow best practices.

1. Do the project leaders follow the practices.

Andrew: Covers more testing domains from testing guide as it goes from Incubator to Lab.

                    Andrew:  Push to a vote.
                    Tobias:  Agrees with Johanna.  Think of the spirit of the meaning.
                    Josh:  Don’t feel comfortable voting on new criteria to one project.  Wants 

to vote rather to apply the rules to all projects. Wickers wishes Contrast never put out the marketing message. Real issue we have is the brand usage. Tobias: Two things:
Maybe project review team can be empowered. Marketing raised awareness that caused a bigger issue. Andrew: Propose changing the project proposal to be empowering the project co-ordinator. Johanna: Thinks it is unrealistic to review all of the projects. Dinis: Project went over the top, so it’s appropriate for the response to be over the top. Matt: Supports demoting the project based on further review. Talked with and believes Dave means the best but sees the community and believes that taking no action because of specific rules would be the wrong decision.

Tobias: “It comes to the attention of the board that the project does not fulfill the criteria from the project leader handbook. In light of the new information, we request a new review.”

Vote: “Set the Benchmark project to incubator status instead of Lab.” Matt: Yes, Andrew: Yes, Josh: No, Fabio: Yes, Tobias: Yes, Michael: Yes

EU Entity:
Sitting board members made. Acknowledge and confirm the selection of 4 new Board members for OWASP-EU VZW: Tobias Gondrom, Adrian Winckles, Gary Robinson, Maarten Mestdagh

Proposal to Eliminate “At Large” Board Positions Move “At Large” to “Chapters, Projects and Governance” Michael: “conferences” Tobias: “outreach” could include that and more. Paul: “including developer outreach” Josh: “governance” is important Andrew: “risk committee” Tobias: “assigned versus voted on?” Tom: “Will require updates to documentation - including bylaws.”

Josh: Updated proposal: "At large members will be allocated one of three strategic focus areas, that being governance, projects, and chapters" Andrew seconds. Matt: No, Josh: Yes, Andrew: Yes, Fabio: No, Tobias: Yes, Michael: Yes Passes.

Board Roles: Table for future.

Proposal to establish audit committee: Andrew proposes and moves to vote. https://docs.google.com/document/d/1YxMu_IrjqfdH3hwDYQCcPJKAyxFImFmIh4WWcovJRsg/edit

    Josh:  Seconds.  With revisement that it is the treasurer that sits on the committee.
    
    Vote:  
            Matt:  Yes,  Andrew:  Yes,  Josh:  Yes,  Fabio:  Yes,  Tobias:  Yes,  Michael:  Yes

Strategic Goals Tobias - remove funding proposals with the goals. Andrew - not committing to year on year funding, its ok. Matt - developer goals are still work in progress.
Johanna - goals should have results. Not actions. Andrew - continue to work on this and vote on it in January. Tobias - focus on top level headings Andrew - % basis allocation. Josh - ok with the headings. Fabio - headings are good. Andrew - to add to strategic goals.

Board Meeting Process Andrew - move to January’s meeting.

Discussion on Simon Bennett’s proposal on Board and Foundation Completed earlier.

Review draft budget, Goals statement and metrics Paul: Overall income may go down because we are being conservative. Andrew: Careful with cash reserve due to large investment of cash reserves. Josh: Line of credit? Paul: Application is still open. (Not completed) Andrew: Again, set aside overall budget and live within it. Andrew: Reviewing spreadsheets. What kind of staff recognition do we do? Paul: Not a great answer. Training. Andrew: Discrepancy in hosting budget and expenses. Want to get Matt back with costing of everything.

Review Automation of Project Review Paul:
Some great work by Kate and Claudia to capture project review and health reviews. Claudia: Since 11/12 have 7-8 volunteers. Should be done by the end of the week.

      Johanna:  hope to get results, including QA of testing.

Question Around the Chapter versus Central Planning Paul indicates progress with preplanning AppSec in 2017 and that there are candidates actively working on it in both US and EU.

Letter to the Community Around the Benchmark Matt asks for action item related to letter to the community. Timeline draft Wednesday get it out Friday. (Paul is on vacation this week)

Motion to close the meeting. Meeting is closed.

Next Board Meeting

  • TBD.

December 9, 2015 Board Meeting was adjourned at about 17:10 Pacific by unanimous consent.

  • Matt: YES
  • Andrew: YES
  • Josh: NO
  • Fabio: YES
  • Tobias: YES
  • Michael: YES
  • Matt: NO
  • Matt: YES

Comments, Announcements, and Other Business

Adjournment

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