Board Meeting 1/2023 Minutes: Wed 15 Feb 2023 16:00-17:00 EET
Present board members:
- Eric Herman, Chairman
- Sergei Golubchik, MariaDB Corporation
- Max Mether, MariaDB Corporation
- Barry Abrahamson, Automattic
- Espen Håkonsen, Visma
- Steve Shaw, Intel
- Todd Boyd, IBM
- Xiang Peng, Alibaba
- Michael Widenius, MariaDB Corporation
- Serguei Beloussov, Constructor (formerly SIT)
- Ezequiel Steiner, Acronis
- Mark Stockford, ServiceNow
- Parikshit Savjani, Microsoft
- Soeren von Varchmin, CRO, MariaDB Foundation
Additionally, as non-voting secretary:
- Kaj Arnö, CEO, MariaDB Foundation
1. CEO update
- sponsorship status: two new sponsor acquired by Soeren, at 50k€ and 60k€; names cannot yet be disclosed
- MariaDB Corporation moved to Platinum status, active until 2023-05; extra 50k€ packages under negotiation, as is the continuation of Platinum status 2023-06 onwards
- MariaDB Corporation Ab (Finland) changed to MariaDB plc (Ireland) through a SPAC transaction, noted on NYSE in Dec 2022, as MRDB
- Server Fest Thu 17 Nov 2022, hybrid (presenters physically present, audience mostly virtual), harder to find presenters outside usual suspects
- FOSDEM on 4.-5.2.2023 in Brussels, thoughts shared on https://mariadb.org/fosdem-2023-reflections/
- https://mariadb.org/going-for-a-code-of-conduct/ Code of conduct well received
- no new hires, no departures
- four within staff members met at FOSDEM (Ian, Andrew, Anel, Kaj)
2. Follow-up on the establishment of an EU subsidiary foundation
Establishment of the EU entity in Finland signed (Eric, Espen, Monty, Sergei), handed in early 2023-01.
Next steps: reply by Finnish authorities (within Feb), establishment of bank account; payment of initial capital.
Following the approval by Finnish authorities, we will amend the board with the missing members. To be technically registered as a board member of the EU foundation, each voting member is required to submit their details (passport copy, birth date and birth location, current physical address) to the CEO.
3. Financials 2022, financial plans for 2023
Financials published in https://mariadb.org/finances/
Notes: The https://mariadb.org/finances/ URL shall be linked from /about/ to receive appropriate attention..
3.1 Highlights of 2022
1. Overall accrued sponsorship increased by 41 % in 2022, to 1.122.000 € (with the sponsorship allocated to the proper year, which considerably differs from cash flow).
2. Costs increased by 16 %, to 983.000 €. Salaries are the main item.
3. The CEO salary was 2019-2021 partly paid directly by MariaDB Corporation. To transparently expose this fact in https://mariadb.org/finances/, that partial salary was added both to the MariaDB Corporation sponsorship fee and the salary expense (ever since finances were externally shared on https://mariadb.org/finances/, starting 2020). With this payment practice having ended at the end of 2021, the (unchanged) CEO salary has now been fully paid by MariaDB Foundation.
4. Payment process problematic for a majority of the sponsors; a Foundation is an odd bird to enter into payment systems which are structured around the concept of suppliers. This causes cash flow issues (some 2022 payments still not on the account).
Notes: In order to create awareness by present sponsors about the very drawn-out payment processing duration, cash flow issues shall be shown, highlighting the discrepancy between pledged sponsorships and those received on the bank account, such as a row for outstanding sponsorship payments.
3.2 A recap on 2022 activities
We planned to execute on our mission of Adoption, Openness, and Continuity with clear improvements over 2021. We grew sponsorships, we had three Server Fests and extended our Events presence. We were able to do two key recruitments, Soeren von Varchmin as Chief Revenue Officer and Andrew Hutchings as Chief Contribution Officer. While the first new sponsorships came in and while we improved our contribution handling, the key outcome is their overall impact on our organisational maturity. The work with new sponsors points to new opportunities to increase our adoption, and the contribution metrics and activities have increased our overall maturity. The new key employees are fully integrated into Foundation staff. Staff cooperation was also enhanced through the Staff Meeting in June 2022, the first time in almost three years that most of us met face to face (due to the pandemic). This has enabled us to quickly react in a coordinated fashion, such as when Wikimedia Foundation was hit by a hard-to-find bug during an upgrade process of hundreds of servers (something we were able to diagnose, reconstruct and fix, together with Wikimedia Foundation and MariaDB Corporation employees).
On the negative side, several of our planned initiatives that rely upon cooperation with MariaDB Corporation stalled, but we plan to carry some of them over to 2023 (such as the performance regression testing framework, called SCARY). There were also internal initiatives, such as the Buildbot CI project, that was only halfway completed. We experience further technical debt in our website, which needs an overhaul.
Notes: The Foundation will write a blog series about 2022 recap items, drawing attention not just to achievements, but projects left mid-way due to lack of resources. This will highlight opportunities of sponsorship that are good for the entire ecosystem.
3.3 Logic for 2023 planning
5. Sponsorship revenues planned to double 2023, based on current sponsors plus three sources: Internet hosting providers, Big Tech, and Governments. We know the plan is ambitious, but think it is achievable.
6. New initiatives to happen earliest Q3, for two reasons. First, the plan for further sponsorship is ambitious. Second, cost is nearly always equal to salaries, and we need to be a reliable employer.
7. Potential new Q3 initiatives thus to be planned starting in May. Then, we know more about our potential spending level, as well as the outcome of current initiatives.
8. The CEO will continue to seek early feedback from the operations committee between board meetings.
Notes: Serguei Beloussov noted that the ambitions for sponsorship payments to the MariaDB Foundation should be higher than the current budget, as MariaDB Server is a critical piece of internet infrastructure. The current budget on its own is not sufficient to keep MariaDB Server alive.
4. Sponsorship retention program 2023 / Web Q1-Q2
Proposal: Establish a sponsorship retention program, with the goal to enable each sponsor to best support the MariaDB Foundation mission of Adoption, Openness, and Continuity.
Highlights of program:
4.1 Individual sponsor meetings with Soeren, Kaj and one optional technical person representing MDBF and the sponsor represented by a Board member, observer or other contact person, plus one or more individuals relevant for Adoption, Openness, and Continuity.
4.2 Individual sponsor pages highlighting MariaDB in the context of said sponsor. Pilot case: Intel (where the test / shadow site currently gives Error 520 but the core part can still be seen at https://sponsors.mariadb.org/intel/).
4.3 Joint projects (blogs, technical initiatives, campaigns, videos, speaking opportunities at events etc.) to be brainstormed and carried out as deemed mutually interesting.
4.4 New sponsor acquisition support by introducing us to new potential sponsors.
Notes: The Chairman requested for the case for financially supporting MariaDB Foundation to be more visible on mariadb.org.
A majority of the present voting board members expressed their explicit support of the initiative. Nobody opposed it.
Decision: The proposal was approved.
5. Detail plans for 2023 Q1-Q2
Within staff, we had a process for “Good and Bad 2022”, starting with a survey, where everyone shared their view of the achievements and disappointments, on a Foundation level and personal level. The goal was to:
- Keep ourselves realistic, close to the achievable ones
- Learn from past mistakes
- Build joint buy-in
- Prevent us from getting derailed without a good reason
- Get us back on track “automatically” after “emergencies” (like Wikimedia Foundation)
- Keep us motivated by staying focused, not being overwhelmed
- Increase productivity by shortening the planning cycle (reiterate as we go, at least in six months)
Like mentioned under 3.2, we have thus set goals primarily for Q1 and Q2. The goals had been sent out as work in progress in a separate email.
Notes: The CEO invited email comments on the goals for Q1 and Q2. After Q1, the CEO will send a “mid-term evaluation” of the goal achievement, done as a staff self evaluation.
6. Process for approving Board Observers
Proposal: Any sponsor at any level is welcome to request an invitation as a board observer, by email to the CEO. The CEO may recommend the candidate in an email to the board and observers, along with any personal notes. If no concerns are raised within a week, the observer will be invited to join the next Board meeting. Otherwise, the observer position is decided upon, in the candidates absence, during the next board meeting.
Notes: There was support for the proposal. However, there was a request to amend the proposal by adding a mechanism for how to uninvite observers.
Decision: The CEO to come with a proposal amended with an uninvite mechanism, for the next meeting to decide upon.
7. Next meetings during 2023
- every meeting on a Wednesday, same time as this BoD meeting
- four meetings in total, three remaining
- calendar invites have been sent out – if they have not arrived, please alert Anna and/or Kaj over email
- Wed 24 May 2023
- Wed 6 Sep 2023
- Wed 29 Nov 2023