W3C

– DRAFT –
Introduction for WAI groups to a proposed Legal Entity (LE) for W3C

09 Mar 2022

Attendees

Present
becky, Breixo_Pastoriza, Brent, bruce_bailey, CarlosD, cwilso, Daniel, David-Swallow, Fazio, Fredrik, Irfan_, jamesn, Jan, janina, Jennie, Judy, kevin, KimD, Laura_Carlson, Le, Lionel_Wolberger, lisas_, Léonie (tink), maryjom, Matthew_Atkinson, mike_beganyi, PaulG, Roy, Sam, shadi, shawn, stevelee, Susana_Pallero, tantek, tzviya
Regrets
-
Chair
Janina
Scribe
Matthew, Matthew_Atkinson

Meeting minutes

<janina> /join #rqtf

janina: Welcome everyone

Matthew_Atkinson: +1

Meeting Introduction and Logistics

<Susana_Pallero> I am not being able to join the zoom meeting

janina: This is a one-topic meeting. Léonie will introduce the legal entity (LE) approach. We will then take questions.

janina: We didn't get any questions via email, so will skip that. We're not recording, but taking minutes.

janina: Please say your name when speaking, and indicate your nick.

Overview presentation -- Leonie

<Susana_Pallero> is anyone else having problems to access? I am getting a message saying I don't have enough privileges to enter.

<Susana_Pallero> Thanks Judy!

tink: Thanks janina, Matthew_Atkinson, APA for making this possible. I'm Léonie from TetraLogical and the W3C advisory board (AB). I'm joined by my W3C colleagues.

cwilso: Hi I'm Chris Wilson. Some context behind the LE work. W3C was started as an informal venture between MIT and other educational institutions. This was an expedient way to get up-and-running in 1994, but over time it has become less effective. The Director has effectively retired, and there is limited coordination between academic hosts. Oversight can be difficult. We want to improve this, improving consistency and accounta[CUT]

cwilso: Formal objections get delegated to teams, which makes the process less credible. MIT would like to stop being a host.

tink: What effect will this have for the members? Most things, such as voting rights, process, won't change.

tink: As our director has retired, we need to work on a way to resolve formal objections. We have been running an experiment in how to address this, that puts control back into the members' hands.

tink: We'll still have a relationship with the host organizations, but will be forming a board of directors for consistent governance.

dsinger: We need a board of directors, and a way to fund the new legal entity (LE). Funding comes from the host organizations currently, and they provide some financial reserves. We need to build up our own reserves, having relied on those of the hosts in the past. Current funding provided by host covers legal fees for the transition, but we need funding for operational costs. We have a potential funder, but they wish for matchin[CUT]
… and representation. Normally with trade organisations, there is an initial burst of enthusiasm but this can wane over the years. We need to make the case for funding, and that we can manage it prudently, so will need some financial oversight, probably at the board level.

dsinger: We're figuring out the new host relationship - hosts are now being referred to as partners.

EricSiow: Possible outcomes: (1) MIT departs hosting agreement without a new structure in place, passes on control to a temporary W3C Inc shell or passes on to another host organisation (e.g. educational institution). This we think is the worst-case as it's similar to the status quo.

EricSiow: W3C would be funded by an external funder, such as the French government [Scribe note: this was understood as option 2 originally, but it actually follows on from option 1, so there is only option 1 and 3]

EricSiow: (3) Re-structure and transition to a new entity, with a member-majority board, with help from the Internet Society. This is currently stalled. The Internet Society is willing to help, if members provide funding too. This, in our view, is the only option that improves governance.

<Judy> [JB: For the record, I am noting multiple issues in the notes about Eric's comments, that need clarification, especially (2)]

tzviya: We're working with a wide range of members, with very different natures in relation to funding, but need to get broad agreenment.

tzviya: The AB make proposals; the steering committee is responsible for deciding/approving those.

tzviya: The process is rather slow, which is why we are having meetings such as this, with members. We are also sensitive to the risks of potential economic downturns.

tzviya: Members often ask what they can do to help. Check out the Office Hours meetings, where we seek feedback.

tzviya: We're working a part of a joint task force within W3C on this, and are keen to get your feedback. Engaging in meetings like this and asking questions.

tzviya: We need to respond to stakeholders' questions and look forward to moving to a member-controlled organization.

tink: We'd love to hear your questions.

Questions and Open Discussion

Fredrik: tzviya or tink: how can one engage with this process as a member of a WG/similar?

tink: We have a GitHub repo open to the whole of the membership.

<tzviya> https://github.com/w3c/le-governance

<tzviya> https://github.com/w3c/AB-memberonly

tink: That repo contains issues that correspond to questions about this process.

<tzviya> https://www.w3.org/Member/wiki/Governance-tf

tink: You can also contact your AC rep.

janina: This requires you have associated your GitHub UID with W3C.

<Fazio> I'm working with the california workforce investment board on establishing a national accessibility apprenticeship centered on W3C standards. This opens the door for millions of dollars in apprenticeship funds

<cwilso> (specifically: https://github.com/w3c/AB-memberonly/issues?q=is%3Aissue+is%3Aopen+label%3A%22Topic%3A+Legal+entity%22 )

<Zakim> dsinger, you wanted to help respond to Fredrik

dsinger: We're working on documentation updates, so stay tuned. Turn up to AB sessions, AC Office Hours, ask questions. Hold your elected representatives' feet to the fire.

<cwilso> +1 to David; any of the AB members should be responsive to direct questions.

dsinger: We are concerned we're not hearing enough from members about what your hopes and fears are. Please ask us questions, and keep us abreast of your questions and hopes.

Lionel_Wolberger_: Thanks to everyone for doing this difficult work. Immense respect and confidence. There was no mention of decentralized technologies ("web 3"?) was there any assessment of blockchain-based governance etc.?

tink: We expect our technical agenda to carry on, being endorsed and driven by the membership. Don't think there is consideration of this specifically within the governance of the LE.

jon_avila: Thanks for the info. I heard option 3 is untentable; option 1 is also not possible. Is option 2 more likely? Can we have more details?

<Fredrik> Thanks for clearing up the getting in touch issues and thanks for explaining what is happening and being so honest in this conversation. You are doing great work.

cwilso: Option 3 is what we think W3C needs to have. Must be member-driven, and we want this to work without any dominant factors. Option 2 is getting an unlikely large donation of funding from somewhere. We aren't that optimistic that this will address the issues W3C faces.

jon_avila: Not sure on the structure of option 2. If option 2 and 3 don't work, is option 1 the fallback? What happens if consensus can't be reached.

cwilso: Becuase of the history of W3C, the members have a lof say in the technical agenda. Fiduciary responsibilities are handled entirely by the steering comittee (representation from Director, CEO and hosts). These decisoins are quite siloed. As the AB we don't get to tell them what to do (nor does membership).

cwilso: If a large amount of money was given to W3C, we don't know what what happen, as the outcome would be decided by the steering comittee.

cwilso: The AB is advising without authority to enact plans; the Steering Committee still has that authority..

dsinger: Questions around funding: how much; how quickly; and what is required in return? We have done some exploration for option 3, finding money from within our own community, which a lot of members think is the best way to go, as members are directly involved. We don't have full details on option 2.

<Fredrik> +1 on Shawn

<Zakim> tzviya, you wanted to react to jon_avila

<cwilso> Strong +1 to Tzviya; the W3C is not going to dissolve in the near term.

tzviya: Want to reassure everyone that W3C is not going away with any of these options. Any of them can succeed.

tzviya: Option 1: we still need a board of directors; Option 2: there would likely be strings attached to any large funding; Option 3: has the best representation for the membership and is our preferred course.

tzviya: W3C is not going away. We need to hear from you: how do we want the organization to look in two years? What do you want the governance to look like? What would represent success to you?

janina: Interested particularly from the perspective of the accessibility community. Some of our groups do things that might surprise people. How do we scope our work going forward? In accessibility, we work not just on APIs but also user requirements, and have had a lot of success (e.g. Media Accessibility User Requirements (MAUR)). We have had, and hope to have, effect on normative specs.

janina: There's a range of work that comes out of the accessibility domain. We do a lot of work that isn't just normative and RFC2119 'must' requirements. We are interested that we can continue to work on this kind of best practice work.

janina: We are pleased about the new process' option to elevate W3C Notes to Statement status. Going back to the resources, we need all the w3.org and related resources, but we are also happy to be on Zoom, and would be concerned about being moved to tools/platforms unless they were known to be accessible. RTC clients don't replicate what IRC gives us.

tink: As tzviya said, W3C isn't going anywhere. This has come up in conversation; general advice: it's worth taking a look at the platforms and services you use, doing a review and looking at what you need access to, and what alternatives might exist? We expect to continue using GitHub. We expect Zoom and other meeting platforms to be available. Another is email archives; I know APA relies on these.

tink: Take some time to plan for "what if" scenarios (though there no expectectation that any of these things will disappear).

janina: Thanks. Sounds like an action item for us. Recently we realised we still need Tracker.

Judy: Seeking clarification on the minutes taken above re option 2 details.

Judy: We have multiple invited experts on the call who are big contributors.

tink: We'll correct the minutes after the meeting.

<Zakim> bruce_bailey, you wanted to ask How short is timeline?

bruce_bailey: Do we know how long there is until the arrangement needs to change? Could we use an "Olympics" style model? Other institutions may be very interested in hosting W3C.

<Lionel_Wolberger_> Lionel likes Bruce's referring to the honor of hosting W3C

<Fazio> I haven't heard anything about government grants and partnerships. Biollions of dollars are available in government grants and partnerships, especially arounf apprenticeship

<bruce_bailey> i heard MIT "end of this year" dec 2022 ?

EricSiow: So far we aren't aware of other instiutions that are interested in hosting W3C. MIT have asked that W3C leaves by the end of the year. They feel a sense of responsibility to ensure that W3C leaves in a good shape. They have been hosts for 28 years. They're involved in the discussion as to how W3C will operate.

<Zakim> EricSiow, you wanted to react to bruce_bailey

bruce_bailey: I feel other institutions would be interested in competing for hosting, if there was a public auction.

<tzviya> https://www.w3.org/2002/ab/

<Zakim> tzviya, you wanted to let everyone know who is on the AB

<cwilso> https://www.w3.org/2002/ab/

dsinger: One of the problems with current W3C is that the hosts are quasi-independent and try to interoperate. We are very keen to have a distributed, international, presence, but with more centralized control. Not sure we should be looking for additional hosts. Not sure academic instituations would be interested in hosting something that's perhaps not academically new, but key to the operation of society.

<dsinger> (to be clear it's members of the AB volunteering to turn up here, not the formal AB)

tzviya: Bear in mind we're a subset of the AB. Contact information for the AB as a whole is available. [link above]

Fazio: I've been working with government on digital accessibility apprenticeship programme. W3C would be eligible for such funding. Haven't heard much or anything about going after federal grants/partnerships (not just US). Not an overnight fix, but I think should be considered. Existing partnerships with governments may make standards (such as WCAG) more adoptable.

dsinger: We need to structure the organization so that we can respond to existing and future US, EU and other government funding.

Fazio: I think government partnerships may be the most fruitful avenue in future.

EricSiow: There are different types of funding. Raising reserves is one. Currently with several disparate, loosely-coupled organizations, we're not sure this is an appropriate structure for the future. My main concern isn't funding, but governance.

lisas: There's a tension that works well, checks and balances between good of society, members, end-users. Sometimes they tug at each other. The public good of accessibility is really important. I feel this weight may be lessened if it was funded only by membership.

<Fazio> +1 Lisa

<Fazio> It would embed our work in government policy

lisas: The EU, UN, etc. have charters that allow them to step in. All agree that businesses, SMEs must succeed. I know if it would come with strings attached, but the sort of strings we actually want, as they'd help with the checks and balances between members, public, tech. providers. Has the UN been asked? We want ICT to be ubiquitous and everyone participating equally. For that to happen there's a long-term view that places li[CUT]
… consult with industry and attempt to ensure the public good is represented equally.

lisas: So I would go _for_ strings attached; may make it harder for us to function, but we are better for it.

<Fredrik> +1 Lisa The hard way is often the right way...

<bruce_bailey> This URL is not opening for me: https://github.com/w3c/le-governance

<bruce_bailey> But USAB is not Member

tink: If the strings are for the benefit of humanity, then yes. But it depends on the types of strings. There have been some conversations with 'angel' institutions. Don't have full details. Some strings may make it hard for us to set up regional departments of W3C, which is important for our members.

<Fazio> I can bring in the California Department of Industrial Relations for a discussion

tink: Important to separate the nature of the funding, and where it comes from. For reserve funding, it would not be used unless instability is encountered. Some of the strings could come from within our own membership; keeping an eye on our accounts. This is not intended to change the checks and balances on the work we do.

tink: These are separate issues.

<janina> Bruce, I can followup re github plus W3C

<Zakim> dsinger, you wanted to react to lisas_ to respond briefly

dsinger: +1 to tink. We should be careful about some organizations due to potential political implications.

kevin: How significant is the funding gap that requires us to have a separate partner? Could that be addressed through increasing member fees?

<dsinger> we think we need a reserve of about 1 year's spending; that's very rough, and it may be less, and we may be able to build it incrementally

laura: Judy mentioned Invited Experts; I'm one so I can't access the member links. Has there been consideration of how the re-structure would affect IEs?

<dsinger> (please ask if you would like to, or need to, see something that you cannot)

tink: We are keeping IEs in mind and have one on the AB (Florian). We don't expect things to change for IEs, in the same way we don't expect technical work to change.

<Lionel_Wolberger_> Lionel thinks kevin's question is super important

<Fazio> California has that. Partner with government

<Fazio> theres 50 state governments

<jon_avila> Thank you all.

<Fazio> plus municipalities plus federal

EricSiow: [responding to Kevin's question] The maximum goal for being raised is very roughly $10m; roughly a year's revenue, which was thought to be a sensible reserve amount. We still need to work through much more in terms of numbers to come to a conclusion. Risk that raising fees would result in significant number of members leaving.

janina: Thanks for participating; not the end of the conversation, but the end for today's call. Please participate as requested.

<Fredrik> Thanks everyone for a great conversation and especially t0o the AB for taking your time and being so open.

<Fredrik> Looking forward to further discussions!

janina: Please stay behind if you can help work on the minutes.

<laura> Thank you.

janina: Otherwise we're adjourned. Will circulate minutes later.

tink: We hope you've found this useful; happy to come back in future. Great questions, and your ideas and contributions are really helpful.

janina: I think APA may well be willing to have you back. Thanks.

<tink> Can anyone else help with the minutes edit? I'm not good at IRC stuff

Minutes manually created (not a transcript), formatted by scribe.perl version 185 (Thu Dec 2 18:51:55 2021 UTC).

Diagnostics

Succeeded: s/whcih/which/

Succeeded: s/We are advising from the sidelines/The AB is advising without authority to enact plans; the Steering Committee still has that authority.

Succeeded: s/that need clarification/that need clarification, especially (2)/

Succeeded: s/David-Swallow: I've been working/Fazio: I've been working/

Succeeded: s/I feel other institutions would be interested in hosting, if asked./I feel other institutions would be interested in competing for hosting, if there was a public auction./

Succeeded: s/(2) MIT would pass over to an organization such as ERCIM, funded with perhaps EU funding./W3C would be funded by an external funder, such as the French government

Succeeded: i/janina: Welcome everyone/scribe+ Matthew_Atkinson

Succeeded: s/The goal for being raised is/The maximum goal for being raised is/

Succeeded: s/funder, such as the French government/funder, such as the French government [Scribe note: this was understood as option 2 originally, but it actually follows on from option 1, so there is only option 1 and 3]/

Maybe present: dsinger, EricSiow, jon_avila, laura, Lionel_Wolberger_, lisas, tink