These are the board minutes for the first MIDAS board meeting held on 1/8/96 in San Francisco CA. Four directors were present, Nicholas Cianca, Alex Hoppman, Chuck Shotton, Dave Winer. These notes were reviewed and approved by Shotton and Hoppman. This report was prepared by Dave Winer.
Chuck has been working with Isabel Jones at Cooley Godwin, a SF lawfirm to get MIDAS incorporated. It's being incorporated as a Trade Association corporation. No shareholders. It pays taxes on profits. Chuck will have signing authority on the checking account. Apple is contributing $10K to cover legal fees. Some money will probably be left over. Cash sponsorship will be welcome from other organizations. No strings will be attached.
We agreed to pruchase director's liability insurance, and that insurance will cover working group chairs. See Standards section for details.
Chuck is taking responsibility for managing the incorporation process. Closure expected on Feb 1.
Paul Kent, email@example.com, has agreed to contribute networking resources as needed, with no promotional benefit, to help MIDAS get started. We did not assign this project to any board member (I think we should! -- DW). The central MIDAS website will be located on a Mactivity server. The Board will decide, at the next meeting, the domain name for the central website.
We agreed that marketing is important. To start we need a logo. We agreed to hold a public contest. Dave is taking responsibility here.
When a new standard is ratified MIDAS will issue a press release and work with the press to create awareness for the standard and how it's being implemented by MIDAS members.
We agreed that MIDAS would have members. No one will be able to use the MIDAS logo to promote their product, service or corporation without approval from the MIDAS board.
We agreed that adding important net developers to the membership is important. Nicholas is taking responsibility for recruiting. Some companies that we agreed would make good MIDAS members: Next, Acius, Everywhere, Symantec, Apple/Java group (Will Iverson), Be, PowerComputing, Motorola, Marimba, Sun.
MIDAS ski trip
We're going to have a four-day ski trip in Utah towards the end of January. All interested parties are welcome. Dave is taking responsibility for this project.
The MIDAS Board
Board members serve for one year. No person may serve 2 consecutive terms. The Board elects the new board. Terms are staggered so that there's overlap, allowing continuity. Nominations for board members are open to the public.
The interim board becomes the permanent board. Each member serves at least one year. As we approach the end of the year we will decide which board members will be replaced by new members.
The board meets once a month. A quorum is four members.
Working Groups/Standards Process
Anyone can propose a new working group. A proposal must include: a chairperson, a name, a mailing list and web address, a charter, a goal/milestone.
Once approved by the Board, the group starts working. When the chair believes they've reached a reasonable consensus, a specification is submitted to the Board by the chair. If the Board approves, a 15-day "last call" period begins. The chair receives more comment thru the working group. If the spec is modified, it's resubmitted and approved by the Board, and a new 15-day period starts. If, after a 15-day last call period, no modifications are made, the Board votes, and if it's approved, the spec becomes a Proposed Standard.
At least ninety days after a Proposed Standard has been approved, the Board votes again to decided if it will be ratified as a Standard. In general all standards must have two separate and interoperable implementations in order to be ratified, however the board may make exceptions in particular cases. In all cases every specification must have been implemented at least once before it is ratified as a Standard.
Important: At no point in the process is unanimity required. It's expected that every standard will have people who are not satisfied with it. The goal is to achieve a rough consensus of the people who are interested in a given area.
Alex is responsible for feedback and filling in details on the process.
MacBinary III will be the first spec to be passed thru this process.
Alex agreed to create a list of mailing lists and maintain a web page listing them.