Updates to the GNOME Foundation Board of Directors Roster

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The GNOME Foundation Board voted to remove Sonny Piers as a member of the Board of Directors for cause, at a Special Meeting on May 17th, 2024, following the procedure outlined in the GNOME Bylaws, and remove him from all committees. Effective May 25th, 2024, his seat is now vacant, and in accordance with the Bylaws will be filled for the remainder of its term by an appointment made by the Board.

A Code of Conduct complaint was also made against Sonny Piers. The Foundation is engaged in a mediation process with him, which is still ongoing and so we are unable to share more information at this time.

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Despite the suspicious post from this 2-day-old account (at the time of writing), this post was confirmed to me as an official announcement after I flagged for moderation and received a response from the moderators.

As such, I’ll be sharing my dissatisfaction as a Foundation member who has built up a lot of frustration throughout the entire and unfortunate situation. I hope to express my disappointment in a constructive manner, with the intent that we all learn from this and properly address the conflicts.

I’m not happy with the lack of communication and transparency from the Board to the wider community, as well as the poor execution for creating an account and posting something completely vague and uninformative. The majority of us are still completely unaware of the internal affairs and conflicts between the Board and Sonny Piers. We don’t even know why he was removed, let alone what happened.

For starters, I have my doubts that the one Code of Conduct complaint he received was the deciding factor in his removal, especially when there are many cases of GNOME maintainers being consistently rude to users and contributors – which I believe to have received many complaints – yet nothing has changed with their behavior, nor have they been removed from the community…?

Additionally, Code of Conduct complaints are usually not made public at all (for good reason), so I find it even more suspicious that the Code of Conduct complaint against Sonny Piers was made public. In my opinion, mentioning the Code of Conduct complaint was only used to justify removing him, so that the community would support the decision; not to use it as a learning process and enforce the Code of Conduct, i.e. it was done in bad faith.

Secondly, creating this account and posting this vague post about removing Sonny Piers only gives me a bad impression, because it was unexpected, gave no worthwhile information, and is severely vague. Even if I pretend that Sonny Piers was at fault, the Board is also far from innocent here due to the lack of transparency and clarity, and ‘suddenly’ deciding to create a new account to post this.

All things considered, I sincerely hope that the Board will be more transparent with everyone in future conflicts, and be more careful with communication, because I don’t think I will be able handle this kind of treatment much longer.

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I would like to state that I don’t mean to cause undue panic or confusion. I’m simply way too into rules (I’ve worked on my organization’s rules a lot since I’ve gotten used to this to the annoyance of many, probably)

I don’t know the story here but I’m not sure that the CoC complaint and the vote for removal are necessarily linked. However, since no reason can be found and this is mentioned in the same message, it seems to be the only available reason. I don’t like that this allows for speculation.

However, I do find some things to be worrying in the terms of transparency.

Looking at the bylaws (https://foundation.gnome.org/wp-content/uploads/sites/12/2022/06/bylaws.pdf), it seems there needs to be a stated cause for removal (Bylaws 8.4.3) which needs to be stated for the removal of a board member and it needs to be voted with a simple majority. Though not entirely unusual, considering only board members can vote on such a decision (unlike general elections), it might be worthwhile to consider making such a decision with a super-majority (3/4). It’s also worth noting that this then does, as this account says, give the power to the board of director to elect anyone to fill the vacancy (Bylaws 8.4.4).

Looking at the minutes published by the board (FoundationBoard/Minutes - GNOME Wiki!), all of the decisions related to the removal seem to have been done in an “executive session”, this type of session seems to be absent from the bylaws and the GNOME Charter unless they are simply outdated as per listed on the foundation board page. This type of session seems to be what’s usually called “Behind closed doors” which is also relatively common. As a result, we do not know what happened.

However, I’m not sure if the way executive sessions have been written here would be a violation of the GNOME Charter (FoundationBoard/Resources/Charter - GNOME Wiki!). My reading is that it would be though:

Minutes shall be kept for all meetings of the board of directors. Votes on all topics will be recorded and attributed. All of these records will be archived and made publicly available immediately.

On certain occasions, conversations within the GNOME Foundation will be confidential. On those occasions, notes from meetings etc. may be edited to maintain confidentiality. We will work to keep confidential conversations down to a minimum.

My reading of these passages is that all votes would need to be published publicly hence the decisions in the “Executive session” would need to be published. However, conversations leading up to a decision could be kept confidential.

That said, I do not know if my reading is consistent with historical interpretations or intentions of the charter. I’m simply trying to make sense of this. I would like some clarifications on those things if anyone has any.

PS: It seems that the minutes since June have not been published which would most definitely be against the GNOME Charter. It would be good to fix that.

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Hari, I hope you realise that code of conduct violations never have a public explanation in order to protect all the parties involved—both as a privacy aspect and as a liability one. You will never receive an explanation, unless you are one of the parties involved. Any other reading of this is, at best, naive, and at worst conspiratorial.

The people involved can make things public on their own (in some cases); it’s up to them to do so, not up to the Foundation.

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Hari didn’t say the opposite as far as I can see. On the contrary, they even mentioned that complaints are never advertised.

Are you sure your reading of Hari’s message is correct?

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I apologize for wording it inappropriately, as I didn’t intend to convey that handling Code of Conduct complaints privately is a bad thing. I have no problem with handling complaints privately, but I do take issue with Sonny Piers being an exception.

I edited the original post to expand and clarify.

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I have a lot of thoughts on this post, but what confuses me the most is why it took so long to make this announcement?

I understand that it shouldn’t have been announced while the elections were ongoing, but if there was so little information that could have been shared anyway, this could’ve been posted anytime in the last month.

About the meeting minutes not being published, I have noticed that a delay of ~2 months is the norm in regards to that, and tbh I think that is bad for community engagement in the workings of the board, which is bad for the long-term health of the board itself.

Finally, I want to remind people that the CoC committee is led by Federico, who is one of the most respected veterans of the community. So that is one part of this whole thing that I do not have doubts about.

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Dear members,

Thanks for those who have posted with questions and concerns about this. I appreciate this is a challenging situation and has raised a lot of concerns and questions among the community.

This has also been an unprecedented situation for the Foundation. The Directors have met 15-16 times this year so far already and directed a great deal of time and attention into making this decision and trying to find the least worst outcomes, considering our legal and moral obligations to the community, the staff, and the Foundation — obligations which have sometimes felt in tension.

Regarding the Code of Conduct committee and their actions; from the perspective of the Board, the CoCC is intentionally formed as a highly autonomous committee which is able to make a number of decisions in confidence without further reference to the Board. This confidentiality protects the reporters and reportees, and protects the Foundation from legal liability. The CoC does allow for very terse announcements in certain circumstances, but we can’t change this approach for one individual situation without removing those protections from the community for subsequent reports. The committee charter details which powers are delegated by the board to the CoCC.

Regarding the Board decision; whilst the Board did receive a report from the CoCC, removal of a Director is a separate process as set out in the Bylaws and solely at the authority of the Board. The Board considered it separately and independently as we are required to do, and made our own autonomous decision by a significant majority. We took outside legal advice on the situation and the process at multiple points, and it was duly followed. For the purposes of limiting legal liability, that advice also included making the announcement very terse and factual. I appreciate this is at tension with the transparency that the community would hope to see, but Directors are also obligated to look after the Foundation’s legal requirements and financial interests.

Regarding the timing; the previous Board was intentionally refraining from announcements while we made arrangements for mediation mentioned in the announcement. Subsequently during the election period we did not want to appear to be interfering in the election which runs autonomously with its own timeline, and since the election the new board has only had its first official meeting (i.e., duly notified, with quorum, able to make votes) to approve this announcement on Wednesday before GUADEC.

Regarding publishing of minutes, it may be worth clarifying that the Charter is a historical document that, while an historical representation of the goals of the Foundation’s founders, does not form part of the governing documents or operational policies of the Foundation. At this time the Board seeks to follow a policy on meeting minutes which does provide for a number of circumstances where matters must be considered in private, either as a private agenda item which is not shown in the public minutes, or as a fully private “board-only” meeting. In California corporate law, these private meetings or sections of meetings are known as executive sessions. They have been minuted slightly differently by the outgoing Secretary, and are stored in the Foundation’s private records as required by California law, but functionally we are following the same guidelines as before.

Regarding the form of announcement; we had a short time window to post the announcement between the meeting when it was approved, and upcoming events such as the Advisory Board meeting and AGM where we needed to be clear who was, and wasn’t a sitting director. There was some discussion about whether it should be posted by staff, an individual director, etc but we realised we didn’t have any official way to make an internal announcement to membership (rather than externally) and this was decided at short notice. I acknowledge with hindsight that this was a little clumsy and I apologise.

Note that I am not a lawyer and I am just trying to explain my personal understanding of the laws and processes governing the Foundation and its decisions here, to help the community’s understanding. Apologies for any errors or omissions.

Many Thanks,
Rob
President, GNOME Foundation Board

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That is my bad. I assumed it to be a legal document that had power over the bylaws (as this is the structure my organization had). Thank you for the clarification.

It may be worth mentioning that the board is not currently respecting this policy with regards to publication of minutes (many are not published still) though I imagine that might be due to board transition and GUADEC planning being at the forefront of efforts at the moment.

It might be worthwhile to separate the private nature of discussions and resolutions. Otherwise, it becomes hard for members to know what resolutions the board is adopting. I’m not sure if this is possible in California law or if there’s other legal reasons why one might want private decisions though. For the record, I don’t think this would apply retroactively in any case but is worth evaluating to help with regards to transparency.

Just want to say I appreciate that you took the time to respond with this level of care and thank you for the answers and clarifications made here.

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Sonny posted on his blog: Retrospective as GNOME director

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I have been voting for Sonny Piers as a GNOME foundation member and I wish to know exactly, why he was removed, by whom and on which grounds.

Exactly. This is not a private matter, he had been elected!

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I’m a little shocked that he was not only removed from the GNOME Foundation, but also seems to have been banned entirely from the GitLab. No comment on this?

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I think that choosing to reveal that it is a code of conduct violation, but then refusing to state why, is less responsible than both being completely transparent, or saying nothing. I worry that it could start unnecessary drama.

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The complete lack of transparency around the situation for a non-profit foundation that runs off of user donations is extremely concerning. It’s almost certain that the issue is somehow/in part related to funding issues, specifically the “Major Issue” with the STF, but the lack of any further/reasonable explanation leaves much room for speculation about what actually happened. Were funds being handled negligently/illegally? The seeming involvement of lawyers (or at least extremely strict legal processes) lends credence to the idea that something very shady and maybe even illegal happened, and due to neither side saying anything, users are just left to wonder who (if anyone) is trustworthy.

EDIT: “Informed the board of several issues putting the project and/or organization at risk” from Sonny’s retrospective blog post paints a chilling picture of the Gnome Foundation kicking out Sonny for bringing up major issues. Is that what happened? Unfortunately, unless someone is willing to come forward and be honest about what happened, there’s no way to know. I don’t want to believe this is what happened, but I’ve had a similar experience with a company I used to work for, so I’m well aware that this can happen, even if one normally wouldn’t suspect it.

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Considering neither party has spoken on this issue and that neither want to harm the other, I would genuinely encourage people to stop speculating on what happened. This will only fuel fear and uncertainty. Let’s wait until this information is revealed (if it ever is).

Until then, I think it’s more important to consider how we can make sure that the foundation becomes more transparent in its decision making. I think it’s important for the foundation to be accountable and transparent in its decision making. Unfortunately, what I’ve seen is that this is not the case today.

Let’s avoid the specifics of this current situation to make sure that the foundation of the future can be better at these things. To me, that seems to be a more productive avenue than pestering people about details they do not want to share right now.

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10 posts were split to a new topic: One simple lifehack to get banned from GNOME’s Discourse

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Some of this comes down to whether you think the other board members and the CoC Committee are likely to be reasonable people trying to make the best decision for the GNOME Foundation, both outgoing and incoming, or not. If there is a private legal matter than cannot be publicly shared, do you think it’s more likely their decision was made for good reasons, or corrupt, when you can’t know the details. Past history and other decisions by the people involved might help inform which is more likely.

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I would like to note that Sonny’s blog post does not claim anyone to be corrupt and has explicitly said:

I want to protect people involved and the project/foundation.

People making accounts to spread this fear and uncertainty should really try to respect that neither party seem to want to hurt the other. GNOME Foundation has not said anything that tries to portray Sonny in bad light and vice-versa.

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If Sonny’s ejection from the board wasn’t a big deal, then their wouldn’t be all this tight-lipped-ness and carefully prepared statements that say essentially nothing.

When I was wrongfully terminated from a previous job (for the oh-so-terrible action of pointing out that their cybersecurity was non-existent and that having any low-level employee be able to access sensitive information like the last four SSN of any other employee was a major problem), I didn’t speak against my old employer publicly. Even though I firmly believe I was in the right and the termination was wrongful, they have enough money and lawyers to ruin my life. I also didn’t like the idea of any legal fallout affecting former coworkers and other low-level employees that could get hit by cascading effects from the public backlash and fallout that would come with me going public. To this day I still wonder if I made the right choice, or if I should have stood my ground no matter the cost.

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Just found Transparency report for July 2024 – GNOME Code of Conduct which has an interesting bit:

One incident resulted in the Code of Conduct Committee recommending a ban, which is now in effect. Pursuant to the Foundation Bylaws, the Committee also recommended to the Board of Directors the consequence of removal of the reported individual’s Foundation membership status. The latter consequence was considered and approved by the Board, but has not yet been implemented.

Assuming this is talking about Sonny (not sure who else it could possibly be talking about), it appears the CoCC decided there was a CoC violation, and that was at least part of Sonny’s removal, but it also appears from other statements that it was likely not the only reason. Whether the alleged CoC violation was the original incident that started the process or was an effect of whatever else is going on internally is yet to be seen.

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