Foundation

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The OpenStreetMap Foundation (OSMF; the Foundation) supports the OpenStreetMap project, primarily by hosting and developing the infrastructure on which the OpenStreetMap runs.

Legally, OSMF is registered at Companies House in London as a company limited by guarantee (not by shares). The articles provide that the company's property cannot be distributed to its members. It operates under the law of England and Wales.

The information provided on this wiki is a summary. Full information can be found on the Foundation's website, osmfoundation.org.

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Purpose

The Foundation was established to: [ citation needed ]

  • To be a custodian for the servers and services necessary to host the OpenStreetMap project. Specifically the foundation is the owner of the servers located at UCL, Bytemark, Amsterdam and Dublin. The Foundation also owns and manages the www.openstreetmap.org domain name.
  • To afford some degree of protection from copyright and liability suits.
  • To provide a vehicle for fundraising to support the project.


The purposes of the Foundation stated in its legally registered constitution (the 'articles of association') are:

(a) encouraging the growth, development and distribution of free geospatial data; and
(b) providing geospatial data for anyone to use and share.[1]

The directors are under a legal duty to pursue these (and only these) purposes. See United Kingdom Companies Act 2006, section 172.

Membership

You do not have to be a member in order to use or contribute to OpenStreetMap.

Members have a vote as part of the sovereign body of the Foundation. Among other things, the members have the power to:

  • appoint and dismiss directors
  • require directors to do or not do something (but the power is not retrospective)
  • require an audit of the Foundation's accounts
  • call a general meeting of members
  • change the Articles of Association
  • stand for election to the board themselves

(Various different quora or voting majorities are required for these.)

Individuals can join the Foundation by paying a fee of £15. Regular mappers and people active in other OSM support work can apply for 'Active Contributor Membership', which, if granted, will allow a full waiver of the membership fee.

Companies/organisations can also apply for Corporate membership.

Membership includes a discount for some events organised by OSMF (such as the annual State of the Map conference).

A members' email list is available to members to communicate with other members. (Note that anyone, even non-members, can read the discussions.)

Governance

Members

The members of the Foundation form the sovereign body of the Foundation. Their relations with each other are regulated by the Articles of Association.

There are two sorts of members:

Members of the company

Often called 'normal members' in OSM documents.

Members of the company have the statutory rights and obligations imposed by UK company law (principally the Companies Act 2006), in addition to the private rights and obligations derived from the Articles of Association.

Members of the company have ultimate control over the Foundation. They have custody of the articles of association. By simple majority they can remove directors or require the directors to act in the way they specify. Five per cent of members can require an audit of the accounts by a statutory auditor, call a general meeting, and circulate a statement to the membership.

The names of the members of the company are recorded in the 'register of members'. The register of members of any UK company is, in principle, a public document: although it is not published, anyone can request a copy, and denying the request requires a court procedure. In general in the UK such requests are exceptionally rare. There are criminal penalties for misusing the information.

Until 2024 it was generally thought necessary for members to give their home address for inclusion in the company register. An amendment to the Companies Act enacted in 2023 now permits members to give a "service address". With the permission of the Board, this service address could be the Foundation's own registered address.

Associate members

Associate members have only the rights and obligations given to them by the Articles of Association (Art. 11).

The Articles restate (Art. 76) the legal position that associate members may not vote on matters that the Companies Acts give as a matter of statutory right to the members of the company:

Where associate members have right to vote at a general meeting they may do so only on the following matters:
(1) appeals from expulsions by the board;
(2) the appointment of directors;
(3) decisions by the meeting as to whether to adjourn;
(4) any other decision required by these articles to be made by a General Meeting, unless that decision would have to be made by ordinary or special resolution or is otherwise reserved to the members of the Foundation by these articles or the Company Acts.
(5) such other motions (not being ordinary or special resolutions of the Foundation) as the chairperson or the board may determine;

One advantage of being an associate member is that personal details are private: the register of associate members can be inspected only by the Board, and by members and associate members of the Foundation if the Board is satisfied the data will be used properly (Arts 27-29).

Articles of association

The Memorandum of Association and Articles of Association for the OpenStreetMap Foundation are available from the Foundation website.

The AoAs have been revised three times since 2007:

General meetings

A 'general meeting' is a meeting which all members may attend. Votes passed at a general meeting are usually binding, and must be put into effect by the directors.

Typically there is a general meeting once per year, in close proximity to the board elections. Attendance at a general meeting is not required to vote on the matters considered at that meeting: since 2014 voting is via an on-line voting service with email invitation for all members. Prior to 2014 voting was by paper ballot in person at the AGM, or email by proxy. Join

The next general meeting is scheduled for Saturday 19 October 2024 16:00 UTC. See Foundation/AGM24.

Information on past meetings can be found on the OSMF website.

Board of directors

The Foundation (as a UK company) is a legal person, but a person that cannot act for itself. The Foundation can act only through its directors.

Appointment of directors

Directors are elected by the members and associate members of the Foundation. An electronic ballot is held annually, usually around December. The ballot uses the Single Transferable Vote system. Collectively the elected directors are known as 'the Board'.

See list of elections for more info about specific elections. For few weeks each year it will also list upcoming one.

See "Officers & Board" at OSMF website, this includes listing of who is on board.

Responsibilities

Directors' primary legal duty is to manage the Foundation in the way that they believe, in good faith, achieves the purposes given in clause 2 of the Articles of Association. This and their other legal duties are set out principally in Chapter 2 of the (UK) Companies Act 2006. They have other responsibilities set out in other UK legislation and in the English common law.

The Board's own declared scope is given on the Foundation website: Scope of the OSMF board in Mission statement list what board is supposed to be doing.

Meetings

The Board meets regularly, usually once a month. Information on future and past meetings can be found on the OSMF website.

Monthly Board Meetings documentation includes a list of decisions taken by OSMF board. It includes for example

The Foundation's wiki also has OSMF updates. The Annual General Meeting typically includes an Annual Report, like this one for 2020.

Minutes

Board Meeting Minutes are published on the foundation website.

Names of current directors

Board members' list and biographic sketches can be found here.

History by year of election

Main article: OSMF board members by year for summary of all elections, including info about when current board members were elected.

Communications

  • The full board can be emailed using board@osmfoundation.org. Note that this email alias is not limited to the aforementioned board members, but may also be copied to other parties.

Public filings

The company files its accounts and other information required under English company law to Companies House in London. You can read the company's file here.

Working Groups

Many of the activities of the foundation are carried out by working groups. Working Groups are composed of volunteers and are always looking for new members. The following working groups are currently active:-

Communication Working Group

  • Supports and maintains the OSM Foundation website
  • Supports and maintains communication tools between OSM Foundation members and board
  • Promotes communication within the OSM community
  • Improves tools for supporting OSM membership subscriptions and renewals.

CWG official webpage

Data Working Group

Main article: Data working group

Deals with issues relating to copyright infringement and disputes.
DWG official webpage

Engineering Working Group

The Engineering Working Group offers a platform for coordination of software development efforts across the OSM ecosystem, handles software development paid for by the OSMF, and manages OSM’s participation in software mentorship programs such as Google Summer of Code.

EWG official webpage

Licensing Working Group

Licence and other legal topics.
LWG official webpage

Local Chapters and Communities Working Group

Main article: Foundation/Local Chapters

To establish a framework for federated Local Chapters of the Foundation where local or special interest groups are able to set up a formal relationship with the Foundation. Federated groups will also be able to represent themselves to other official bodies such as the Government and media organisations [1] This working group was reactivated and renamed in November 2019.
LCCWG official webpage

Membership Working Group

The Membership Working Group is charged with:

  • Administering the membership database
  • Answering routine membership queries
  • Increasing OSMF Membership

The Membership Working Group is not charged with:

  • Membership of Local Chapters
  • Corporate members

MWG official webpage

Operations Working Group

Planning and maintenance of the OSM editing API and servers

OWG official website

State of the Map Working Group

Is responsible for the organization and execution of the annual OpenStreetMap Foundation Conference "The State of the Map". Please note that regional SotMs (such as SotM-Asia, SotM-Africa, SotM-LatAm and others) are organised exclusively by local teams, which run their own sponsorship programs and have separate budgets from the OpenStreetMap Foundation.
SotM-WG official webpage

Advisory Board

There is an 'advisory board'. See https://wiki.osmfoundation.org/wiki/Advisory_Board.

Surveys

See Foundation/Surveys.

Budget

See https://wiki.osmfoundation.org/wiki/Finances#Expenditure_/_Budget

Contacting

See https://wiki.osmfoundation.org/wiki/Contact

Using one of public contact channels is better in almost all cases, especially in cases of tagging, mistakes on the map, styling of maps and so on.

References

Videos

Website