OASIS Open

Executive Committee

Article V. Section 1 of the OASIS Bylaws defines in general terms the role and limitations of the Executive Committee.

The Executive Committee is composed of the Executive Director of OASIS and the Chair, Vice-Chair, Treasurer and Secretary of the Board. The Executive Committee meets prior to regular Board meetings to plan the agenda for those Board meetings. The posting of the agenda to the Board mailing list serves as the minutes of the Executive Committee meeting.

Should the Board assign further duties to this Executive Committee, the Executive Committee will report back to the Board in its next special or regular meeting. [Charter approved 2009-03-26]

Governance and IPR Advisory Sub-Committee

The OASIS Board Governance and IPR Advisory Sub-Committee is responsible for advising the Board on the governance and intellectual property rights policies of OASIS. The Committee will draft new policies as directed by the OASIS Board as well as periodically review and propose revisions of existing policies. It will also perform related tasks as delegated to it by the OASIS Board of Directors. Policy proposals of this advisory committee are subject to approval by the Board of Directors.

• Governance policy includes the OASIS Bylaws as well as the Anti-Trust, Conflict of Interest, Document Retention and Destruction, Information Security, Liaison, Media Relations, Member Section and Whistleblower Policies.
• Governance also includes the Foundation-in-a-Box Operating Rules.
• Intellectual Property includes the IPR Policy, the Trademark Policy and intellectual property aspects of the Open Project Rules.
• The Governance and IPR Advisory Sub-Committee is also responsible for the OASIS Membership Agreement which binds OASIS members to the OASIS Bylaws and IPR Policy.

Finance and Audit Committee

1. The primary purpose of the OASIS Finance and Audit Committee (FAC) is to advise the Board on financial matters. The FAC enhances Board performance by:
   • increasing the contributions of assigned Board members by concentrating their attention on the financial aspects of board governance, and
   • assuring the remaining members of the Board that there will be independent sources of information and evaluation of OASIS' financial plans and performance.
2. An adequate system of financial control and reporting is the life support for any corporation. Because financial control and reporting is vital to the corporation's existence, the Board must bear the ultimate responsibility for assuring that the financial system implemented by OASIS management is adequate. The FAC serves as the a direct link between the Board and any independent accounting firm retained to review OASIS' control and reporting system, and additionally reviews the financial aspects of all OASIS programs on a regular basis.
3. In addition to any duties specifically assigned to it by Board resolution, the FAC will:
   • Recommend the firm that is to serve as independent auditor for the current year and review the estimated fee
   • Review and discuss the audit plan with the auditor
   • Review with the auditors their proposed audit report and management letter, if any, and present the report to the Board
   • As necessary, meet privately with the independent auditor to review the adequacy of OASIS' internal controls and recommend correction action as needed, and
   • Meet regularly with OASIS staff to review the monthly, quarterly and annual financial reports before they are filed with the Board, specifically inquiring as to reports' adequacy and the existence and resolution of any disagreements between OASIS staff and auditors with respect to such reports.
4. Because of the technical nature of the questions the audit committee is likely to encounter, the committee should include among its members at least one director who is reasonably conversant with accounting principles and practices.
5. The FAC shall consist of at least two voting members who are currently OASIS Board members, and such members shall be appointed by resolution of the Board. The Executive Director shall also be an ex-officio member of the FAC, but without vote. The FAC shall not make any binding decisions on OASIS but shall solely make recommendations to the Board. Voting members shall be appointed yearly, coincident with the election of Board officers.
6. The FAC is authorized to seek advice and counsel from other interested parties and invited experts as appropriate. [Charter approved 2009-05-28]

Intellectual Property Rights Committee

[The OASIS IPR (Intellectual Property Rights) Committee merged with the Governance Committee effective 2019-10-22.]

Process Committee

The OASIS Board Process Advisory Committee (OASIS Board Process AC) is responsible for drafting and maintaining policies related to the operation of Technical Committees, Member Sections and Open Projects as well as the policies to develop work products within such committees. All policies drafted and maintained by this advisory committee are subject to approval by the Board of Directors. The committee may also develop material to assist in the understanding and execution of the policies under its purview. The Committee will also perform tasks delegated to it by the OASIS Board of Directors. The Committee shall be assisted by OASIS staff, specifically the TC Administrator and the Open Project Administrator.

The following policies and documents are within scope:

• OASIS Defined Terms: https://www.oasis-open.org/policies-guidelines/oasis-defined-terms-2018-05-22
• OASIS Committee Operating Procedures: https://www.oasis-open.org/policies-guidelines/oasis-committee-operations-process-2018-05-22
• OASIS Open Project Rules, excluding IPR issues: https://www.oasis-open.org/policies-guidelines/open-projects-process
• Technical Committee (TC) Process: https://www.oasis-open.org/policies-guidelines/tc-process-2017-05-26
• Open Repository Guidelines and Procedures: https://www.oasis-open.org/policies-guidelines/open-repositories
• OASIS Naming Directives: http://docs.oasis-open.org/specGuidelines/ndr/namingDirectives.html
• Vulnerability Handling and Disclosure Policy (new)

The following additional task(s) have been delegated by the OASIS Board of Directors:

• Draft a revision of the Interoperability Demonstration Policy: https://www.oasis-open.org/policies-guidelines/interop

[Charter approved 2019-10-22]

Staffing Committee

Recognizing that each organization is only as strong as its personnel, the OASIS Staffing Committee (SC) is formed to support the needs of the organization to attract and retain talented individuals who are best suited to meet the needs of our membership. To that end, we will provide general guidance, advice and counsel to the Executive Director in the following areas:

1. Issues relating to employee compensation, policies and practices;
2. Creation and review of Executive Director Bonus Objectives;
3. Selection and hiring of Executive Director and other Executives;
4. Ombudsman for employee grievances.

In addition, the SC is authorized to seek advice and counsel from other interested parties and invited experts as appropriate. [Charter approved 2008-11-14]