A new open source foundation [LWN.net]

By Jake Edge
September 16, 2009

A foundation to promote increased participation by commercial software companies in free software projects would normally be seen as a good thing. That the foundation begins with a budget of $1 million would also seem to bode well for its success, at least in the near term. But when that foundation is sponsored—and funded—by Microsoft, it is met with a healthy dose of skepticism, which is exactly what greeted the recent announcement of the formation of the CodePlex Foundation.

While the new foundation is not strictly related to CodePlex.com—Microsoft's SourceForge-like repository for open source code—they share the name from the "CodePlex brand", as well as supporting the "same mission", according the foundation's FAQ. Like CodePlex.com, the CodePlex Foundation is geared towards commercial software developers who are, evidently, not being served by existing organizations. Though it is far from clear what is missing from the existing sites and organizations, the FAQ makes it clear that CodePlex intends to fill that hole:

CodePlex.com launched in June of 2006 out of a need for a project hosting site that operated in a way that other forges didn't – with features and structures that appealed to commercial software developers. The next chapter in solving for this challenge is the CodePlex Foundation (Codeplex.org). The Foundation is solving similar challenges; ultimately aiming to bring open source and commercial software developers together in a place where they can collaborate. This is absolutely independent from the project hosting site, but it is essentially trying to support the same mission. It is just solving a different part of the challenge, a part that Codeplex.com isn't designed to solve.

One would think that existing foundations—for GNOME, Linux, Mozilla, Apache, et al.—might also be interested in bringing commercial and free software developers together. In fact, those foundations have been fairly successful in doing so. There may be value in having a more all-encompassing foundation, which doesn't serve a particular sub-genre of free software, but it is a bit hard to see the CodePlex Foundation filling that role.

To start with, the foundation's board will be Microsoft-dominated, with three current Microsoft employees on the six-member board. In addition, Sam Ramji, up until recently the leader of Microsoft's open source efforts, will serve as interim president of the foundation and chairman of the board. Ramji recently announced that he is leaving Microsoft for a cloud computing startup in Silicon Valley, but, as a former employee, his detachment from the Microsoft view is unclear. The two outside members are Mono/Moonlight developer Miguel de Icaza of Novell and DotNetNuke developer Shaun Bruce Walker, both of whom have fairly close ties to Microsoft.

At some level, the make up of the board of directors is unsurprising, but it is rather puzzling that the board of advisors would be similarly stacked with Microsoft employees. Six of the twelve members of the advisory board (listed to the right of the board on its web page linked above) are employed by Microsoft. There are some seemingly independent voices on the advisory board, including Larry Augustin of SugarCRM and MySQL developer Monty Widenius of Monty Program AB. Since the advisory board is just meant to advise the board of directors, who will make any decisions, also packing the advisory board certainly gives the appearance that the foundation will just be a Microsoft mouthpiece.

In a lengthy blog posting, Andy Updegrove analyzed the by-laws [PDF] and make up of the foundation. Updegrove is a lawyer known for his reporting on the ODF and OOXML standards process—and its apparent subversion by Microsoft—and is the director of standards strategy for the Linux Foundation, so he is hardly a disinterested observer. He notes, though, that he has helped set up many "consensus based consortia and foundations" over the years, which gives him a good basis to evaluate the CodePlex Foundation.

There are several areas that Updegrove notes as problematic in the foundation as it stands. In order for an organization to be seen as neutral, it's best to have multiple partners or members, but the foundation is not set up as a membership organization. The by-laws mandate a new five-member board be elected in 100 days, but, since there are no members who can vote on board seats, the interim board will be doing the electing. Those five new board members will have complete control of the foundation, and will have been elected for as many as four years.

In addition, because a 2/3 majority is needed to change many parts of the by-laws (size of the board, text of the contributor agreements, etc.), any two members of the board can effectively block those changes. So, even if the permanent board only has one Microsoft employee—which seems unlikely—and one "friendly" member, the company effectively has a veto over any fundamental changes the board might want to make.

The draft Contribution Agreement [PDF] and Copyright Assignment Agreement [PDF] may give a look into what the foundation is trying to achieve. They both grant wide-ranging rights—including licenses to any patents held by the contributor that cover the contributed code—to the foundation and those who get code from it. The introductory slides specifically mention passing those rights to "downstream developers", but are mute when it comes to upstream. That may be an oversight, but it might also be an attempt to isolate the GPL from the CodePlex ecosystem.

Exactly why anyone would want to contribute code to the foundation is unspecified. There are sometimes good reasons to do copyright assignment, but the foundation hasn't articulated what benefit developers would get by doing that. As Updegrove puts it:

They're not bad, if what you want to do is convey the right to create code that can be distributed under any flavor of open source license. But why would any developer or contributor want to sign such an all purpose license? Lines of code are contributed to defined projects, not to some code bank where they can be archived for posterity.

Like many newcomers to free software—along with some established players—Microsoft clearly does not feel comfortable working with existing organizations and communities. It wants to create its own playing field, where it can dominate, and control if necessary. By using contributor agreements and by-laws that are favorable to its interests, potentially at the expense of those who participate, it is creating something that it feels comfortable with.

In some ways, it is similar to the control that Sun has, so far, exercised in the OpenSolaris and Java communities. For both Sun and Microsoft, there is a corporate aversion to allowing the community to drive the direction of projects. But, that is one of the hallmarks of successful free software development. Various companies have learned this, over time, so it is possible that Microsoft will as well. Five, or even three, years ago, it would have been unimaginable that it would create a foundation for open source; clearly some progress has been made.

Microsoft's penchant for co-opting others' ideas, then twisting them to their own ends (e.g. "Embrace, Extend, Extinguish") leads many to scrutinize the CodePlex Foundation more carefully than they might one created by a different company. There is a level of distrust within the free software community that can only be erased through fundamental changes to Microsoft's behavior over a prolonged period. It's certainly possible that the foundation is one step on that path, but the conflicting signals it continues to send about free software gives one pause. Updegrove voices just that concern:

Unless CodePlex is set up in a truly neutral fashion, that will lead many people to worry that Microsoft wants to create and legitimize "their" kind of development environment, where Microsoft can feel safe launching projects (all of the initial projects under consideration are Microsoft projects) under IPR [intellectual property rights] rules, and under licenses, that fit their view of what open source should be all about.

While Updegrove is rather critical of the current foundation structure, he also has specific suggestions on changes that could be made. Things like increasing the size of the board, and decreasing the number of Microsoft employees on it, as well as taking back 3/4 of the initial funding and replacing it with contributions from other corporate members, are among his suggestions. The idea behind those suggestions is for the foundation to truly be a neutral party, rather than just an arm of Microsoft:

But if there really is a need for individual developers and commercial vendors to get together in a new organization, then community members will need to feel like CodePlex is a safe place to be. Right now, I can't see that happening without some serious rethinking of the entire governance structure as currently proposed.

Overall, the foundation idea seems half-baked. Its announcement may have been rushed to offset some recent negative publicity—in the form of patents that Microsoft tried to sell to patent trolls—or to blunt the impact of Ramji leaving the fold, but it certainly doesn't have a very polished look. Over time, it may evolve into something useful to the free software community, but only time will tell.

That, really, is the crux of the matter. Speculating about Microsoft's motives and plans is certainly reasonable, but we will have to wait and see what the foundation actually does. The make up of the new board, along with any changes to the advisory board, will likely signal where the foundation is headed. How many commercial software developers "join" the foundation and start contributing code, will also be interesting to watch. Based on what we see today, though, it would not be terribly surprising to see the foundation die quietly on the vine a few years down the road.

to post comments

40% of all stable Free Software made by "commercial" developers.

Posted Sep 17, 2009 12:58 UTC (Thu) by ber (subscriber, #2142) [Link] (4 responses)

Note that it is reasonable to think that 40% of all stable Free Software is made by "commercial" developers. Commercial in the best sense that somebody is doing the work paid in the main profession. You could phrase that as "commercial Free Software developers" existing all over the place. Ideally the article would have pointed a finger at this attempt of Microsoft to re-define Free Software as something "un-commercial".

40% of all stable Free Software made by "commercial" developers.

Posted Sep 18, 2009 8:39 UTC (Fri) by k3ninho (subscriber, #50375) [Link] (3 responses)

'Commercial' is the proprietary software industry's term for proprietary software -- in contrast to (explicitly) free or open-source software, the people who make proprietary software want to claim that their work is the only 'commercial' stuff.

From their own announcement:
>"The [Codeplex] Foundation is ... [aims] to bring open source and commercial software developers together in a place where they can collaborate.

If 'commercial' can be swapped for 'proprietary', then it's likely that this means that the open source material can be subsumed into proprietary software. Additionally, if software developers can be trained to believe that sharing their source codes at Codeplex is contributing to the open source or free software movements, then there will be fewer developers learning about FSF-style hacking and free software culture. Like the recent calls for publicity and awareness-raising campaigns for desktop Linux, this looks like one more publicity campaign that proprietary software will win. :-(

40% of all stable Free Software made by "commercial" developers.

Posted Sep 24, 2009 15:47 UTC (Thu) by Wol (subscriber, #4433) [Link] (2 responses)

In fact, pretty much ALL software is proprietary. The exception being software written in the US before they joined Berne.

The distinction should be "open" and "commercial" (and maybe not even that!). Proprietary simply means "owned by" - a shop is open (it wouldn't be much use without it) but has a proprietor. As a simple example of what I mean, glibc is proprietary to the FSF. The fact they have released it under a Free licence doesn't mean they don't own it. And actually, it's Microsoft we have to thank for this new distorted meaning of the word "proprietary"!!!

Cheers,
Wol

40% of all stable Free Software made by "commercial" developers.

Posted Oct 17, 2009 10:09 UTC (Sat) by Fats (guest, #14882) [Link] (1 responses)

"The distinction should be "open" and "commercial" (and maybe not even that!)"

No the distinction is between open source and closed source. The other orthogonal distinction is commercial versus non-commercial. You can have the four combinations:
open source, commercial: RHEL etc.
closed source, commercial: MS etc.
open source, non-commercial: majority of sourceforge ?
close source, non-commercial: card ware, freeware, xxxware, etc.

greets,
Staf.

40% of all stable Free Software made by "commercial" developers.

Posted Oct 19, 2009 13:31 UTC (Mon) by txwikinger (guest, #57821) [Link]

Well.. the distinction should be between free and non-free software (free as liberty!). It does not help to look at "open" source code if you can never use the learned because now the developer is "tainted" and might infringe copyright law.

Does it matter?

Posted Sep 17, 2009 13:19 UTC (Thu) by epa (subscriber, #39769) [Link] (1 responses)

I'm not sure that anyone really cares about the board makeup of this foundation. There is zero chance of RMS reliquishing effective control of the FSF any time soon, but people are still happy to contribute code there, even if their worldview doesn't match RMS's any more than it matches Ballmer's.

(Equally, though, I don't see why anyone would assign copyright to it.)

What matters is what the organization does, not how it is constituted; and even if they had the most elaborate Debian-like membership and voting procedures, that still wouldn't be the same as 'allowing the community to drive the direction of projects' as the article suggests they do. I doubt the CodePlex board will be meeting to review patches or make design decisions. So, really, who cares? Until the foundation does something, it is just a stack of paperwork on some lawyer's desk.

Does it matter?

Posted Sep 17, 2009 21:54 UTC (Thu) by spitzak (guest, #4593) [Link]

Not that many people assign copyright to the FSF! Distrust is there, whether justified or not.

A new open source foundation

Posted Sep 17, 2009 20:35 UTC (Thu) by Baylink (guest, #755) [Link]

> Microsoft's penchant for co-opting others' ideas, then twisting them to their own ends (e.g. "Embrace, Extend, Extinguish") leads many to scrutinize the CodePlex Foundation more carefully than they might one created by a different company.

I'm not altogether sure that's really the mechanism in play here.

I tend, myself, just to apply Clausewitz' rule to such situations ("Plan not for your enemy's (apparent) intentions, but for his capabilities", or, in short, Assume Bad Faith, to riff on a Wikipedia rule -- why do you think they need to *specify* that's a rule?), and I suspect something similar, if perhaps not so formalized, is what drives a lot of people's opinions; a perception that a company is unusually *good* can override it (viz: early Google, though perhaps they've worn out their welcome).

A new open source foundation

Posted Sep 19, 2009 21:07 UTC (Sat) by Lovechild (guest, #3592) [Link] (4 responses)

so LWN is turning into the new BoycottNovell. Instead of being happy that a
major IT company takes yet another of many steps towards more openness and
promotion of Open Source we are treated to a lengthy rant written from the
assumption that this is bad, followed by a search solely for evidence to
confirm this assumption. In the progress of which it is basically implied
that the members of the board are shills for Microsoft which is offensive to
say the least.

This article degrades the otherwise fine jounalistic standard on LWN and
singlehandedly makes me consider canceling my subscription.

A new open source foundation

Posted Sep 20, 2009 16:25 UTC (Sun) by rahulsundaram (subscriber, #21946) [Link]

I can't agree. Can you point to the places where you can think it is a rant or anything but insightful.

What? where?

Posted Sep 23, 2009 15:37 UTC (Wed) by dion (guest, #2764) [Link]

I don't see any part of the fine article that is in any way unreasonable or something that could be called a "rant".

MS has a long history of being untrustworthy, especially when it comes to its dealings with Open Source and Free software, to be careful about Codeplex is not entirely ill advised.

I'm sure MS would like everybody to forget all the underhanded and deceitful things it did in past, but people have memories, even if "the consumers" don't.

A new open source foundation

Posted Sep 23, 2009 20:56 UTC (Wed) by BackSeat (guest, #1886) [Link]

This article degrades the otherwise fine jounalistic standard on LWN and singlehandedly makes me consider canceling my subscription.

One article that upsets - almost however much it upsets you - is hardly ever reason to cancel a subscription. Once the upsets are the norm rather than the exception then yes, a cancellation may be appropriate. Should that day dawn, just do it. No need to justify it to us, the great unwashed. If you want to tell anyone why, tell Mr Corbet. Then just leave, quietly closing the door behind you.

A new open source foundation

Posted Oct 19, 2009 13:34 UTC (Mon) by txwikinger (guest, #57821) [Link]

I did not know that journalistic standards means questions cannot be asked. Where is this article unfair or not objective? I thought the time of Kool-aid drinking journalism was over due to the Internet ;)