Commonhaus Foundation Council and Offices

The Commonhaus Foundation Council (CFC) serves as the Board of Directors for the Commonhaus Foundation (CF). It oversees the foundation's operations, ensuring compliance with legal requirements and the execution of strategic plans as defined in our Articles of Incorporation and Bylaws. This includes financial management, operational decisions, and adherence to state and federal regulations.

While the Extended Governance Committee (EGC) provides broad governance input, the CFC is specifically tasked with the practical application of these strategies, managing the foundation's daily administrative and legal tasks to support its goals and mission.

Composition and Membership

Councilors are elected by CF members to represent their interests and ensure the foundation operates responsibly. They are expected to prioritize the CF community's interests in their decision-making, serving as representatives from diverse organizations committed to the foundation's objectives.

An up-to-date list of Councilors will be maintained in the cf-council CONTACTS.yaml attribute.

Structure: The CFC is composed of a minimum of 3 elected Councilors: 1 CFC Chairperson and at least 2 members-at-large.

Selection and Elections: The selection process for Councilors is designed to reflect the diversity of the open source community.

Relevant Florida Statute(s):

Tenure, Transition and Apportioning Duties

Relevant Florida Statute(s):

Officer Roles and Appointment

After elections, the CFC elects individuals to officer roles. These roles can be filled by Councilors, general members of the CF, or through hiring external staff for administrative support. Non-CFC officers and staff assist with administrative tasks but do not have voting rights in CFC decisions.

The CFC's key roles are Chairperson, Secretary, and Treasurer. Additional roles may be created as needed.

Relevant Florida Statutes:

CFC Chairperson

The Chairperson orchestrates CFC meetings and ensures equitable participation and discussion. They also oversee the processing of Code of Conduct reports and escalations.


The Secretary manages the Foundation's records and oversees official correspondence, ensuring the accuracy and maintenance of essential documents and communications.


The Treasurer oversees the Foundation's financial management, including budgeting, financial reporting, and liaison with fiscal hosts or agents, ensuring financial transparency and accountability.

Extended Governance Committee (EGC)

Expanding beyond the CFC, the Extended Governance Committee (EGC) plays a vital role in encompassing broader representation and decision-making within the CF.

This structure ensures a balanced representation, combining strategic oversight with project-specific insights.

An up-to-date list of Project Leads as members of the EGC will be maintained in the egc CONTACTS.yaml attribute.

Meetings, Procedures and Decision-Making

Regular and special meetings of the CFC may be held whenever and wherever the CFC determines, subject to notice requirements.

Remote Meeting Participation. Members of the CFC and related committees may attend and participate in any meeting remotely by telephone, video, or web conference telephone, or any other means enabling simultaneous participation.

Relevant Florida Statute(s):

Notice for CFC Meetings

Consistent with the Notice section in our Bylaws, scheduled CFC meetings are announced through our standard electronic communication channels. Notice requirements are as follows:

Relevant Florida Statute(s):

Agendas, Access, and Records


Establishing Quorum: For any CFC meeting, a quorum is reached when a majority of Councilors are present

Acting with Quorum: When a quorum is present, decisions can be made by a majority vote of the Councilors attending the meeting.

Postponing Meetings: If there aren't enough Councilors for a quorum, those present can postpone the meeting without additional notice. The meeting will be rescheduled when a quorum can be met.

Adjustments for Disqualifications: If any councilor is disqualified from a particular matter (for example, abstention due to a conflict of interest), the quorum is adjusted to exclude them. Similarly, suspended Councilors are not counted for quorum purposes.

Relevant Florida Statute(s):

Electronic Participation and Decision-Making

Decision Making Outside Meetings: The CFC can make decisions in lieu of meetings provided all Councilors give written consent. The CFC considers authenticated digital actions, such as comments and reactions on GitHub, as valid forms of written consent, equivalent to formal written agreements. Each decision made in this manner must be documented and ratified by all Councilors to ensure legal compliance and maintain transparency[1].

Relevant Florida Statute(s):


The CFC employs a consensus-driven approach for decision-making, detailed in consensus guidelines. When consensus cannot be reached, voting is utilized to resolve differences.

Definition of Voting Members:

Matters approved by Supermajority Vote of the EGC

Matters approved by Supermajority Vote of the CFC

Relevant Florida Statute(s):

Committees and Delegation

The CFC may form committees with specific purposes that are authorized to make recommendations but not final decisions on significant matters. Committees may consist of Councilors and other community contributors. They must keep regular records and report to the CFC.

Certain critical actions (anything requiring a Supermajority vote) are reserved for CFC or the EGC as noted above. Temporary or ad-hoc groups may be established for specific tasks, with the CFC retaining ultimate oversight and decision-making authority.

Relevant Florida Statute(s):

  1. As an example, a GitHub Discussion for on a specific topic would require a reaction (per our decision-making process) from all Councilors to allow a decision to be made outside of a meeting. The final decisions and actions taken should be summarized in the Discussion. ↩︎