Governance¶

OHTF's governance is meant to be clear, proportionate and public. Day-to-day project decisions are made by the people doing the work, within explicit, public rules: see do-ocracy. This section records how decisions are made, OHTF's legal form, and the commitments that bind it.

Company details¶

OHTF's founding documents are published in full.

A change of name to Open Health Technology Foundation CIC is in progress.

Projects keep their existing licences and copyright holders until they complete onboarding.

Legal form¶

OHTF is a UK community interest company (CIC) limited by guarantee.

• Limited by guarantee. There are no shareholders and no dividends. Each legal member's liability is limited to £1.
• Community interest company. OHTF must operate for the benefit of the community, reports annually to the CIC Regulator, and is subject to a statutory asset lock: its assets cannot be distributed for private gain and can only be transferred for community benefit.
• Can trade. A CIC can charge for services, contract commercially, employ people and receive grants. That is how OHTF pays for maintenance without enclosing the code.

We chose a CIC over a charity because it allows the technical and commercial agility a foundation needs, while still giving a credible, locked-in public-benefit commitment. We chose it over a plain company limited by guarantee because the asset lock and CIC status are a clear public signal to health-service and public-sector partners.

Objects¶

The objects of the company, from Article 5 of its Articles of Association, are:

to carry on activities which benefit the community and, in particular, to advance health and healthcare for the public benefit by providing a neutral, sustainable and open-source home for health technology, from focused libraries to national-scale clinical software services.

In furtherance of that, the company may develop, maintain, publish, host, steward and support software, standards, technical documentation and other shared digital infrastructure; provide technical stewardship and operational support for clinical digital tools; provide clinical safety, regulatory and governance infrastructure; and support the people and organisations who use or maintain them.

Constitution¶

OHTF's Articles of Association adapt the CIC Regulator's model Articles for a small-membership company limited by guarantee, with an added, entrenched open-source commitment. The Articles are published in full.

Directors and members¶

OHTF has a board of directors, who are also its legal company members, as the CIC Regulator's small-membership model provides. The directors are:

• Dr Marcus Baw
• Nadia Kuftinoff

The official list of officers is kept by Companies House.

Directors record conflicts of interest and related-party transactions, and take OHTF's legal decisions collectively.

Policies¶