IDPF combining with W3C: the facts
A self-appointed “Save the IDPF. Save EPUB. committee" is publicly attacking the plan to combine IDPF with W3C, even though it has already been approved by the IDPF Board and membership, and is expected to be finalized within weeks. Their basic assertion is that the planned combination will be bad for the book industry. How the combination is likely to impact the book industry is certainly an important question. But, regrettably, their communications have also included misleading information about the plan to combine. This post focuses on setting the record straight about the facts.
The combination of IDPF and W3C is driven by strategic motivations, not financial considerations
It has been falsely claimed that "The IDPF has stated that the merger is driven by financial need". That is simply not true. IDPF has financial challenges, but the fundamental motivation for the combination is strategic. The IDPF Board felt that there was significant risk of conflicting and competitive development going on at W3C and IDPF, and that combining now would deliver significant strategic benefits to advancing our mission. In the initial FAQ published last spring, IDPF addressed the question ‘Why are IDPF and W3C considering uniting right now?’ In the lengthy answer, finances was not even mentioned. Financial aspects were certainly discussed with members, but always as a secondary consideration.
The attacks on the combination misleadingly focus on the financial situation, completely ignoring the strategic motivations to combine IDPF and W3C, and provide no strategic plan for how their proposal to keep IDPF standalone (still as a tiny organization, and still presumably with a fragile financial status) would more effectively advance IDPF's mission. That mission is to foster global adoption of an open, accessible, interoperable standard within a broad digital publishing ecosystem that enables innovation. And the fundamental question – which their “campaign” has altogether ignored – is how an IDPF that remained independent could deliver that better than the combination.
IDPF is a digital publishing organization, not just a book industry organization, and has been for over a decade
IDPF's roots and early members were in eBooks. But in mid 2004, the Board of the then- Open EBook Forum (OEBF) decided to expand the focus to other segments of publishing (academic, professional, etc.) and address "all types of digital content" not just ebooks, and to expand globally. Accordingly, they also decided to change the organization's name to the International Digital Publishing Forum (IDPF). In April 2005 the new name and expanded focus was announced to OEBF members and the public, along with a new mission statement that didn't even mention "ebooks". Since then IDPF has gained members from all parts of the publishing industry including large-scale corporate publishers like Cisco and IBM, and government publishers such as the European Union Publications Office. Many IDPF members produce other forms of content in addition to ebooks, such as digital comics, digital magazines, academic journal articles, e-learning content modules, etc.
IDPF has always been primarily a standards development organization
OEBF was formed in 2000 to create open standards, instigated by NIST and a collaboration by Microsoft and early eBook pioneer Gemstar (later ETI and now the core of Google Play Books), as well as early work on eBook content and metadata standards by the AAP. This was acknowledged by then-IDPF Board President Steve Potash in the first annual report after the expansion of focus and name change to IDPF: "Standards work has been the core of IDPF’s work for the first five years and will continue to be a main focus". Since then, IDPF activities other than directly related to standards development have been largely limited to its annual conference (which acted as a fund-raiser for IDPF's standards work). The vast majority of volunteer and staff time at IDPF have always gone into standards work.
EPUB has always been more than an ebook format
When the work began in 2006 to develop a packaged content format, building on the prior work on the OEBS format, it was explicitly decided that the scope was not just ebooks, consistent with the recently expanded scope of IDPF. The first proposed name for the package format, .book, was rejected in favor of .epub because EPUB was not going to be just for ebooks.
To date, EPUB has been most widely used for ebooks, but its accessibility features and ability to adapt to mobile devices, and its Web technology-based architecture that supports interactivity and rich media, are advantages for all types of digital content and electronic documents.
From the start, IDPF has taken on a strong goal around enabling accessibility. That accessibility imperative was another key motivation for EPUB to address all forms of digital publications and documents.
Thus the IDPF strategy has been, for over 5 years, to promote EPUB as the universal, accessible interchange and delivery ecosystem for all types of digital content.
Recent successes in broadening EPUB adoption beyond ebooks include EPUB 3 export from Google Docs (a widely used solution, but rarely used in book production) and forthcoming native EPUB support in Microsoft Edge and Microsoft Windows. In Japan, EPUB 3 is widely used for digital comics as well as ebooks. In June 2015, the EU Publications Office co-hosted with IDPF our first event focused on non-commercial adoption of EPUB. In the educatoin space, EPUB 3 has also been adopted for next-generation learning content in South Korea, the Philippines, and elsewhere, leading to an initiative to develop an Education Profile of EPUB 3 (see: http://idpf.org/ongoing) .
The plan to combine IDPF and W3C was consistently presented to members and the public as an asset transfer not a "merger" from a legal perspective
To argue that the combination "is a bad deal because it's not a merger" is disingenuous. Anyone with any experience in mergers and acquisitions knows that a 1-employee organization almost never combines with a 70-employee organization as a "merger" per se, it simply doesn't make legal sense. And this reality has nothing to do with whether a given combination is a good deal for the smaller organization.
In any case, the structure of the combination was fully disclosed throughout the process. In April 2016 when IDPF informed its members that its Board was exploring a possible combination with W3C, a FAQ was provided, which was made public in May when the exploration was publicly announced. This FAQ stated clearly that "the legal process almost certainly will not be structured as a merger agreement per se (like many similar arrangements, it will likely be structured as an asset transfer agreement with certain commitments on the part of each party)". Later communications with IDPF members were very clear regarding this and the final plan overwhelmingly approved by the members in November was explicitly to combine via an asset transfer not a "merger" from a legal perspective.
Fundamentally, the point of a combination of standards-developing organizations is to bring together people in order to more effectively advance a shared mission. It's about the community and the work getting done, not the legal structure. Publishing@W3C is going to be the same people doing the same work, just with more help and involvement from more parts of the overall publishing community. This is underscored by the fact that the co-chairs of the IDPF EPUB Working Group and the existing W3C Digital Publishing Interest Group are the same two people, Garth Conboy and Tzviya Siegman, who also happen to be IDPF Board members. To be successful, the combination needs to reduce redundancy, improve coordination, and strengthen the EPUB standard and help develop other publishing capabilities for the Open Web Platform. How it was structured legally is not particularly relevant.
The timeline of the process has been reasonable, with extensive interchange with IDPF members and the community
It has been repeatedly suggested that the pace of the combination has been “rushed” and even "reckless".
In fact, IDPF engaged with members and the community at large about the combination for over six months after the initial announcement to IDPF members before the IDPF Board agreed (unanimously) to submit a plan to combine to the members. The engagement included an initial announcement to IDPF members in April 2016, a public announcement in May 2016 that included as well an open meeting during Book Expo America to discuss the combination. Further meetings and webinars were held in June and July 2016 including face-to-face sessions in NYC (hosted by AAP) and Tokyo (hosted by Japanese publishing associations). In September, all IDPF members were invited to participate in W3C’s annual conference, and a Publishing Community Meeting was held there that attracted over 70 attendees. And IDPF Board members have addressed many other industry audiences on the proposed combination, for example during the Frankfurt International Book Fair.
A draft of the proposed plan was provided in early October to members and member feedback was solicited, and resulted in multiple changes to the final plan that was overwhelmingly approved by the IDPF membership in November. In the middle of this process, elections were held for 8 of the 14 seats on the IDPF Board of Directors, with vigorous campaigning by 12 candidates, many of whose platforms focused on the potential combination.
Since the combination was approved in November, IDPF has continued to engage with members and the community. In November, W3C CEO Jeff Jaffe and IDPF Executive DIrector Bill McCoy spoke and engaged in open Q&A at the annual education event of the French Publishing Association. In December, feedback was solicited on draft charters for the planned Publishing Business Group and EPUB 3 Community Group.
Could IDPF and W3C have taken even longer, and done even more to engage with their respective members and the publishing community? Of course. But the process that has taken place has provided appropriate time for due and careful consideration, particularly in the context of the strategic reasons to combine at this important juncture for future work on EPUB and other publishing capabilities for the Open Web Platform. IDPF's members agreed, overwhelmingly. Not a single member of IDPF who voted in favor of the combination has suggested that they didn't have enough time or enough information when they cast their vote.
And it’s not clear that the so-called "Committee members" are honestly seeking a longer time for due consideration. They have stated that they hope to "block", not just delay, the combination and that they favor an alternative in which IDPF "remains independent".
No alternative plan was made available to IDPF members, and none is publicly available now.
The "Committee" suggests that “the membership deserves to know that there is a viable alternative". In fact the IDPF Board has earnestly engaged with Steve Potash since he made his concerns known last May, and was fully willing to hear his alternative plan. He promised a "plan" to "save IDPF" numerous times, and never delivered anything concrete that addressed either the strategic or financial considerations. In October, he promised to present a draft plan, but ended up sending the IDPF Board just a collection of photographs from past IDPF events.
There has been ample time to create and communicate an alternative plan since IDPF informed its members in April that this combination was being explored. To this day no alternative plan has been presented to the membership. The supposed "10 point plan to save IDPF" seems to be a moving target, and is not publicly available. If there was a strategically viable alternative, it could have been presented in June, or July, or August, or September, or October, or November, or December. Instead, Steve has spent his time on a negative PR campaign and attempting by various means to block the planned combination, without constructively putting forward any specific alternative that could be compared and contrasted fairly with the IDPF Board's plan. His vigorous campaign against the combination has amounted to a vague "Let's Make IDPF Great Again". Last November, the IDPF members didn't fall for it. Nothing has changed since then.
The combination of IDPF and W3C will help keep EPUB free and open for everyone
We've been lucky that EPUB has been free of patent claims. The combination will accomplish a transition to an explicitly royalty-free model for EPUB that has been contemplated for two years. More details on this are covered at http://idpf.org/news/calling-all-epub-contributors-ensure-epub-remains-free-and-open. Nearly 50 organizations who have contributed to EPUB have already agreed to be co-submitters with IDPF in order to assure that EPUB remains free and open for everyone to use and implement.
There will be many ways to influence and shape the future of EPUB at the W3C (including free)
A “Committee” member wrote that “Former and prospective IDPF members would have no influence or ability to help shape and drive the future of EPUB at the W3C”. This is patently false as there will be a wide variety of participation options in Publishing@W3C for both former IDPF members and others in the community. EPUB 3 development will be done in a Community Group that is free for everyone. This may be the primary context for EPUB development for years to come and is no different than what would happen at IDPF, except that participation will be entirely free. Invited Expert status is also free. The new W3C Publishing Business Group will have fees commensurate with IDPF member fees, in some cases less, and this Business Group will have additional responsibilities and oversight over the EPUB 3 Community Group as well as any future Publishing Working Group. There are even more opportunities to participate such as the W3C Introductory Industry Membership program.
W3C is supportive of EPUB, and is taking on explicit obligations to maintain EPUB in the future
Mass emails sent recently from a "Committee" member claim that "the W3C has made no commitment to maintaining the [EPUB] standard." That is false, as this individual must know if he has read the Plan that he voted on. W3C will have express obligations to maintain EPUB, as evidenced by the fact that there is already a draft charter for a W3C EPUB 3 Community Group.
W3 has already been very supportive of EPUB as an IDPF member. For example, W3C staff member Ivan Herman invested significant time into the EPUB 3.1 development cycle, ending up being responsible for the second-largest number of github issues and comments on the specification (nearly 15% of the total, excluding those of the Editor).
W3C has been appropriately respectful of IDPF’s decision process on the combination
Critics have suggested that because W3C hasn’t said much directly to IDPF members or the publishing community at large about the combination since the initial announcement in May, that perhaps they don’t strongly support the combination with IDPF, EPUB, or publishing in general. That is just not the case. W3C leadership have collectively spent hundreds of hours working on the combination and have given every indication to the IDPF leadership that publishing is an absolutely strategic and critical area for W3C, and that they understand and respect the importance of EPUB and of the community that IDPF has fostered around it.
W3C of course was aware from the beginning that the decision to combine IDPF into W3C is existential for IDPF, and thus extremely critical for the community that depends on EPUB. W3C has thus quite properly recused itself from IDPF’s decision process. For example, although W3C is an IDPF member and thus were eligible to vote on the combination, they did not do so. W3C did not “lobby” IDPF members about the Plan that IDPF presented to its members.
Even after the combination was approved by IDPF members in November, since IDPF and W3C still had to finalize various legal details and definitive agreements. And with an active and vocal attempt by an IDPF member to block the combination still underway, even after they were overwhelmingly outvoted by their colleagues, it was necessary and appropriate for W3C to remain in a “quiet period” as things were being finalized. As this process now approaches its conclusion, expect to hear a lot more about Publishing@W3C!
The IDPF Board and its Executive Director have a duty to IDPF and its members and mission - the "Committee members" do not
IDPF Board members have taken on fiduciary duties of loyalty and care to IDPF, to advance its mission in the interests of its members, and IDPF's Executive Director has a similar duty as an employee and officer of the organization.
By contrast, the "committee" is not a legal entity and its four self-appointed members have fiduciary duties only to advance the business interests of their respective for-profit corporate employers. If the best interests of IDPF, its members, or EPUB conflict with the business interests of committee members, these individuals are all legally bound to do what's best for their companies. While two of the four organizations are currently IDPF members, that does not create any legal obligation for them to foster IDPF's mission.
The "campaign" to block the combination began as a corporate-funded activity, not a "publishing community initiative"
Steve Potash reluctantly disclosed after the fact that the futureofebooks.info website content stating that it was a "publishing community initiative" was written by a contractor as a paid corporate activity of OverDrive, Inc. If this is now truly a community initiative, "committee" members MUST immediately and fully disclose all of the corporate motivations and funding, as well as all of the business relationships among themselves and their organizations, and any financial incentives they may have related to EPUB. Absent such full disclosure it must be presumed that this "campaign" remains, as it started, corporate marketing promoting one or more of these organizations business objectives.
The EPUB community will be enhanced by the combination with W3C, not undermined
The "Committee" has stated over and over that EPUB is at risk in this combination, and that they want to "save" EPUB. Yet not only do they not communicate exactly how their plan will do this, they haven't been doing much to advance EPUB. None of their organizations have been actively participating recently in the IDPF EPUB Working Group, None of them have ever contributed to IDPF’s EPUBCheck software (even though they use it in their products). None of them have ever contributed to the Readium open source software, or to the EPUB Test Suite. And they don’t demonstrate a high level of conformance in the EPUB 3 specification in their products.
And, we've been very lucky that EPUB has been free of patent and royalty claims. The combination will serendipitously transition EPUB to an explicitly royalty-free development model, as has been contemplated and discussed for two years, long before and completely independently of the idea of combining IDPF and W3C. Only positive comments about this planned change were received from IDPF members back in 2015.
Through the combination with the W3C, improved alignment with the ongoing development of HTML, CSS and web browser engines (parts of the open web platform on which EPUB already relies), improved efficiency through the elimination of duplicated work done both by IDPF and separately by W3C, improved IP policies, and the support and infrastructure for ongoing standards development work provided within the W3C are likely to deliver both the stability for the EPUB standard that the ebook industry needs, and an avenue for future development that innovative startups and established publishers and platform providers look forward to.
These critics have raised fears of the ebook industry reverting to the "wild-west" it once was. Certainly no one wants that! But EPUB development and adoption becoming broader, deeper, and royalty-free does not sound like a recipe for "wild-west" but rather an improved situation for the industry.