Summary

Community contributors to Organic Maps have expressed serious concerns about the project's governance, transparency, and the potential for shareholder profit at the expense of the community. They are calling for a shift to a nonprofit structure, greater inclusivity in decision-making, and financial transparency, and are considering starting a new project if these issues are not addressed.

Preface

This open letter is an almost verbatim copy of the letter composed by some Organic Maps community contributors and sent to the Organic Maps Shareholders via the team's internal channels on March 21, 2025. Each individual shareholder was asked to reply within 7 days.

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Dear Organic Maps OÜ Shareholders:

• Viktar Havaka (aka Viktor Govako, @vng)

• Alexander Borsuk (aka Alexander Zolotarev, @biodranik)

• Roman Tsisyk (@rtsisyk)

This letter's intent is to express our concerns regarding the current Organic Maps project crisis, and to find a path forward that aligns with the project's stated values and the interests of the community. We've collected these common concerns about the project governance that have been building up over the past few years due to a lack of transparency and defined project goals. Many of these concerns have previously been mentioned to you, with little or no dialogue or response.

The Organic Maps project has been built and promoted under the premise of being an open community project, so it's troubling to discover that the majority of shareholders consider it to be their sole property. More concerns include lack of transparency and accountability in project governance and violation of stated Free and Open Source Software values. (see Addendum for the details)

Concerns About the Future of the Project:

As volunteer contributors working for what we see as a public good, we are frustrated to see that we've seemingly been duped into working for free to increase the company valuation and therefore shareholders' capital – with the possible intention of selling the company or otherwise monetizing the project. While this remains a possibility, many current contributors no longer feel motivated to continue to contribute. For similar reasons, monetary donors may feel the same. Although most of us weren't a part of the original Maps.ME project (which was proprietized and hence Organic Maps was forked from it), its fate sets a precedent for current concerns, as many users, donors and contributors that migrated to OM have explicitly expressed their fears that this project could face a similar demise, with no reassurance.

We consider the possibility of having contributed to a de-facto venture, where the project is sold or otherwise monetized to generate profit for shareholders, after funding from donors and significant work by volunteer contributors, to be deceptive and misleading the intent of the project. Sadly, this possibility has never been explicitly denied, and there are no guarantees or legal measures in the project structure to avoid this. We want a guarantee it won't happen.

Legal Entity: LLC vs Nonprofit

We were told that, in the beginning, an LLC was chosen over a nonprofit because it's less bureaucratic and more flexible, making it more convenient for the founders to launch the project. While this was a pragmatic and reasonable choice initially, it has proven fragile and unsustainable in the long term as the project has grown. The LLC structure has failed to ensure financial transparency, accountability, fairness, or efficient use of donations. Even worse, its existence makes ruling out a future sell-off impossible.

• Will you consider changing the holding institution from an LLC to another nature, e.g. a public interest Nonprofit? Or transferring of project's assets to a reputable third-party foundation which is aligned with the project's stated values?

• Or do you intend to retain control of the company and status quo, leaving the answers to these issues ambiguous? What would you expect of trust from contributors and donors? How do you intend to motivate contributors to work now? What motivation do you see to incentive users to donate?

Governance, Transparency and Accountability:

We're frustrated that even veteran contributors who have been collaborating for years haven't been taken into account for fundamental project decisions. Another important concern is the lack of transparency of the finances, since this project has been financed by users and contributors willing to donate to – as stated on the project website - "keep Organic Maps open and free for everyone". There are similar claims across the many other project channels. Donors and contributors have no idea what's actually happening in the background.

We believe that all significant contributors should have a voice in the project's governance. There should be a healthy rotation of an independent project board, board members' powers should be balanced with accountability and transparency, and shareholders should not override board decisions.

• Are you willing to democratize the project's governance and make it accountable?

• Are you willing to make the project's finances transparent?

• Are you willing to publish all past incomes and expenses since project's inception in December 2020?

Shareholders' Conflict Resolution

We are aware there is a long-term ongoing conflict between Roman @rtsysik and Alexander @biodranik. Viktor @vng has clearly sided with Alexander as of recently and the conflict has reached a terminal state when parties no longer see possibilities to continue to work together and are negotiating a "divorce".

We really wish to find a harmonious way to advance, with a resolution to the conflict that doesn't risk the project's existence under the 'Organic Maps' branding. We've been thinking about possible resolutions, and also want to know of your proposals to the community. An ongoing conflict between shareholders doesn't justify ignoring the community's concerns.

When exploring conflict resolution options, we'd like Shareholders to acknowledge and consider the community's interests. Please share your post-conflict vision of the project's future and the community's role in it.

We deserve to know the truth and that you're frank with us. If our concerns are not satisfactorily resolved soon, we will be left with no choice but to continue development under a fork rather than continue donating our money and time for shareholders' personal profit.

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We'd like to thank Roman @rtsisyk, who replied promptly, supported the community's concerns, and shared his vision of the project's future (dissolving the for-profit company, establish a community interest foundation with electable management, transparent and accountable governance, etc) which is very well aligned with the community's vision.

Unfortunately, Viktor @vng and Alexander @biodranik have ignored our letter and their previous short statements during recent discussions suggest that they're not interested in democratisation of the project's governance, financial transparency, etc.

This attitude undermines the Organic Maps project image that so many users and contributors love and have trusted with their efforts and donations.

Most of us do not want to support an unaccountable, opaque, for-profit venture in the interest of a few beneficiaries.

Also due to their internal conflict, the existing shareholders are in a process of negotiating a "divorce" and the project's assets may be somehow split, sold, or otherwise exchanged, so the project's future is uncertain.

In the meantime, we suggest all donors to weigh the concerns raised and reconsider contributing to this project.

Meanwhile, some of us community contributors have started preparations for a community fork. There is still some hope for a better outcome, so this open letter is a last resort before launching the fork. We urge Viktor @vng and Alexander @biodranik to reconsider their position and restore trust in the Organic Maps name by working together to make it a truly community-driven non-profit project with fair, transparent and accountable governance.

We expect to receive a reply from the Shareholders in the next 7 days and we expect the words to be backed by real actions without undue delay.

Please show your support by signing this letter and spreading the word!

We'll post an update here by the 25th of April or earlier.

Updates will be also published on https://fosstodon.org/@CoMaps and in the Matrix room https://matrix.to/#/#comaps:matrix.org and Telegram channel https://t.me/CoMapsApp.

Addendum

Details to support concerns raised.

The role of Organic Maps OÜ

It's a for-profit company (an LLC basically) registered in Estonia:

ariregister.rik.ee/eng/company/16225385/Organic-Ma...

The company holds key project assets, e.g. the trademark and the app store accounts. git.omaps.dev/organicmaps/organicmaps/src/branch/m... states that "The primary purpose of the entity is to shield the project's members from personal liability and to ensure the legal protection of the project's assets."

Until recently there was never a mention that the shareholders treat their shares as their personal investment. Even that explanation document was only added to project's repository 4 months ago - before that the only brief mention of Organic Maps OÜ's existence was in the footer of the https://organicmaps.app/ website, so the most of users and contributors had no idea about its role and ownership structure.

Roman @rtsisyk holds 1/3 (33%) of shares, Viktor @vng holds 2/3 (66%). Alexander @biodranik is not a registered shareholder, but allegedly Viktor holds his 1/3 (33%) nominally.

Stated project's values and direction

Refer to project's descriptions published on https://organicmaps.app/, git.omaps.dev/organicmaps/organicmaps/src/branch/m..., in the app stores, etc.

Project's governance

The project is supposed to be governed by the Board git.omaps.dev/organicmaps/organicmaps/src/branch/m... which has always consisted of the Shareholders only and failed to fulfill some of its responsibilities especially in regards to accoutability and transparency, e.g.:

• appointment and re-appointment of Board members has never happened

• "transparency and practicing the open source way in leadership and decision making" remained just words

Key project discussions and decisions were being made behind closed doors with even veteran contributors not just having no say, but not even being notified about them, e.g.

• an agreement with Kayak.com was made and the controversial feature to add Kayak affiliate links was developed behind the closed doors and a ready-to-go PR was published just a few days before being merged github.com/organicmaps/organicmaps/pull/6523...

• a first full-time developer was hired in Jan 2024 and we could've celebrated this milestone together, but this was kept secret from everyone - even the contributors only found out by chance ~9 months later

The bylaws of Organic Maps OÜ state that 3/4 of shareholders must agree on major decisions despite only "3" (technically 2) shareholders being registered, thus requiring unanimous consent for major decisions. Also, each shareholder may legally represent the company. So, Organic Maps OÜ is currently in a state of deadlock where major decisions can't be made but regular decisions can be made without agreement.

Violation of stated Free and Open Source Software values

While the project was always promoted as FOSS, it turned out that some parts of it were closed and it was intentionally kept secret.

See the closed-source metaserver drama: github.com/orgs/organicmaps/discussions/9837...

While it ended well and Alexander @biodranik agreed to respect the open-source values github.com/orgs/organicmaps/discussions/9837#discu..., a couple of months later in the team's internal chat he again argued against opening the de-facto closed parts of the maps generator code. It's still not completely open source.

Project's finances and use of donations

As it was revealed by Roman @rtsisyk it wasn't unusual for the Shareholders to use project's donations as their own money e.g. Alexander @biodranik paid for his personal holiday trip expenses this way.

At the same time all other contributors were consistently denied any access to any financial information (even to the totals of money donated/spent).

(It's fine for developers to be reimbursed for their hard work, but it should be done in a fair, transparent and accountable way.)

How is it related to the OM Github block and self-hosted Forgejo migration?

Roman @rtsisyk revoked Github owner permissions from Alexander @biodranik and Viktor @vng and granted such permissions to the community contributor @pastk. This triggered Github's automatic "sanctions" check and the whole Github OM organization was automatically archived and admin access was blocked until OM's appeal was reviewed.

It was unknown whether and when Github would review Organic Maps' appeal and unblock the repositories, so 2 weeks later the project migrated to the self-hosted git.omaps.dev/organicmaps instance, using the free and open source software forge Forgejo.