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Can Open Source Projects Exit from Foundations? The NATS Controversy Explained

In the dynamic world of open-source software, projects often find a home within foundations like the Cloud Native Computing Foundation (CNCF) or the Apache Software Foundation (ASF), which provide governance, legal support, and facilitate community collaboration. However, a recent controversy involving the NATS project has sparked a critical question: can open source projects exit these foundations, and what happens when they try? This blog delves into the NATS controversy, examining its implications for open-source ecosystems, the role of foundations, and the challenges of balancing corporate interests with community values.

Understanding the NATS Controversy

What is NATS?

NATS is a high-performance, open source messaging system designed for secure and scalable communication between distributed systems. Initially developed by Synadia and donated to the CNCF in 2018 under the Apache 2.0 license, NATS has been a cornerstone for cloud-native applications, enabling efficient data exchange in microservices architectures.

The Spark of the Dispute

In April 2025, Synadia, the primary contributor to NATS, announced its intention to withdraw the project from the CNCF and relicense it under the Business Source License (BUSL), a non-open source license. This move raised alarms within the open source community, as it appeared to undermine the principles of open collaboration and accessibility that define open source projects. Synadia’s rationale was rooted in its desire to retain control over the project’s direction and intellectual property, including the NATS trademark, which had not been fully transferred to the Linux Foundation as per CNCF’s governance requirements.

CNCF’s Response and Community Backlash

The CNCF, backed by the Linux Foundation, swiftly responded, highlighting that Synadia’s actions violated the foundation’s charter, which mandates the transfer of trademarks and logos to ensure vendor-neutral governance. Community members and open source advocates criticized Synadia for attempting to “rug pull” the project, a term used to describe when a company leverages an open source community to build a project, only to restrict its license later for commercial gain. The dispute escalated when Synadia’s legal counsel challenged the enforceability of CNCF’s policies, claiming they were too vague to apply to NATS.

Resolution and Outcome

By May 1, 2025, after intense discussions, Synadia and the CNCF reached an agreement. Synadia agreed to transfer the NATS trademark to the Linux Foundation, ensuring the project remained under CNCF’s governance and continued as an open source initiative. In return, Synadia could pursue a commercial distribution of NATS for specific use cases while still supporting the open source version. This resolution preserved NATS’ status within the CNCF, but it left lingering questions about the stability of open source projects within foundations.

The Role of Open Source Foundations

Why Foundations Matter

Open source foundations like the CNCF, ASF, and Eclipse Foundation play a pivotal role in fostering collaboration, providing legal frameworks, and ensuring project longevity. They act as neutral stewards, preventing any single entity from exerting undue control over a project. Foundations also manage trademarks, licenses, and infrastructure, offering stability that corporate-owned projects often lack.

The Challenges of Governance

The NATS controversy exposed vulnerabilities in foundation governance. For instance, the failure to complete the trademark transfer for NATS over seven years highlights gaps in oversight. Foundations must enforce clear policies to prevent disputes, such as regular audits of trademark ownership and transparent communication with contributors. Without these measures, projects risk becoming pawns in corporate strategies, undermining community trust.

Can Open Source Projects Exit Foundations?

The Legal and Ethical Considerations

Technically, an open source project can exit a foundation, but it’s not straightforward. When a project is donated, the foundation typically assumes ownership of key assets like trademarks and domain names. For example, the CNCF charter requires that trademarks be transferred to the Linux Foundation to ensure vendor neutrality. If a company like Synadia retains these assets, it can attempt to reclaim control, but this often violates the foundation’s governance model and risks community backlash.

Ethically, exiting a foundation can be seen as a betrayal of the open source ethos, which prioritizes community-driven development over proprietary control. Synadia’s attempt to relicense NATS under BUSL, which imposes commercial restrictions, was perceived as an attempt to privatize a community-built project, raising ethical concerns about fairness and transparency.

The Forking Option

One way to exit a foundation is through forking, where a new version of the project is created under a different name and license. For example, Grafana forked the CNCF’s Cortex project to create Mimir while maintaining the original project’s open source status. However, forking requires significant resources and community support, and the original project often retains its prominence under the foundation’s stewardship.

Lessons from the NATS Controversy

Strengthening Foundation Policies

The NATS dispute underscores the need for foundations to tighten their governance frameworks. Regular audits of intellectual property transfers, clear exit policies, and transparent decision-making processes can prevent similar conflicts. Foundations should also engage the broader contributor community in governance discussions to avoid unilateral moves by project maintainers.

Balancing Corporate and Community Interests

Synadia’s actions reflect a broader tension in the open source world: balancing corporate interests with community values. Companies like Synadia, which fund a significant portion of a project’s development (97% in NATS’ case), may feel entitled to control its direction. However, open source thrives on collective ownership, and foundations must mediate these tensions to ensure projects remain accessible to all.

The Importance of Community Trust

The backlash against Synadia highlights the power of community trust in open source ecosystems. Contributors and users rallied to defend NATS’ open source status, demonstrating that community support is a project’s lifeblood. Foundations and companies must prioritize transparency and collaboration to maintain this trust, as a loss of confidence can fracture communities and stall development.

The Future of Open Source Projects

Evolving Governance Models

The NATS controversy is a wake-up call for open source foundations to evolve their governance models. As open source projects grow in commercial importance, disputes over control and licensing are likely to increase. Foundations must adopt proactive measures, such as standardized contracts for asset transfers and mechanisms to resolve disputes swiftly, to safeguard projects.

The Role of Funding in Sustainability

Funding remains a critical challenge for open source projects. While foundations provide infrastructure and legal support, many rely on corporate sponsorships or community contributions. The NATS case shows that companies may seek to relicense projects to secure revenue, highlighting the need for sustainable funding models that don’t compromise open source principles.

Community-Driven Innovation

Despite the challenges, the open source model continues to drive innovation. Projects like Kubernetes, hosted by the CNCF, demonstrate the power of community-driven development. By learning from controversies like NATS, the open source community can strengthen its foundations, ensuring that projects remain collaborative, accessible, and resilient.

The NATS controversy serves as a pivotal moment for the open source community, raising critical questions about governance, trust, and the balance between corporate and community interests. While Synadia and the CNCF resolved their dispute, the incident exposed vulnerabilities in how open source projects are managed within foundations. By strengthening governance, fostering transparency, and prioritizing community trust, foundations can ensure that open source projects thrive as collaborative ecosystems. As the open source landscape evolves, the lessons from NATS will shape a more resilient future for software development.

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