[Board] On constitutional re-engineering

Jo Walsh jo at frot.org
Mon Jun 22 16:58:26 PDT 2009


dear all, sorry for the response lag, i'm caught up in
cleaning and packing.

> I do not find our current model particularly complex or
> painful to administer.

Well, the election process as it stands is like this:

- flag everyone up on the discuss list that the
  election is happening
- start a wiki page with membership nominations, and
  email the list and all "Charter Members" about it
- after a few days email the members again
- send a last-minute followup to the list
- open the membership voting period by mailing the list
- email all members, then email the non-voters after a few days
- collate the votes, then doublecheck them

- repeat the same for the board elections
  over the subsequent two or three weeks.

I know that for the first two years turnout was 100%,
last cycle it was about 70%. Bylaws say 2/3 must vote.

Spring and autumn would be better times to catch people,
and the elections have drifted from march to september
(which is fine for this year, as it will coincide with OSGeo AGM)

>> A suggestion of Martin Keegan's is that, instead of
>> Board members having fixed terms after which
>> they need to be re-elected (or re-selected), each year

Well, on reflection this is important for selected boards,
perhaps not so much so for elected ones.

>> I see quite a few people with "OSGeo Charter Member"
>> in their sigs and why not have as many people as possible
>> doing this?
>
> As a corporation, I think OSGeo has some obligations with
> regard to keeping track of our "owners", the charter members
> in this case.  So I am hesitant to move to an approach where
> the charter membership becomes very large, on account of the
> potential bookkeeping overhead.

I still think it unlikely there will be a big rush.

> I wish regular membership was more meaningful and that folks
> where putting "OSGeo Member" in the signatures.

Right, and I would like to address the "belongingness" of
membership (and the fact that being a non-voting "member"
does lessen that belongingness)

> How would the timing be more consistent?

If we could de-couple Board elections from membership elections,
i think it would be easier to keep a set time each year - either an
absolute calendar date, or N weeks before an AGM.

> The CRO and Secretary are supposed to keep track of who
> has voted in charter or board elections and if someone doesn't
> participate within some number of years (3?) they are supposed
> to be dropped from the charter roles or something like that.

Right, all this data is in the OSGeo CiviCRM, and this year
will be the first where that becomes properly applicable.

>> I wonder what others think and guess this should go
>> to the discuss list if it is worth while to discuss.
>
> I think this is a topic worth taking to the discuss list.

I don't know how to start that at this point :)

> Overall I'm not particularly keen on the suggested change.
> I am somewhat concerned about a "flash crowd" significantly
> distorting the nature of the foundation and I just don't feel
> we have a real issue now.

After feedback here i would propose a compromise solution
whereby:

- anyone can be proposed for membership at any time of
the year: added to a wiki page with a note about their
project involvement, the people recommending them

- the vote happens at the same time as the board election
(so new members vote on the subsequent board)

- we-the-board can set a limit within the current guidelines (+-15%)
if that really seems necessary or appropriate.

> I will reiterate my concern over the last few years that when
> we launched we established a set of bylaws that essentially
> put all the power in the hands of the board with the intention
> that we would eventually engineer in some better mechanisms
> to protect the role of the foundation and to give a way of
> bringing a rogue board under the control of the membership.
>
> I don't feel up to attacking this, but I do think at some
> point we need to revisit our bylaws.

Well, the current bylaws offer a prospect of 2/3 of the membership
kicking out the board (or one member) but that is very rough.
OSGeo has done well in delegating decision-making to
committees whose membership is open.
The bylaws are pretty boilerplate, they could do with annealing,
i'm not sure that is the same discussion though.

love,


jo
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