[Board] vice president discussion

Wed Oct 26 03:40:23 PDT 2016

Maxi, Dirk, Cameron,

The formal part:

Our bylaws [1] (see article V) state that we have a Board of Directors 
and besides that four Officers (chair of the board, president (the 
"CEO"), treasurer, secretary).
These Officers don't have to be members of the Board. They are appointed 
by the Board.

A bit surprising to me: this appointment is just for one year (see 
section 5.2)
Even more suprising to me: an individual can hold more than one office 
(so anybody can be the chair of the board, as well as president, as well 
as treasurer, as well as secretary at the same time

Generally the relationship between the Board of Directors and the 
Officers is that the Board sets up the strategy (the way to go), and 
that the Officers are in charge of making this happen (which is: 
actually running the daily business).

An example in our case is the role of secretary, which is still 
fulfilled by Jackym (not being a member of the Board)

[1] http://www.osgeo.org/content/foundation/incorporation/bylaws.html
[2] http://delcode.delaware.gov/title8/c001/sc04/index.shtml

Kind regards,

Gert-Jan

Massimiliano Cannata schreef op 25-10-2016 22:31:
> Dear all
> This discussion to me is not on the right direction.
> When the current president was elected taking the Jeff vacancies, we
> agreed that two other board members from other continents will be
> selected as vice-president to support locally the work of the
> president.
> 
> Now a new board is in place and fill the Dirk position with another
> European director.
> 
> That's all to me.
> 
> Nothing to do with satisfaction, enthusiasm and nothing personal.
> 
> Have we ever had a president which was not a director? I don't think
> but maybe I'm wrong.
> 
> Best wishes.
> 
> Il 25 ott 2016 10:21 PM, "Cameron Shorter" <cameron.shorter at gmail.com>
> ha scritto:
> 
>> Dirk, others,
>> 
>> I'd suggest there might be a 3rd reason for selecting a new
>> president or vice-president. It might just be that a new person
>> happens to be more enthusiastic, have some more time, be more
>> practical, be better known, ... It doesn't always mean a person will
>> be better at the role.
>> 
>> I suggest that the most successful open source communities work as a
>> bottom-up organisation, rather than top-down. Successful Open Source
>> projects are usually based on the principles of Do-ocracy,
>> Merit-ocracy and rough consensus. Anyone and everyone is encouraged
>> to contribute on their own terms, and any official officer is more a
>> facilitator than a decision maker. We limit ourselves as a community
>> of we over-emphasise the importance of specific roles.
>> 
>> So yes, we should be mindful of people's feelings, but we should
>> also make the space for anyone to contribute to whatever level they
>> wish, rather than focusing on specific positions of power.
>> 
>> Warm regards, Cameron
>> 
>> On 25/10/2016 8:11 PM, Dirk Frigne wrote:
>> Venka,
>> Jody,
>> 
>> Thank you for the clarification.
>> I think no matter what decision the board takes, it is good to take
>> into
>> account that people 'invest' in their role and continuity gives the
>> opportunity to get a better result /investment for that role.
>> 
>> imho their can be 2 reasons for the board to change an officer:
>> 
>> 1. the officer is resigning, and I think we always should accept
>> that.
>> In that case it is the responsibility of the board to find another
>> voluntair.
>> 
>> 2. the board is not satisfied with the way the officer is doing his
>> Job
>> for any reason.
>> In that case I think the board should discuss this with the officer
>> and
>> try to find an elegant way to proceed.
>> 
>> If we respect these rules I think we can help OSGeo grow further in
>> a
>> good way.
>> 
>> just my 2c.
>> 
>> Dirk
>> 
>> On 25/10/2016 04:03, Venkatesh Raghavan wrote:
>> Dear Dirk and Board,
>> 
>> I am sorry for the confusion inadvertently caused due to
>> insufficient understanding and recollection of the earlier
>> board decision on my part.
>> 
>> I was under the impression that the board decision at f2f in Jan
>> 2016
>> was for having term of present President and Vice President same as
>> the tenure they will be serving on the board. As per the notes that
>> Jody
>> has quoted below, my understanding was incorrect and the board
>> needed to
>> select our President and Vice Presidents at our last meeting held on
>> 20 Oct. 2016.
>> 
>> The selection needs to be made urgently as there are several matters
>> to be taken up by our President and Vice-President. I suggest that
>> we take this up at our next board meeting scheduled for  3 November
>> 2016.
>> 
>> Best
>> 
>> Venka
>> 
>> P.S. I have also responded to Dirk's mail on related topic
>> privately, as
>> per his request.
>> 
>> On 2016/10/25 9:36, Jody Garnett wrote:
>> Dirk I was able to get some answers by digging into notes for
>> https://wiki.osgeo.org/wiki/Board_Face_to_Face_Meeting_2016 [1]
>> 
>> *President and Vice President Election*
>> 
>> - *HM nominated VR as president*
>> - *VR accepted nomination*
>> - *All in favour*
>> - *VR elected as OSGeo President*
>> - *HM and DF nominated as Vice President*
>> - *All in favour*
>> - *Term of this President/VP:Until the next board initial
>> meeting
>> after new board election.*
>> - *DF(Suggestion): need to change board members 2 yrs term to
>> 3 yrs.
>> This is a part of strategic plan of OSGeo.(JG)*
>> 
>> It looks like the term for the President and Vice Presidents has
>> elapsed,
>> and this meeting on Oct 20th was the intended time to choose new
>> officers.... and since I was away those present pushed this
>> conversation
>> off to an email discussion.
>> 
>> --
>> Jody Garnett
>> 
>> On 24 October 2016 at 17:33, Jody Garnett <jody.garnett at gmail.com>
>> wrote:
>> 
>> aside: taking this into a seperate thread, since it is a change of
>> topic.
>> 
>> Looking into this Dirk, sorry I was working and could not attend the
>> meeting:
>> 
>> *14:26:06 venka: Agenda 6: Selecting OSGeo Vice-President*
>> *14:26:55 helena_: it would be good to have somebody with industry
>> contacts for the second vice-president*
>> *14:26:56 vcraciunescu: this should also be postponed for a meeting
>> when
>> all board members will attend*
>> *14:27:06 kalxas: vcraciunescu, +1*
>> *14:27:09 maria: +1*
>> *14:27:11 helena_: yes, I think it would be good to have Jody*
>> *14:27:16 venka: I suggest we start a thread on loomio and select
>> our new
>> VP*
>> 
>> Checking Loomio there is indeed a discussion / motion
>> 
>> *https://www.loomio.org/d/jWiY2zLA/vice-president [2]
>> <https://www.loomio.org/d/jWiY2zLA/vice-president [2]>*
>> 
>> So yeah I confess myself confused on this one, we have no
>> requirement for
>> our officers to be board members - and I feel you are fulfilling
>> your role
>> very well (and had some activities scheduled as our vice-president
>> that I
>> would hate to interrupt).
>> 
>> Let us assume that this was an assumption each vice-president had to
>> be a
>> board member; rather than any reflection on your capabilities or
>> commitment.
>> 
>> While our organization does not have a director we tend to lean on
>> the
>> office of president to pick up activities. Backing Venka up with two
>> vice-presidents is one way of picking up the strain (since we would
>> like
>> Venka to remain cheerful).
>> --
>> Jody Garnett
>> 
>> On 24 October 2016 at 00:03, Dirk Frigne <dirk.frigne at geosparc.com>
>> wrote:
>> 
>> Hi Venka,
>> 
>> I see on the committees page that my Offices role as Vice president
>> is
>> erased, and today I see on loomino a nomination for a new Vice
>> President.
>> I didn't see a motion in the board to dismiss me as an OSGeo
>> Officer.
>> If you did, and of course the board has the right to do this, it is
>> polite to let me know. Maybe in advance if possible.
>> 
>> In an organisation where these positions are paid, this is
>> obligated. I
>> think it hows at least some respect when the position was executed
>> voluntarly to act in the same way.
>> 
>> Can I also knwo (in private please) the reason why I was dismissed
>> from
>> my function?
>> 
>> Thanks in advance,
>> 
>> Dirk Frigne
>> Vice president OSGeo
> 
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> --
> Cameron Shorter
> M +61 419 142 254
> 
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> Links:
> ------
> [1] https://wiki.osgeo.org/wiki/Board_Face_to_Face_Meeting_2016
> [2] https://www.loomio.org/d/jWiY2zLA/vice-president
> [3] http://lists.osgeo.org/mailman/listinfo/board
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