[OSGeo-Discuss] Bylaws or procedures? [was: OSGeo Elections starting tomorrow]

[Adrian Custer]

Hey all,

As part of looking into the rights of 'charter members', it appears that 
OSGeo operates under an unclear mix of its bylaws
   http://www.osgeo.org/content/foundation/incorporation/bylaws.html
and various procedures, e.g.
   http://wiki.osgeo.org/wiki/Proposed_Board_Election_Procedure
   http://wiki.osgeo.org/wiki/Membership_Process
and possibly others.


Unfortunately, these can be in conflict. For instance, from the bylaws 
there is:

     Section 3.3. Qualification. Directors may only be adult natural
     persons but need not be residents of Delaware or of the United
     States nor members of the corporation.

but from the Board_Election_Procedure, there is:

     Nominations
     ...
     3. Nominees must be charter members.

which are in direct conflict so it is unclear which take precedence.

In my experience, non-profits modify their bylaws rather than creating 
new documents with rules governing processes already set out in the 
bylaws. Also, it is not clear how to discover all the (wiki) web pages 
which might define procedures that OSGeo is currently attempting to follow.


It has been suggested that
   (1) during an election is not the time to address such issues, and
   (2) that tidying up such issues is not a pressing matter
so perhaps this issue is not of general interest. I bring it up merely 
because I just discovered it and I thought it worth mentioning to all of 
you.



cheers,
   ~adrian