[OSGeo Oceania] Call for Feedback Due 23rd Sept - Board Election Process & Timeline

[Greg Lauer]

Thanks for everybody’s comments. I have updated the Elections document to
reflect the feedback from members.

I have removed the paragraph on Minimum term of membership. The reasoning
behind the idea of restricting nominations to those who had been a member
for 12 months was based around two ideas. First, I feel we want to have
nominations for people that have already made some commitment to OSGeo
Oceania, and term of memberships is one way of showing commitment. It is
not perfect but in my mind a low barrier. Secondly, if we don’t have an
election (for example we have less nominations than there are positions)
then we have very little control of who becomes a director. In this
scenario there is no democratic process at all and anybody could become a
director. Strangely enough there is a group of people who look around for
these types of opportunities (gain Directorships without any type of
election) with the sole aim of either financial reward or trolling and
causing general mayhem. Once a director is elected it is very difficult to
remove them. By having some sort of ‘bar’ for nominations then the
organisation has some control over the nomination process and goes some way
to ensuring that a potential director represents the OSGO Oceania community
in some way. It is not uncommon for organisations to implement some form of
membership barrier. For example, OSMF close off membership applications
before the election period (although this was more to do with ‘vote
stacking’ I believe). I do agree, in hindsight, a change like this probably
should be part of the constitution, as opposed to using 79.1.

I have updated the ‘Meeting to Elect to Directors’ to reflect that it is a
General Meeting as opposed to a Board meeting. John is quite right on this
point.

John also suggested that “adding a bit of breathing room between this
deadline and opening the balloting”.  If I remember correctly last year
candidates added the statements themselves to the wiki. What I would like
to do, before updating the timetable, is discuss with the Returning Office
(when appointed) what they feel is the appropriate process for candidates’
statements.

I believe we have to hold the ‘Meeting to Elect Directors’ and the ‘Meeting
to Elect Officers’ on the same day. This is because, as per ASIC, as a
Public Company we have to, at all times have, have a minimum of three
directors, with two being ‘ordinarily resident of Australia’, and a
Secretary (also ‘ordinarily resident of Australia’). Our Constitution (in
75 and 80) are trigger points for Directors and officers to stand down, so
in my interpretation, these meetings need to be done on the same day. This
is reflected in the proposed timetable.

In terms of combining the Annual General Meeting and Meeting to Elect
Directors I share Alex’s view, with the Meeting to Elect Directors being
the final item of business.

Greg

On Mon, Sep 21, 2020 at 8:54 AM Alex Leith <alexgleith at gmail.com> wrote:

> Hey Folks
>
> We talked about combining the Annual General Meeting and Meeting to Elect
> Directors at the Board meeting on Friday.
>
> It's my view that we should combine these meetings so that we essentially
> wrap up the year that has been with the current Board, elect the new Board,
> all in an open meeting, and subsequently have our first Board meeting with
> the new Board directly after.
>
> To be clear, we would do something like this at the AGM:
>
>    - Table an annual report, which includes directors reports, financial
>    reports and working group and special interest group reports.
>    - Go through slides summarising the above
>    - Go through any other business
>    - Hold the formal election (ratifying the process outlined by Greg)
>
> We'll bed down the process and communicate more formally soon, but I
> wanted to be open about our discussions.
>
> Kind regards,
>
> Alex
>
> On Sun, 20 Sep 2020 at 05:39, Adam Steer <adam.d.steer at gmail.com> wrote:
>
>> Hi John
>>
>> The intent of that meeting a few days after voting is to give outgoing
>> and incoming directors time to complete the required forms and provide
>> clarity about the handover of responsibilities / liabilities - resolving
>> issues around timing which arose after the 2019 election.
>>
>> An alternative might be to distribute proforma ASIC paperwork to all
>> nominees and outgoing directors - so that the documents are signed on the
>> day results are announced. This, however, leaves no time for election
>> scrutiny by the community, members or the board.
>>
>> Perhaps a label change to 'meeting to confirm directors' or 'board
>> handover' (nice ways of saying official ASIC paperwork day) would help? If
>> that still feels like it contravenes the constitution, perhaps a tweak can
>> be proposed.
>>
>> Cheers,
>>
>> Adam
>> _______________________________________________
>> Oceania mailing list
>> Oceania at lists.osgeo.org
>> https://lists.osgeo.org/mailman/listinfo/oceania
>>
>
>
> --
> Alex Leith
> m: 0419189050
> _______________________________________________
> Oceania mailing list
> Oceania at lists.osgeo.org
> https://lists.osgeo.org/mailman/listinfo/oceania
>
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