Bylwas Revision[2]: COMMITTEES

A few reorganizations, additions and clarifications. Please comment on it,
esp. on the few items left in the question section. Hopefully we can finish
this by the middle of next week. Then it's on to voting!

Nils.

COMMITTEES
----------

- Committees are an extension of the BOD and they should take care of most
of the day to day operation of SPI

- committees should perform ongoing functions and should not be formed to
accomplish short term tasks

- they should be governed by the BOD, meaning they report to the BOD, and
the BOD can override their decisions (if necessary- this should be an
extreme case)

- they are accountable to the BOD and the membership

- if a committee is no longer necessary it should be disbanded. This can be
done by the BOD or a vote of the membership.

- committees can propose resolutions and motions

Charter
-------
- their charter should completely describe their rights and responsibilities
- the BOD issues and revoke charters (i.e. create and disband committees).
The membership should help write the charter.

Leadership and Membership
-------------------------
- the BOD appoints the committee leadership (leaders and alternates)

QUESTIONS:
----------
- how are members appointed? BOD? Leaders? Membership? Actually, should
the committee have an official membership? The membership of a committee
should be 'slow moving' i.e. committees should not have a 'revolving door'
membership with a quick turnover. How do we accomplish this?

- should non-contributing members be able to serve on committees?
[incidentally, that would automatically make them contributing
members...!! I would say no, as I envision committees doing the more
'important' work and to be a member you should have done some free software
work already. Off course, they can help with committee work, just not be a
member. That in turn would qualify them for contributing membership
eventually.]

- what should the internal structure of the committee look like? how are
decisions reached within a committee? Voting? Consensus? Should there be
a general specification for this, or should this be left up to the charter?
[I'd say leave it up to the charter. The membership committee and
administrative committee should be a lot more reactive, and (for example) an
Open Source committee or other more politically oriented committees should
be more slow moving and stable.]

--
Nils Lohner Software in the Public Interest, Inc.
E-Mail: lohner(at)spi-inc(dot)org PO Box 1326
Board Of Directors <board(at)spi-inc(dot)org> Boston, Ma. 02117 USA

On Fri, 2 Apr 1999, Nils Lohner wrote:

> - Committees are an extension of the BOD and they should take care of most
> of the day to day operation of SPI
>
> - committees should perform ongoing functions and should not be formed to
> accomplish short term tasks

Day to day operations are short term tasks and require ongoing decision
making. Maybe I am confused here about the nature of committees.

> - how are members appointed? BOD? Leaders? Membership? Actually, should
> the committee have an official membership? The membership of a committee
> should be 'slow moving' i.e. committees should not have a 'revolving door'
> membership with a quick turnover. How do we accomplish this?

committees are formed around an issue. This could be by members sharing a
certain interest or by the BOD organizing a committee or appointing
someone to start a committee. Powers to make decisions are conferred to
the committee by the BOD. Unless a committee has the power to make
decisions in a certain they can only submit recommendations
to the BOD.

> - should non-contributing members be able to serve on committees?
> [incidentally, that would automatically make them contributing
> members...!! I would say no, as I envision committees doing the more
> 'important' work and to be a member you should have done some free software
> work already. Off course, they can help with committee work, just not be a
> member. That in turn would qualify them for contributing membership
> eventually.]

Of course

> - what should the internal structure of the committee look like? how are
> decisions reached within a committee? Voting? Consensus? Should there be
> a general specification for this, or should this be left up to the charter?
> [I'd say leave it up to the charter. The membership committee and
> administrative committee should be a lot more reactive, and (for example) an
> Open Source committee or other more politically oriented committees should
> be more slow moving and stable.]

Maybe leave that up to the committee. The chairman needs to be responsible
for the actions to the BOD to have accountability.

> - if a committee is no longer necessary it should be disbanded. This can be
> done by the BOD or a vote of the membership.
What sort of vote? Quorum, two-thirds?

> Actually, should the committee have an official membership?
Yes. If a comittee is going to "be responsible for the day-to-day running
of SPI" (i.e., they're going to make day-to-day descisions on behalf of
the company), we may eventually end up in legal trouble if there's no one
who is officially responsible.

> - should non-contributing members be able to serve on committees?
> - what should the internal structure of the committee look like?
On the same tack, should committees be required to hold discussion on
publically-available lists? I understand that in some cases this simply
isn't an option, but in many cases it might be best if all committee
discussions were done in front of the world. Maybe a list for the
committee which only the committee can send to, but everybody can read?

Will

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On Fri, Apr 02, 1999 at 03:58:03PM -0500, Nils Lohner wrote:
> COMMITTEES
> ----------
>
> - Committees are an extension of the BOD and they should take care of most
> of the day to day operation of SPI
>
> - committees should perform ongoing functions and should not be formed to
> accomplish short term tasks
Why? Why can the BOD not form a "team" to work with apple on developing an
Open Source license? Once the license is done, the "team" (I like team
better than committee) is not needed and can be disbanded, naturally. It
could even be written into the charter in such a way that it wouldn't take
a seperate action by the BOD to disband. (But still satisfy the BOD
disbanding it).

> - committees can propose resolutions and motions
either "within the scope of their charter" or "of the type specified in
their charter" or "if allowed in their charter"... A committee on the OS
trademark shouldn't have any power to propose on an issue involving
membership. The individual members will still have what ever powers the
bylaws give, but not the "team" as an "entity".

> Leadership and Membership
> -------------------------
> - the BOD appoints the committee leadership (leaders and alternates)
Structure should be left up to the charter. Maybe (can't think of one off
the top of my head but maybe) a leader isn't necessary or even harmful to
the Foobard team... so they shouldn't have one. Instead, the whole team
should be appointed by the BOD -- esp. since the "teams" are an extention
of the BOD. If a leader is needed, the how the leader comes to be can be
spelled in the charter (in theory, some leaders can then be appointed by
the BOD, elected by the membership or chosen by the committee members).

> QUESTIONS:
> ----------
> - how are members appointed? BOD? Leaders? Membership? Actually, should
> the committee have an official membership? The membership of a committee
> should be 'slow moving' i.e. committees should not have a 'revolving door'
> membership with a quick turnover. How do we accomplish this?
see above. I"m not sure "turnover" can be measured except by very careful
selection of the "team" members.

> - should non-contributing members be able to serve on committees?
No...
> [incidentally, that would automatically make them contributing
> members...!! I would say no, as I envision committees doing the more
> 'important' work and to be a member you should have done some free software
> work already. Off course, they can help with committee work, just not be a
> member. That in turn would qualify them for contributing membership
> eventually.]
Or if yes, the membership should exclude being a committee member.

> - what should the internal structure of the committee look like? how are
> decisions reached within a committee? Voting? Consensus? Should there be
> a general specification for this, or should this be left up to the charter?
Charter defined...

Try to think of ALL the possible types of committees... then find the
ingredients that are in common that you want ALL the "teams" to have...
That is all that should be in the bylaws. The rest should be in the
charters.

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Previously Christoph Lameter wrote:
> Day to day operations are short term tasks and require ongoing decision
> making. Maybe I am confused here about the nature of committees.

This means that committees should not be used for a single short term
task (ie a committee to review a single license, or a committee to
organize a single booth, etc.).

Wichert.

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Previously Will Lowe wrote:
> On the same tack, should committees be required to hold discussion on
> publically-available lists? I understand that in some cases this simply
> isn't an option, but in many cases it might be best if all committee
> discussions were done in front of the world. Maybe a list for the
> committee which only the committee can send to, but everybody can read?

I think the BOD and committee leader should decide this together?

Wichert.

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Previously Nils Lohner wrote:
> - they should be governed by the BOD, meaning they report to the BOD, and
> the BOD can override their decisions (if necessary- this should be an
> extreme case)

So extreme I'ld rather have a general resolution needed for this.

> - committees can propose resolutions and motions

Can't members propose something as well?

> Charter
> -------
> - the BOD issues and revoke charters (i.e. create and disband committees).

add `in close coordination with the committee leader'

> Leadership and Membership
> -------------------------
> - the BOD appoints the committee leadership (leaders and alternates)

How about adding something like `If a leader leaves the new leader is
appointed by the BOD, after consultation with the leaving leader.' ?

> QUESTIONS:
> ----------
> - how are members appointed? BOD? Leaders? Membership? Actually, should
> the committee have an official membership? The membership of a committee
> should be 'slow moving' i.e. committees should not have a 'revolving door'
> membership with a quick turnover. How do we accomplish this?

People should volunteer (or can be asked to volunteer) for a committee,
and then a selection should be made. Preferably by the BOD and an
already select committee leader.

> - should non-contributing members be able to serve on committees?

I'ld say yes, but give contributing members preference when selecting
members if enough people volunteern

> - what should the internal structure of the committee look like?

Depends highly on the committee, and as such this probably shouldn't
be in the bylaws.

Wichert.

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So these are task forces and not committees? Some form of handling special
events is needed.

On Sat, 3 Apr 1999, Wichert Akkerman wrote:

> Previously Christoph Lameter wrote:
> > Day to day operations are short term tasks and require ongoing decision
> > making. Maybe I am confused here about the nature of committees.
>
> This means that committees should not be used for a single short term
> task (ie a committee to review a single license, or a committee to
> organize a single booth, etc.).

On Sat, Apr 03, 1999 at 02:32:34PM +0200, Wichert Akkerman wrote:
> > Charter
> > -------
> > - the BOD issues and revoke charters (i.e. create and disband committees).
>
> add `in close coordination with the committee leader'
Why? Often the charter is written before there is an "official" leader
(the BOD might know who they want in the position but there isn't a leader,
yet).

>
> > Leadership and Membership
> > -------------------------
> > - the BOD appoints the committee leadership (leaders and alternates)
>
> How about adding something like `If a leader leaves the new leader is
> appointed by the BOD, after consultation with the leaving leader.' ?
Is what you are saying, "If a leaer leaves, the BOD is to consult with the
leaving leader before appointing a new leader"??
>
>

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Previously Darren O. Benham wrote:
> Why? Often the charter is written before there is an "official" leader
> (the BOD might know who they want in the position but there isn't a leader,
> yet).

Hmm, valid point. I'm too used to situations where the leader is already
known I guess.

> Is what you are saying, "If a leaer leaves, the BOD is to consult with the
> leaving leader before appointing a new leader"??

Yes.

Wichert.

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