Re: #02: Recall of Board Members

[chairman hat on]
Up for discussion:

02 Recall of board members (presumably by the membership)

The membership is not given a say in the removal of board members.

The membership should be able to recall board members or the entire board.
The membership committee's powers should be enumerated.

How does the ability to recall interact with the rule allowing the
presence of counsel?

On Mon, 10 Mar 2003, John Goerzen wrote:
> [chairman hat on]
> Up for discussion:
>
> 02 Recall of board members (presumably by the membership)
>
> The membership is not given a say in the removal of board members.
>
> The membership should be able to recall board members or the entire board.
> The membership committee's powers should be enumerated.
>
> How does the ability to recall interact with the rule allowing the
> presence of counsel?

When a member of parliament is recalled by his constituents - some
jurisdictions allow this - a bi-election is called. I think this is an
effective method that we can use for recalls, that is to say:

Step 0: One or more members of the board ceases to be active or otherwise
screws up.

Step 1: n% of membership signs a petition, votes, seconds a motion,
however we want to do it recalling one or more members of the board.

Step 2: a bi-election is held for the board seat(s) vacated by the recall.
If the impeached member wishes to contest this election, that board member
is free to be a candidate. That board member can then make his case (if
they haven't already on lists and discussions) as part of his campaign
platform.

Step 3: the winner of the bi-election joins the board.

The only situation in which counsel is needed is if the rest of the board
alleges misconduct, such as, for example, the treasurer siphening funds,
and attempts to internally remove the board member. The membership should
have the right to overrule an eviction of one of its members by the board.

=--------------------------------------------------=
David "cdlu" Graham cdlu(at)pkl(dot)net
Guelph, Ontario SMS: +1 519 760 1409

On Tue, Mar 11, 2003 at 03:33:28PM -0500, David Graham wrote:
> When a member of parliament is recalled by his constituents - some
> jurisdictions allow this - a bi-election is called. I think this is an
> effective method that we can use for recalls, that is to say:

We call it an interim or special election.

> Step 1: n% of membership signs a petition, votes, seconds a motion,
> however we want to do it recalling one or more members of the board.

Usually a petition.

> Step 2: a bi-election is held for the board seat(s) vacated by the recall.
> If the impeached member wishes to contest this election, that board member
> is free to be a candidate. That board member can then make his case (if
> they haven't already on lists and discussions) as part of his campaign
> platform.

This I like.

> The only situation in which counsel is needed is if the rest of the board
> alleges misconduct, such as, for example, the treasurer siphening funds,
> and attempts to internally remove the board member. The membership should
> have the right to overrule an eviction of one of its members by the board.

I suppose another petition to overrule would be useful. Perhaps a
generic petition system should be put into place in the bylaws. It would
allow n% of the membership to put a certain issue to the vote of the
entire membership.

--
Taral <taral(at)taral(dot)net>
This message is digitally signed. Please PGP encrypt mail to me.
"Most parents have better things to do with their time than take care of
their children." -- Me

On Wed, Mar 12, 2003 at 11:27:37AM -0600, Taral wrote:
> On Tue, Mar 11, 2003 at 03:33:28PM -0500, David Graham wrote:
> We call it an interim or special election.
>
> > Step 1: n% of membership signs a petition, votes, seconds a motion,
> > however we want to do it recalling one or more members of the board.
>
> Usually a petition.

I think we can make the process simpler. IMHO, simple is good.

Let's make a recall use the same mechanism as any other member-sponsored
resolution. No need for a separate petition; if they can get it up for
vote, then go ahead. I think we should make it have a 2/3 supermajority
requirement, though.

Alternatively, the board could expel one of their own by a 2/3 supermajority
of the board.

After someone is expelled from the board with either method, a new election
is called immediately to fill the vacant seat. The expelled person *IS*
eligible to run as a candidate in that election. This allows the membership
to overrule the board if so desired. Or even to overrule themselves. Heh.

So, it's defined in terms of existing procedures rather than requiring us to
enumerate separate election or petition procedures. I like that.

-- John

On Mon, Mar 10, 2003 at 10:09:51AM -0600, John Goerzen wrote:
> 02 Recall of board members (presumably by the membership)

And here is a specific proposal for this one:

1. Any board member or officer can be recalled by a 2/3 vote of
the membership.

2. A ballot for such a recall has only two options: Recall the member and
leave the member in place, and is tallied using a simple count -- no
condorcet voting. If the membership wishes to recall more than one
member, each one must be the subject of a separate ballot or question.

3. No individual board member may be the subject of more than one
recall vote within any given 90-day period.

4. If the recall vote turns out in favor of removing the member, the member
is expelled from the board immediately, and any position as officer
is immediately relenquished.

5. Upon a vacancy on the board or for an officer (whether or not it arises
because of this procedure), if the next election for that particular seat
is x days or less away, the seat will be unfilled until the election,
at which point it will be filled using regular annual procedures.
A recalled member *is* eligible for election here.

Otherwise, an election will be called immediately for this particular
seat only.

A person elected under this clause will serve out the remainder of
the seat to which he/she is elected, and will be subject to re-election
at the next regularly scheduled annual election for that seat.

We will need to refine that x-day period based on the regular election
procedures we adopt, and may need to alter #5 based on that as well.

Rationale:

1. I think all board members and officers should be held thusly responsible,
and I think the bar should be higher than half.

2. The recall vote should be easily interpreted and decided, and since it
has only two options, condorcet is not needed.

3. This means that if the recall vote fails and the person remains a member
of the board, the membership cannot raise vote after vote calling for the
recall. It also means that if the recall vote succeeds but the person
is elected back to the board, a recall vote cannot be immediately
proposed.

4. I see no need for any delay, and in fact, it could cause a "burn the
bridges" problem.

5. If the next election is close enough that a replacement couldn't be
elected before it anyway, then there's no need to hold a separate
election; just deal with it normally.

On Fri, Mar 21, 2003 at 09:25:02AM -0600, John Goerzen wrote:
> On Mon, Mar 10, 2003 at 10:09:51AM -0600, John Goerzen wrote:
> > 02 Recall of board members (presumably by the membership)
>
> And here is a specific proposal for this one:
>
[snip recall election proposal]

What would be the process for triggering a recall election?

Matt
--
Oink!

On Fri, Mar 21, 2003 at 08:40:21AM -0800, Matt Kraai wrote:
> On Fri, Mar 21, 2003 at 09:25:02AM -0600, John Goerzen wrote:
> > On Mon, Mar 10, 2003 at 10:09:51AM -0600, John Goerzen wrote:
> > > 02 Recall of board members (presumably by the membership)
> >
> > And here is a specific proposal for this one:
> >
> [snip recall election proposal]
>
> What would be the process for triggering a recall election?

Excellent question.

The bylaws do currently provide for member-initiated resolutions, but do not
provide a mechanism for them. I think that we should provide that
mechanism (could be similar to Debian's where you have to have x number of
seconds), and use it for this as well.

-- John

>
> Matt
> --
> Oink!

On Fri, Mar 21, 2003 at 08:40:21AM -0800, Matt Kraai wrote:
> What would be the process for triggering a recall election?

I should add that I don't like the petition method because it takes a lot
longer to do and feels like having two elections. We can just vote once.

-- John

On Wed, Mar 12, 2003 at 12:50:18PM -0600, John Goerzen wrote:
> Let's make a recall use the same mechanism as any other member-sponsored
> resolution. No need for a separate petition; if they can get it up for
> vote, then go ahead. I think we should make it have a 2/3 supermajority
> requirement, though.
>
> Alternatively, the board could expel one of their own by a 2/3 supermajority
> of the board.

Or both. I like these ideas. Member-sponsored resolutions seem like a
good generic solution.

--
Taral <taral(at)taral(dot)net>
This message is digitally signed. Please PGP encrypt mail to me.
"Most parents have better things to do with their time than take care of
their children." -- Me

[chairman hat on]
Again, we need to move fast. Since there have been no other proposals on
this one either, but there has been more discussion than on #01, I'll set
the deadline for disagreement at 72 hours from now.
[chairman hat off]

I propose the following amendment:

The paragraph in Article 7 beginning with "Vacancies in the Board" shall be
removed.

The paragraph in Article 7 beginning with "A director may be removed" shall
be removed.

In its place, the following shall be inserted:

Any Board member, including officers, may be removed from the board upon
the vote of 2/3 of the membership. No individual vote or call for votes
may apply to more than one person. No personl may be the subject of more
than one recall vote within any given 90-day period.

Subject to the above, the membership may call for a recall vote if 10
members publically identify themselves as supporting such a vote. This
shall constitute a call for votes, and an vote among the membership shall
then be held immediately. All contributing members are eligible to vote.
A ballot shall have only two options: recall the Board member, or leave
the member in place. The vote is tallied with a simple count.

If the vote to remove the Board member passes, the member is immediately
removed from the Board and any position as officer.

The member that is the subject of a removal vote may vote on that
question. The removal of a Board member does not render that person
un-eligible to run for re-election.

When a vacancy occurs on the board for any reason, whether or not a
result of a removal vote, if the next regular election for that particular
seat is 40 days or less away, the seat will be unfilled until the regular
election, at which point it will be filled using the regular procedures
laid out in this Article. If the next regular election for the empty seat
is more than 40 days away, a special election will be called immediately
for that particular seat only. The winner of that election will serve out
the balance of the term, and the seat will be subject to re-election at
the normal time.

On Wed, 26 Mar 2003, John Goerzen wrote:

> [chairman hat on]
> Again, we need to move fast. Since there have been no other proposals on
> this one either, but there has been more discussion than on #01, I'll set
> the deadline for disagreement at 72 hours from now.
> [chairman hat off]
>
> I propose the following amendment:
>
> The paragraph in Article 7 beginning with "Vacancies in the Board" shall be
> removed.
>
> The paragraph in Article 7 beginning with "A director may be removed" shall
> be removed.
>
> In its place, the following shall be inserted:
>
> Any Board member, including officers, may be removed from the board upon
> the vote of 2/3 of the membership. No individual vote or call for votes
> may apply to more than one person. No personl may be the subject of more
> than one recall vote within any given 90-day period.

of the +contributing+ membership. 2/3 may be a bit of a high bar without a
strict mandate to the membership committee to purge inactive contributing
members, which is a hopelessly difficult task. If we ask 2/3 of the
membership to throw out a member of the board because the board is having
the trouble it had in the last few months, it's unlikely it'll happen. If
the board is an activist board, it won't be necessary. The clause becomes
more or less self-defeating with the bar set that high. I would be for a
"vote of 2/3 of the contributing membership who cast ballots" subject to
the normal quorum, announcement, and duration requirements.

> Subject to the above, the membership may call for a recall vote if 10
> members publically identify themselves as supporting such a vote. This
> shall constitute a call for votes, and an vote among the membership shall
> then be held immediately. All contributing members are eligible to vote.
> A ballot shall have only two options: recall the Board member, or leave
> the member in place. The vote is tallied with a simple count.

s/an vote/a vote/ and I think "shall then be held immediately" would be
better served it is held "according to standard vote procedures" which
would then need to provide time limits, annoucement requirements, etc.

> If the vote to remove the Board member passes, the member is immediately
> removed from the Board and any position as officer.
>
> The member that is the subject of a removal vote may vote on that
> question. The removal of a Board member does not render that person
> un-eligible to run for re-election.

Would it be appropriate to mention that this (to run in the byelection) is
how a board member can appeal such a decision?

> When a vacancy occurs on the board for any reason, whether or not a
> result of a removal vote, if the next regular election for that particular
> seat is 40 days or less away, the seat will be unfilled until the regular
> election, at which point it will be filled using the regular procedures
> laid out in this Article. If the next regular election for the empty seat
> is more than 40 days away, a special election will be called immediately
> for that particular seat only. The winner of that election will serve out
> the balance of the term, and the seat will be subject to re-election at
> the normal time.

Ok. so ignore my comment about that being the appropriate place for
by-elections from my previous email. This one works. :)

=--------------------------------------------------=
David "cdlu" Graham cdlu(at)pkl(dot)net
Guelph, Ontario SMS: +1 519 760 1409

On Wed, Mar 26, 2003 at 09:27:27AM -0600, John Goerzen wrote:
[snip]
> Any Board member, including officers, may be removed from the board upon
> the vote of 2/3 of the membership. No individual vote or call for votes
> may apply to more than one person. No personl may be the subject of more
^^^^^^^
"person"

Matt
--
It's most certainly GNU/Linux, not Linux. Read more at
http://www.gnu.org/gnu/why-gnu-linux.html.

On Wed, Mar 26, 2003 at 11:00:36AM -0500, David Graham wrote:
> > Any Board member, including officers, may be removed from the board upon
> > the vote of 2/3 of the membership. No individual vote or call for votes
> > may apply to more than one person. No personl may be the subject of more
> > than one recall vote within any given 90-day period.
>
> of the +contributing+ membership. 2/3 may be a bit of a high bar without a
> strict mandate to the membership committee to purge inactive contributing
> members, which is a hopelessly difficult task. If we ask 2/3 of the

It's 2/3 of the votes cast. Perhaps that should be clarified. Yes,
contributing membership.

> more or less self-defeating with the bar set that high. I would be for a
> "vote of 2/3 of the contributing membership who cast ballots" subject to
> the normal quorum, announcement, and duration requirements.

That's exactly what I was proposing, just not as clearly.

> s/an vote/a vote/ and I think "shall then be held immediately" would be
> better served it is held "according to standard vote procedures" which
> would then need to provide time limits, annoucement requirements, etc.

Makes sense.

> Would it be appropriate to mention that this (to run in the byelection) is
> how a board member can appeal such a decision?

No, I think an appeal is a more ephemeral thing in this case. We can let
people look at it like that if they wish.

Would you be in favor of this proposal if I amend it to fix the problems you
mentioned above?

-- John

I have revised this proposal based on comments from David and Matt. Here is
the new version.

I propose the following amendment:

The paragraph in Article 7 beginning with "Vacancies in the Board" shall be
removed.

The paragraph in Article 7 beginning with "A director may be removed" shall
be removed.

In its place, the following shall be inserted:

Any Board member, including officers, may be removed from the board upon
the affirmative vote of 2/3 of the voting contributing membership. No
individual vote or call for votes may apply to more than one person. No
person may be the subject of more than one recall vote within any given
90-day period.

Subject to the above, the membership may call for a recall vote if 10
members publically identify themselves as supporting such a vote. This
shall constitute a call for votes, and a vote among the membership shall
then be held immediately subject to normal voting procedures. All
contributing members are eligible to vote. A ballot shall have only two
options: recall the Board member, or leave the member in place. The vote
is tallied with a simple count.

If the vote to remove the Board member passes, the member is immediately
removed from the Board and any position as officer.

The member that is the subject of a removal vote may vote on that
question. The removal of a Board member does not render that person
un-eligible to run for re-election.

When a vacancy occurs on the board for any reason, whether or not a
result of a removal vote, if the next regular election for that particular
seat is 40 days or less away, the seat will be unfilled until the regular
election, at which point it will be filled using the regular procedures
laid out in this Article. If the next regular election for the empty seat
is more than 40 days away, a special election will be called immediately
for that particular seat only. The winner of that election will serve out
the balance of the term, and the seat will be subject to re-election at
the normal time.

On Wed, Mar 26, 2003 at 04:29:27PM -0600, John Goerzen wrote:
> Subject to the above, the membership may call for a recall vote if 10
> members publically identify themselves as supporting such a vote. This

"10 contributing members"

> un-eligible to run for re-election.

"ineligible" and "reelection"

Matt
--
It's most certainly GNU/Linux, not Linux. Read more at
http://www.gnu.org/gnu/why-gnu-linux.html.

David,

Do you find this proposal acceptable?

If so, I'll post a new version with Matt's typographical corrections and
we'll vote on that.

-- John

On Wed, Mar 26, 2003 at 04:29:27PM -0600, John Goerzen wrote:
> I have revised this proposal based on comments from David and Matt. Here is
> the new version.
>
> I propose the following amendment:
>
> The paragraph in Article 7 beginning with "Vacancies in the Board" shall be
> removed.
>
> The paragraph in Article 7 beginning with "A director may be removed" shall
> be removed.
>
> In its place, the following shall be inserted:
>
> Any Board member, including officers, may be removed from the board upon
> the affirmative vote of 2/3 of the voting contributing membership. No
> individual vote or call for votes may apply to more than one person. No
> person may be the subject of more than one recall vote within any given
> 90-day period.
>
> Subject to the above, the membership may call for a recall vote if 10
> members publically identify themselves as supporting such a vote. This
> shall constitute a call for votes, and a vote among the membership shall
> then be held immediately subject to normal voting procedures. All
> contributing members are eligible to vote. A ballot shall have only two
> options: recall the Board member, or leave the member in place. The vote
> is tallied with a simple count.
>
> If the vote to remove the Board member passes, the member is immediately
> removed from the Board and any position as officer.
>
> The member that is the subject of a removal vote may vote on that
> question. The removal of a Board member does not render that person
> un-eligible to run for re-election.
>
> When a vacancy occurs on the board for any reason, whether or not a
> result of a removal vote, if the next regular election for that particular
> seat is 40 days or less away, the seat will be unfilled until the regular
> election, at which point it will be filled using the regular procedures
> laid out in this Article. If the next regular election for the empty seat
> is more than 40 days away, a special election will be called immediately
> for that particular seat only. The winner of that election will serve out
> the balance of the term, and the seat will be subject to re-election at
> the normal time.
>
>
>
> _______________________________________________
> Spi-bylaws mailing list
> Spi-bylaws(at)lists(dot)spi-inc(dot)org
> http://lists.spi-inc.org/cgi-bin/listinfo/spi-bylaws

It is, yes. Though we'll have to make sure the regular voting procedures
do not require the secretary to be involved as is the case in the current
bylaws, but does still allow for a fair vote to take place.

=--------------------------------------------------=
David "cdlu" Graham cdlu(at)pkl(dot)net
Guelph, Ontario SMS: +1 519 760 1409

On Tue, 1 Apr 2003, John Goerzen wrote:

> David,
>
> Do you find this proposal acceptable?
>
> If so, I'll post a new version with Matt's typographical corrections and
> we'll vote on that.
>
> -- John
>
> On Wed, Mar 26, 2003 at 04:29:27PM -0600, John Goerzen wrote:
> > I have revised this proposal based on comments from David and Matt. Here is
> > the new version.
> >
> > I propose the following amendment:
> >
> > The paragraph in Article 7 beginning with "Vacancies in the Board" shall be
> > removed.
> >
> > The paragraph in Article 7 beginning with "A director may be removed" shall
> > be removed.
> >
> > In its place, the following shall be inserted:
> >
> > Any Board member, including officers, may be removed from the board upon
> > the affirmative vote of 2/3 of the voting contributing membership. No
> > individual vote or call for votes may apply to more than one person. No
> > person may be the subject of more than one recall vote within any given
> > 90-day period.
> >
> > Subject to the above, the membership may call for a recall vote if 10
> > members publically identify themselves as supporting such a vote. This
> > shall constitute a call for votes, and a vote among the membership shall
> > then be held immediately subject to normal voting procedures. All
> > contributing members are eligible to vote. A ballot shall have only two
> > options: recall the Board member, or leave the member in place. The vote
> > is tallied with a simple count.
> >
> > If the vote to remove the Board member passes, the member is immediately
> > removed from the Board and any position as officer.
> >
> > The member that is the subject of a removal vote may vote on that
> > question. The removal of a Board member does not render that person
> > un-eligible to run for re-election.
> >
> > When a vacancy occurs on the board for any reason, whether or not a
> > result of a removal vote, if the next regular election for that particular
> > seat is 40 days or less away, the seat will be unfilled until the regular
> > election, at which point it will be filled using the regular procedures
> > laid out in this Article. If the next regular election for the empty seat
> > is more than 40 days away, a special election will be called immediately
> > for that particular seat only. The winner of that election will serve out
> > the balance of the term, and the seat will be subject to re-election at
> > the normal time.
> >
> >
> >
> > _______________________________________________
> > Spi-bylaws mailing list
> > Spi-bylaws(at)lists(dot)spi-inc(dot)org
> > http://lists.spi-inc.org/cgi-bin/listinfo/spi-bylaws
>

On Tue, Apr 01, 2003 at 09:39:27AM -0500, David Graham wrote:
> It is, yes. Though we'll have to make sure the regular voting procedures
> do not require the secretary to be involved as is the case in the current
> bylaws, but does still allow for a fair vote to take place.

Agreed.

-- John