Re: #01: Election of board members by SPI membership

[chairman hat on]
Up for discussion:

01 Election of board members by SPI membership

On Mon, Mar 10, 2003 at 10:07:47AM -0600, John Goerzen wrote:
> [chairman hat on]
> Up for discussion:
>
> 01 Election of board members by SPI membership

I think this clearly needs to happen. It's a clear problem, and is part of
the idea of making SPI accountible to the membership.

Any comments? If not, I'll propose something.

[ I can hear pins dropping in this list ]

On Mon, 10 Mar 2003, John Goerzen wrote:
> [chairman hat on]
> Up for discussion:
>
> 01 Election of board members by SPI membership

The current by-laws assert that the board is answerable to the membership.
The best and most effective method of doing this is by elections.

I believe the entire board should be elected annually at the by-law
specified annual general meeting, or at least have the results of the
election announced at that time.

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

John Goerzen <jgoerzen(at)complete(dot)org> writes:

> 01 Election of board members by SPI membership

I think board members should be directly elected by the membership, and I
would prefer that the board be split in 2 or 3 chunks each voted on in
alternating years so that some continuity is maintained rather than electing
all board members each year.

Bdale

On Tue, 11 Mar 2003, Bdale Garbee wrote:
> John Goerzen <jgoerzen(at)complete(dot)org> writes:
>
> > 01 Election of board members by SPI membership
>
> I think board members should be directly elected by the membership, and I
> would prefer that the board be split in 2 or 3 chunks each voted on in
> alternating years so that some continuity is maintained rather than electing
> all board members each year.

I disagree that board members should sit for more than one year at a time.
It allows a sense of complacency and non-accountability to set in. If a
board members wants to sit for multiple years, I think they should need to
seek re-election. A good board member will have no trouble winning
re-election and will be able to carry on as before.

However the option of splitting the election in two does work. It can be
done fairly simply - in January half the board is elected, and in July the
other half of the board is elected. The downside to elections _less_ than
once a year is the possible frequent change in officers, but again, an
officer who is performing will remain on the board as long as they seek
re-election.

I am not personally very fond of staggered elections.

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

On Tue, Mar 11, 2003 at 03:55:10PM -0500, David Graham wrote:
> However the option of splitting the election in two does work. It can be
> done fairly simply - in January half the board is elected, and in July the

[snip]

> I am not personally very fond of staggered elections.

I think that either way is going to lead to a lot of confusion, and we will
have a particularly difficult bootstrapping problem (who gets voted on
first?).

I think we could do one of these options:
a. Elections are held once a year (or once every two years), at which
point all board members and officers are up for re-election.

b. Each member's term expires n years from the date they became part
of the Board.

Option A would be the easiest to implement -- we'd have a single election
season, everyone's hat goes into the ring, and we can pick the top n choices
for board members.

Option B would provide a staggered approach, but I see its downside being a
continual campaign season. Not all that good.

Also, we need to consider officers. The existing bylaws provide mechanics
of taking a vote of the membership for officers, but not much guidance on
how or when that is to be done.

I think one solution is:
Hold elections once every n years. All officers and board members
are up for election at that time, using a single ballot. The top m
selections are determined to be the new board members. The board selects
from their number the four officers at that point.

This resembles a parliamentary system.

Another solution is:
Hold elections once every n years. People may run for one of three
officer positions and/or a board member position. The top n board member
candidates are appointed, as well as the winners of the officer races.
In the event that a single person runs both as an officer candidate and
a board candidate and wins as an officer, the election for board
candidates will ignore that candidate, and select the next highest
candidate for the position. The board selects the secretary from their
members.

This resembles a presidential system.

The first option is the easier one to implement and understand. The second
gives the members more direct control, but at the cost of being more
difficult to run. I'm not sure it's clear that cost is worth it.

The disadvantage of the first option is that it encourages politicing
amongst the board at the very beginning, and may well lead to political
parties within SPI. I'm not sure this is a good thing at all.

-- John

On Tue, 11 Mar 2003, John Goerzen wrote:
> I think that either way is going to lead to a lot of confusion, and we will
> have a particularly difficult bootstrapping problem (who gets voted on
> first?).

Logically, it would start that the three new board members we have now
stay on and the seven older members would be subject to election, if we
were to use a staggered approach. From there it would flow normally,
albeit it might take a while for it to reach half the board at a time.

> I think we could do one of these options:
> a. Elections are held once a year (or once every two years), at which
> point all board members and officers are up for re-election.
>
> b. Each member's term expires n years from the date they became part
> of the Board.
>
> Option A would be the easiest to implement -- we'd have a single election
> season, everyone's hat goes into the ring, and we can pick the top n choices
> for board members.

This is definately the option I'm for (once a year).

> Option B would provide a staggered approach, but I see its downside being a
> continual campaign season. Not all that good.

Another downside to a staggered approach is if the status quo isn't
working, it will take several elections to replace the whole board with
fresh blood. Impeachments/recalls should be fairly difficult and used in
the most extreme of circumstances, so should not be considered an
alternative to thorough elections.

> Also, we need to consider officers. The existing bylaws provide mechanics
> of taking a vote of the membership for officers, but not much guidance on
> how or when that is to be done.

If board members are selected using the condorcet system in the manner
they were last month, it could be fairly simple to work out officers -

outright winner - president
second place - vice president
third place - treasurer
4th-(8th-12th) - rest of the board

The secretary can rotate through the board or be selected by the board,
and officers can resign and be replaced between elections. The secretary
is a procedural rather than political role and doesn't really need to be
elected by the membership in my opinion.

> I think one solution is:
> Hold elections once every n years. All officers and board members
> are up for election at that time, using a single ballot. The top m
> selections are determined to be the new board members. The board selects
> from their number the four officers at that point.
>
> This resembles a parliamentary system.

The board selecting its own officers is certainly simple, but I don't
believe it's the best. I think it's possible for the membership to select
board members and officers all at once on one ballot and have a cross
between a parliamentary and presidential system.

> Another solution is:
> Hold elections once every n years. People may run for one of three
> officer positions and/or a board member position. The top n board member
> candidates are appointed, as well as the winners of the officer races.
> In the event that a single person runs both as an officer candidate and
> a board candidate and wins as an officer, the election for board
> candidates will ignore that candidate, and select the next highest
> candidate for the position. The board selects the secretary from their
> members.
>
> This resembles a presidential system.
>
> The first option is the easier one to implement and understand. The second
> gives the members more direct control, but at the cost of being more
> difficult to run. I'm not sure it's clear that cost is worth it.

Option 3 - selecting officers as part of the board election as I outlined
above is the simple to implement and understand and gives members very
direct control.

> The disadvantage of the first option is that it encourages politicing
> amongst the board at the very beginning, and may well lead to political
> parties within SPI. I'm not sure this is a good thing at all.

I also think hierarchal ranking reduces or eliminates the chance for
parties, but I would not be adverse to explicitly banning parties in the
by-laws.

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

On Tue, Mar 11, 2003 at 08:36:40PM -0500, David Graham wrote:
> Logically, it would start that the three new board members we have now
> stay on and the seven older members would be subject to election, if we
> were to use a staggered approach. From there it would flow normally,
> albeit it might take a while for it to reach half the board at a time.

I'm not sure that the three vs. 7 thing really lends itself to balance. We
will need to have some sort of enforced balance by procedure if we do this.

We could just declare certain seats to expire certain times to begin with.
There is still the bootstrapping problem. I would prefer to abstain from
final wording on that one due to a potential conflict of interest.

> Another downside to a staggered approach is if the status quo isn't
> working, it will take several elections to replace the whole board with
> fresh blood. Impeachments/recalls should be fairly difficult and used in
> the most extreme of circumstances, so should not be considered an
> alternative to thorough elections.

I think running two board campaigns per year is too much. Currently, board
members have a term of three years. I think one compromise may be to make
the terms two years, and half of the board is up for re-election each year.
If the terms remain at three years, a third of the board could be up for
re-election each year.

However, I'm not sure your officer selection proposal can co-exist with this
sort of method. It seems to require everyone be voted on at once.

> If board members are selected using the condorcet system in the manner
> they were last month, it could be fairly simple to work out officers -
>
> outright winner - president
> second place - vice president
> third place - treasurer
> 4th-(8th-12th) - rest of the board

I don't like this option very well. It may well be that the person in third
place is not well qualified to be the treasurer and does not seek that
position. If I want to see a particular person as the treasurer, it is very
difficult to express my wish in this way. Same goes for president and VP.

> The secretary can rotate through the board or be selected by the board,
> and officers can resign and be replaced between elections. The secretary
> is a procedural rather than political role and doesn't really need to be
> elected by the membership in my opinion.

Agreed wrt the secretary.

> I also think hierarchal ranking reduces or eliminates the chance for
> parties, but I would not be adverse to explicitly banning parties in the
> by-laws.

I don't think we can do that. There's nothing we can do to prevent people
from aligning themselves with one another off-list. Nor should we be prying
into that.

-- John

On Tue, 11 Mar 2003, John Goerzen wrote:
> > Logically, it would start that the three new board members we have now
> > stay on and the seven older members would be subject to election, if we
> > were to use a staggered approach. From there it would flow normally,
> > albeit it might take a while for it to reach half the board at a time.
>
> I'm not sure that the three vs. 7 thing really lends itself to balance. We
> will need to have some sort of enforced balance by procedure if we do this.
>
> We could just declare certain seats to expire certain times to begin with.
> There is still the bootstrapping problem. I would prefer to abstain from
> final wording on that one due to a potential conflict of interest.

I think it is best to avoid separating the election altogether. One
election for the whole board is certainly, in my opinion, the best option.

> > Another downside to a staggered approach is if the status quo isn't
> > working, it will take several elections to replace the whole board with
> > fresh blood. Impeachments/recalls should be fairly difficult and used in
> > the most extreme of circumstances, so should not be considered an
> > alternative to thorough elections.
>
> I think running two board campaigns per year is too much. Currently, board
> members have a term of three years. I think one compromise may be to make
> the terms two years, and half of the board is up for re-election each year.
> If the terms remain at three years, a third of the board could be up for
> re-election each year.

I think separating it in two is not a very good idea, but separating it in
three can stunt any renewal efforts if we ever get into a situation like
the one we had in December of last year. I favour very strongly one
election for everyone per year, with no limit on the number of times a
board member can be re-elected.

> However, I'm not sure your officer selection proposal can co-exist with this
> sort of method. It seems to require everyone be voted on at once.

See the message I just sent to the list for an alternative to the officer
selection process.

> > If board members are selected using the condorcet system in the manner
> > they were last month, it could be fairly simple to work out officers -
> >
> > outright winner - president
> > second place - vice president
> > third place - treasurer
> > 4th-(8th-12th) - rest of the board
>
> I don't like this option very well. It may well be that the person in third
> place is not well qualified to be the treasurer and does not seek that
> position. If I want to see a particular person as the treasurer, it is very
> difficult to express my wish in this way. Same goes for president and VP.

A system of appointments would allow a treasurer (for example) to be
appointed even if no candidates came forward for the role.

> > The secretary can rotate through the board or be selected by the board,
> > and officers can resign and be replaced between elections. The secretary
> > is a procedural rather than political role and doesn't really need to be
> > elected by the membership in my opinion.
>
> Agreed wrt the secretary.
>
> > I also think hierarchal ranking reduces or eliminates the chance for
> > parties, but I would not be adverse to explicitly banning parties in the
> > by-laws.
>
> I don't think we can do that. There's nothing we can do to prevent people
> from aligning themselves with one another off-list. Nor should we be prying
> into that.

Certainly people can align themselves, but a party system where people
vote for the parties rather than for the candidates could be outright
banned, forcing SPI never to formalise any such alignments.

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

David Graham <cdlu(at)pkl(dot)net> writes:

>> Also, we need to consider officers. The existing bylaws provide mechanics
>> of taking a vote of the membership for officers, but not much guidance on
>> how or when that is to be done.
>
> If board members are selected using the condorcet system in the manner
> they were last month, it could be fairly simple to work out officers -
>
> outright winner - president
> second place - vice president
> third place - treasurer
> 4th-(8th-12th) - rest of the board
>
> The secretary can rotate through the board or be selected by the board,
> and officers can resign and be replaced between elections. The secretary
> is a procedural rather than political role and doesn't really need to be
> elected by the membership in my opinion.

I strongly advise against direct election of officers. The large non-profits
I have worked with that are the most successful all have the members vote for
the board, and then have the board elect officers. In fact, I'm not sure they
even require that the officers be members of the board. The officers need to
be accountable to the board, and the board needs to be accountable to the
membership. If the board is powerless to replace an officer who is unable to
direct an appropriate amount of energy to the office, then the board won't
have the ability to keep things working.

Bdale

[ my chairman hat is NOT on for these comments ]

On Tue, Mar 11, 2003 at 11:10:59PM -0700, Bdale Garbee wrote:
> the board, and then have the board elect officers. In fact, I'm not sure they
> even require that the officers be members of the board. The officers need to

That makes some sense, too.

I see a lot of good ideas floating around. I think we have several separate
questions to answer. Let's try to take them in order so we can more
efficiently frame our discussion. The questions we need to answer are: 1)
do all board members get elected at the same time; 2) length of terms for
board members; 3) bootstrapping; 4) determination of the size of the board;
5) provisions for interim elections (if a member steps down or is recalled
in the middle of a term); 6) selection of officers (that can come later --
we have a separate topic for it)

So, for #1, our options are:
1. All board members up for election at once; top n winners get seats.

2. Board is split into separate "seats". Each seat has a given expiry
date. Half, a third (or whatever) expire for each election cycle.
Those that expire are up for re-election, and top n winners get
the open seats.

3. Board is split into separate "seats", with expiration times based on
length of service for current members.

My comments on these options:
1. To be effective, length of terms will have to be shorter than they are
now (they're three years at present). I'm not sure if one year is the
right number for this; presumably the three year value was to grant
a sense of stability to the board. As the board is more an
administrative than a political role, I don't see this as a big problem,
especially given greater recall powers.

2. A problem raised with this is getting rid of inactive members quickly.
Again, I think we need a separate mechanism to deal with that. Even
with annual elections, inactive members could hobble the board for
the greater part of a year.

I personally favor this option. I'd like to see half the seats up for
re-election each year. The benefits are that the membership will be
able to directly appoint half of the board each year -- enough to have
a major impact -- and yet there remains a stability because not all
seats will be open for election. The board gets to hear the voice of
the membership loud and clear on a more frequent basis than elections
every other year.

3. I think this leads to greater confusion, without the benefits of
#2. #2 strikes a nice balance between stability and reform.

I support elections annually. I do not support any mechanism that holds
elections more frequently or less frequently than that. I think more
frequent elections leads to a continual campaign season, and less frequent
elections leads to reduced accountability and sense of ownership among the
membership.

-- John

On Tue, Mar 11, 2003 at 02:11:22PM -0600, John Goerzen wrote:
> On Mon, Mar 10, 2003 at 10:07:47AM -0600, John Goerzen wrote:
> > 01 Election of board members by SPI membership

OK, discussion seems to have died off, so let's fire it up again :-)

I propose the following:
1. Board members and officers both serve for a term of two years.

2. In one year, officer positions are voted on; in the next year,
"non-officer" board seats are voted on. For the purposes of this
proposal, the Secretary position is not an officer.

3. Elections are held once a year.

4. On the year when "non-officer" board seats are elected, all candidates
are grouped into a single vote, and the top x winners get a seat on the
board.

5. On the year when officer seats are elected, two votes are held: one for
president and one for treasurer. The winner of the president vote
becomes president; and the second-place finisher becomes VP. The winner
of the treasurer vote becomes treasurer.

6. After each year's elections, the board shall pass a motion selecting
a secretary from the non-officer members of the board. The board may
replace the secretary at any time it desires by appointing a new
secretary from the non-officer members of the board.

7. No person may run for more than one seat in any given election.

Now, my rationale, keyed to the points above:

1. I think two years is a reasonable compromise. Board members currently
have a term of three years. If we set everyone to a term of one year,
we'd either have all board members and officers up for election
simultaneously, or have to hold two elections each year. I dislike both
of those options; the former because it leads to a lack of stability,
and the latter because it leads to a continuous campaign season.

2. We've talked a lot about different ways of selecting the officers.
We've discussed having the board appoint officers; having the top
vote-getter in a general election becoming president; holding separate
officer elections at the same time as regular board member elections;
and other similar schemes. None of these seemed to me really quite
right. Having the board appoint officers puts less direct control
in the hands of members. Having the top vote-getter become president,
the next VP, etc. may result in people not qualified for an officer
position becoming an officer and again will not let the membership
express preferences for a particular office. Holding officer elections
the same time as board member elections complicates the situation where
someone may want to run for both, necessiting conflict resolution rules.

This proposal, I think, solves all of these problems. If board members
want to run for an officer position; fine, we'll just fill the
newly-vacant seat(s) with our regular procedures.

3. See #1.

4. I think this makes sense. There's no need to vote on individual seats.
Haven't heard any disagreement with this option either.

5. I framed the VP thing this way because I can't imagine anyone wanting
to run for VP instead of president, but I'd imagine candidates for
president would be happy with VP and the corresponding seat on the
board. Plus, the #2 candidate in such an election would have a high
likelihood of being well qualified for the position.

I frame the treasurer position separately because it requires a
different skill set, and someone qualified to be president may not
be qualified to be treasurer, and vice-versa.

6. Since the secretary position is largely one of helping out the board,
I think it makes sense that they choose the secretary. I'm not sure
whether we should restrict this to the elected members of the board
or open it to any SPI contributing member. Thoughts on that welcome.

7. This means that you can't run for both president and VP, and has no
other effect. This means that we don't have to engineer a conflict
resolution mechanism in case someone wins both elections. Also, I think
that candidates should focus on a particular election anyway.

-- John

On Wed, Mar 12, 2003 at 08:43:29AM -0600, John Goerzen wrote:
> 2. Board is split into separate "seats". Each seat has a given expiry
> date. Half, a third (or whatever) expire for each election cycle.
> Those that expire are up for re-election, and top n winners get
> the open seats.

This is my preferred option. I think 1/2 is the right number, but that's
more of a gut feel than anything else. If it becomes a problem, it can
be amended.

What about the officers thing?

--
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 Fri, Mar 21, 2003 at 09:11:57AM -0600, John Goerzen wrote:

[chairman hat on]
First, a question: Taral, are you still up to keeping a running account of
our new proposed bylaws? No pressure either way; just checking.

Please let the Committee know immediately your comments on
this amendment. This proposal has not heard any significant disagreement
yet. We need to move forward, and so if there is no dissent heard within 48
hours, I'll assume it's agreed to.
[chairman hat off]

I propose the following amendment:

The second paragraph of Article 7 shall be removed. In its place, insert
the following:

Each seat on the Board of Directors, including those for officers, shall
have a term of two years. Seats for officers, excluding the secretary,
shall be up for election once every two years starting in 2003. Seats for
the other members of the board shall be up for election once every two
years starting in 2004. Elections shall be held at the same time each
year and are open to all contributing members. Membership in the
Organization is not a prerequisite for holding a seat on the Board.

In years when an officer election is held, two questions shall appear
on the ballot: a selection for president and a selection for treasurer.
The second-place candidate in the selection for president shall be vice
president.

In years when an election for non-officer Board seats is held, one
question shall appear on the ballot: selection of board members. If
x seats are up for election, then the top x candidates in the election
will be appointed to the Board.

After each annual election, the entire Board, including new members, shall
pass a resolution appointing a secretary. The Board may also pass a new
resolution at any time selecting a new secretary. The secretary selected
must already be a non-officer member of the Board.

No single person may run for more than one seat in any given election.

Additionally, from the second to the last paragraph in Article 7, this
sentence should be removed: "The Board of Directors shall select from one of
their number a Secretary." This stipulation is already covered in the text
above.

Below is the non-legalese version of this proposal.

> I propose the following:
> 1. Board members and officers both serve for a term of two years.
>
> 2. In one year, officer positions are voted on; in the next year,
> "non-officer" board seats are voted on. For the purposes of this
> proposal, the Secretary position is not an officer.
>
> 3. Elections are held once a year.
>
> 4. On the year when "non-officer" board seats are elected, all candidates
> are grouped into a single vote, and the top x winners get a seat on the
> board.
>
> 5. On the year when officer seats are elected, two votes are held: one for
> president and one for treasurer. The winner of the president vote
> becomes president; and the second-place finisher becomes VP. The winner
> of the treasurer vote becomes treasurer.
>
> 6. After each year's elections, the board shall pass a motion selecting
> a secretary from the non-officer members of the board. The board may
> replace the secretary at any time it desires by appointing a new
> secretary from the non-officer members of the board.
>
> 7. No person may run for more than one seat in any given election.
>
> Now, my rationale, keyed to the points above:
>
> 1. I think two years is a reasonable compromise. Board members currently
> have a term of three years. If we set everyone to a term of one year,
> we'd either have all board members and officers up for election
> simultaneously, or have to hold two elections each year. I dislike both
> of those options; the former because it leads to a lack of stability,
> and the latter because it leads to a continuous campaign season.
>
> 2. We've talked a lot about different ways of selecting the officers.
> We've discussed having the board appoint officers; having the top
> vote-getter in a general election becoming president; holding separate
> officer elections at the same time as regular board member elections;
> and other similar schemes. None of these seemed to me really quite
> right. Having the board appoint officers puts less direct control
> in the hands of members. Having the top vote-getter become president,
> the next VP, etc. may result in people not qualified for an officer
> position becoming an officer and again will not let the membership
> express preferences for a particular office. Holding officer elections
> the same time as board member elections complicates the situation where
> someone may want to run for both, necessiting conflict resolution rules.
>
> This proposal, I think, solves all of these problems. If board members
> want to run for an officer position; fine, we'll just fill the
> newly-vacant seat(s) with our regular procedures.
>
> 3. See #1.
>
> 4. I think this makes sense. There's no need to vote on individual seats.
> Haven't heard any disagreement with this option either.
>
> 5. I framed the VP thing this way because I can't imagine anyone wanting
> to run for VP instead of president, but I'd imagine candidates for
> president would be happy with VP and the corresponding seat on the
> board. Plus, the #2 candidate in such an election would have a high
> likelihood of being well qualified for the position.
>
> I frame the treasurer position separately because it requires a
> different skill set, and someone qualified to be president may not
> be qualified to be treasurer, and vice-versa.
>
> 6. Since the secretary position is largely one of helping out the board,
> I think it makes sense that they choose the secretary. I'm not sure
> whether we should restrict this to the elected members of the board
> or open it to any SPI contributing member. Thoughts on that welcome.
>
> 7. This means that you can't run for both president and VP, and has no
> other effect. This means that we don't have to engineer a conflict
> resolution mechanism in case someone wins both elections. Also, I think
> that candidates should focus on a particular election anyway.
>
> -- John
>
> _______________________________________________
> Spi-bylaws mailing list
> Spi-bylaws(at)lists(dot)spi-inc(dot)org
> http://lists.spi-inc.org/cgi-bin/listinfo/spi-bylaws

On Wed, 26 Mar 2003, John Goerzen wrote:

> On Fri, Mar 21, 2003 at 09:11:57AM -0600, John Goerzen wrote:
>
> [chairman hat on]
> First, a question: Taral, are you still up to keeping a running account of
> our new proposed bylaws? No pressure either way; just checking.
>
> Please let the Committee know immediately your comments on
> this amendment. This proposal has not heard any significant disagreement
> yet. We need to move forward, and so if there is no dissent heard within 48
> hours, I'll assume it's agreed to.
> [chairman hat off]
>
> I propose the following amendment:
>
> The second paragraph of Article 7 shall be removed.

fine by me

> In its place, insert
> the following:
>
> Each seat on the Board of Directors, including those for officers, shall
> have a term of two years. Seats for officers, excluding the secretary,
> shall be up for election once every two years starting in 2003. Seats for
> the other members of the board shall be up for election once every two
> years starting in 2004. Elections shall be held at the same time each
> year and are open to all contributing members. Membership in the
> Organization is not a prerequisite for holding a seat on the Board.

I'm not overly comfortable with two year split terms. I see the US senate
system as doing a lot to support the status quo and I see the same thing
happening here.

> In years when an officer election is held, two questions shall appear
> on the ballot: a selection for president and a selection for treasurer.
> The second-place candidate in the selection for president shall be vice
> president.
>
> In years when an election for non-officer Board seats is held, one
> question shall appear on the ballot: selection of board members. If
> x seats are up for election, then the top x candidates in the election
> will be appointed to the Board.
>
> After each annual election, the entire Board, including new members, shall
> pass a resolution appointing a secretary. The Board may also pass a new
> resolution at any time selecting a new secretary. The secretary selected
> must already be a non-officer member of the Board.
>
> No single person may run for more than one seat in any given election.

That's to say a board member who runs for treasurer will lose their board
seat? We should make sure the scenario for sitting board members running
for officers is clearly outlined.

Critically, this does not cover byelections. I think this is the
appropriate place to discuss vacancies and bielections.

> Additionally, from the second to the last paragraph in Article 7, this
> sentence should be removed: "The Board of Directors shall select from one of
> their number a Secretary." This stipulation is already covered in the text
> above.
>
> Below is the non-legalese version of this proposal.
>
> > I propose the following:
> > 1. Board members and officers both serve for a term of two years.
> >
> > 2. In one year, officer positions are voted on; in the next year,
> > "non-officer" board seats are voted on. For the purposes of this
> > proposal, the Secretary position is not an officer.
> >
> > 3. Elections are held once a year.
> >
> > 4. On the year when "non-officer" board seats are elected, all candidates
> > are grouped into a single vote, and the top x winners get a seat on the
> > board.
> >
> > 5. On the year when officer seats are elected, two votes are held: one for
> > president and one for treasurer. The winner of the president vote
> > becomes president; and the second-place finisher becomes VP. The winner
> > of the treasurer vote becomes treasurer.
> >
> > 6. After each year's elections, the board shall pass a motion selecting
> > a secretary from the non-officer members of the board. The board may
> > replace the secretary at any time it desires by appointing a new
> > secretary from the non-officer members of the board.
> >
> > 7. No person may run for more than one seat in any given election.
> >
> > Now, my rationale, keyed to the points above:
> >
> > 1. I think two years is a reasonable compromise. Board members currently
> > have a term of three years. If we set everyone to a term of one year,
> > we'd either have all board members and officers up for election
> > simultaneously, or have to hold two elections each year. I dislike both
> > of those options; the former because it leads to a lack of stability,
> > and the latter because it leads to a continuous campaign season.

Stability, here, is a euphamism for the status quo. If the board is doing
its job, it will be reelected. If it's not, it won't be. The two elections
you discuss can easily be a single election with two ballot questions,
though...

> > 2. We've talked a lot about different ways of selecting the officers.
> > We've discussed having the board appoint officers; having the top
> > vote-getter in a general election becoming president; holding separate
> > officer elections at the same time as regular board member elections;
> > and other similar schemes. None of these seemed to me really quite
> > right. Having the board appoint officers puts less direct control
> > in the hands of members. Having the top vote-getter become president,
> > the next VP, etc. may result in people not qualified for an officer
> > position becoming an officer and again will not let the membership
> > express preferences for a particular office. Holding officer elections
> > the same time as board member elections complicates the situation where
> > someone may want to run for both, necessiting conflict resolution rules.

... I don't necessarily think that someone who runs explicitly for
president without running for the board as well will make a good
president. In fact, it may be the opposite. Someone who runs for the job
of president may not be interested in sitting on the board in any other
capacity and that isn't a quality I would necessarily want. On the flip
side, as you point out, someone who runs for the board and becomes
president may not want it or be unqualified to do it. I think it's for
this reason that the by-laws currently allow the board to select its own
leadership, because the board will have a better sense of the actual
capabilities of its members than the general membership.

> > This proposal, I think, solves all of these problems. If board members
> > want to run for an officer position; fine, we'll just fill the
> > newly-vacant seat(s) with our regular procedures.

Unless they lose their bid for an officer position, in which case they
should be able to keep their seat. This is especially true if two
candidates for treasurer are both on the board, one will necessarily lose
and shouldn't be removed for the board for trying to run for treasurer.

> > 3. See #1.
> >
> > 4. I think this makes sense. There's no need to vote on individual seats.
> > Haven't heard any disagreement with this option either.

Hierarchal election is the simplest way to fill multiple seats when there
are no "ridings" to represent, though the member projects could arguably
be considered ridings.

> > 5. I framed the VP thing this way because I can't imagine anyone wanting
> > to run for VP instead of president, but I'd imagine candidates for
> > president would be happy with VP and the corresponding seat on the
> > board. Plus, the #2 candidate in such an election would have a high
> > likelihood of being well qualified for the position.
> >
> > I frame the treasurer position separately because it requires a
> > different skill set, and someone qualified to be president may not
> > be qualified to be treasurer, and vice-versa.

I don't disagree with separating treasurer and president(s).

> > 6. Since the secretary position is largely one of helping out the board,
> > I think it makes sense that they choose the secretary. I'm not sure
> > whether we should restrict this to the elected members of the board
> > or open it to any SPI contributing member. Thoughts on that welcome.

There may be contributing members willing to be secretary, and I see no
reason why they couldn't be appointed by the board as an Advisor with the
mandate/purpose of being secretary, without having a vote in its matters.

> > 7. This means that you can't run for both president and VP, and has no
> > other effect. This means that we don't have to engineer a conflict
> > resolution mechanism in case someone wins both elections. Also, I think
> > that candidates should focus on a particular election anyway.

I assume you mean can't run for both president and treasurer.

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

On Wed, Mar 26, 2003 at 10:50:54AM -0500, David Graham wrote:
> > After each annual election, the entire Board, including new members, shall
> > pass a resolution appointing a secretary. The Board may also pass a new
> > resolution at any time selecting a new secretary. The secretary selected
> > must already be a non-officer member of the Board.
> >
> > No single person may run for more than one seat in any given election.
>
> That's to say a board member who runs for treasurer will lose their board
> seat? We should make sure the scenario for sitting board members running
> for officers is clearly outlined.

No. This is why my proposal separates the elections into two separate
phases -- one for the officers and one for the other board members.

A "regular" board member can run for treasurer in a year in which that
election is held. That "regular" seat will not be up for election that
year, so it's not a problem. If he loses in the treasurer election, he
continues as a regular member. If he wins, he remains on the board (now as
treasurer) and the former seat becomes vacant and gets filled per the vacant
seat rules.

This rule basically says that nobody can run for both president and
treasurer at the same time.

The cumulative effect of this is that we don't have to engineer procedures
for when a single person wins more than one election, since that is never
possible with this system.

> Critically, this does not cover byelections. I think this is the
> appropriate place to discuss vacancies and bielections.

This comment ignored per your instructions :-)

> > > 1. I think two years is a reasonable compromise. Board members currently
> > > have a term of three years. If we set everyone to a term of one year,
> > > we'd either have all board members and officers up for election
> > > simultaneously, or have to hold two elections each year. I dislike both
> > > of those options; the former because it leads to a lack of stability,
> > > and the latter because it leads to a continuous campaign season.
>
> Stability, here, is a euphamism for the status quo. If the board is doing

I don't think so. Obviously this is shaking things up significantly :-)

Here's my consideration:

* I think that voting for officers and board members at once is too
complex. (See below for details)

* Holding more than one significant board election per year leads to
a continual campaign season, and a lack predictability. Business
slows because of the twice-yearly ramp-up period for new members.

* Putting new members in each year lets the membership have a significant
direct impact on the board annually.

* Not replacing all Board members at once is good because of "instutitional
memory" -- that is, if every seat turns over at once, there would be chaos
because nobody would know what was going on, what the board was supposed
to be doing, what issues were open, etc.

> its job, it will be reelected. If it's not, it won't be. The two elections
> you discuss can easily be a single election with two ballot questions,
> though...

The trouble here is that this gets to be extremely complicated. We will
have a situation where the result of one question may impact the result for
another question, which I'm not convinced is a desirable thing.

Consider: if Joe runs for both treasurer and an "at-large" seat, and wins
both, he obviously can't have both. Now we could say, "well, let Joe decide
which he wants." Well, we'll have to have a procedure for that -- giving
Joe seven days to communicate a decision, etc. Meanwhile, the election
results are held up. If Joe chooses the treasurer position, then the next
person down on the regular seats would become a board member. What if that
person also was the VP? We have to do the resolution again. It's a whole
quagmire, a complexity I'd rather see avoided. I think that the results of
the election should be known immediately and be binding, without one
question impacting another.

> ... I don't necessarily think that someone who runs explicitly for
> president without running for the board as well will make a good
> president. In fact, it may be the opposite. Someone who runs for the job

Well, anyone running for president *is* running for the board as well, since
the president has a seat on the board, as do all the officers.

> of president may not be interested in sitting on the board in any other
> capacity and that isn't a quality I would necessarily want. On the flip
> side, as you point out, someone who runs for the board and becomes
> president may not want it or be unqualified to do it. I think it's for
> this reason that the by-laws currently allow the board to select its own
> leadership, because the board will have a better sense of the actual
> capabilities of its members than the general membership.

To me, that seems an argument in favor of the status quo :-)

My fear with this system is that we will get too politicized. Board
candidates will group into parties, and will run on a platform of electing a
certain person president. I think that members should be able to directly
elect their president. The president is not merely the chair of the board
meetings; it's a position that goes well beyond the scope of the board
itself, and as such, I think it should be directly elected. We could,
however, alter the bylaws so that the board chooses their own Chairman, who
need not be the same as the president. Would that help you?

> Unless they lose their bid for an officer position, in which case they
> should be able to keep their seat. This is especially true if two
> candidates for treasurer are both on the board, one will necessarily lose
> and shouldn't be removed for the board for trying to run for treasurer.

I agree, and this is implicit in the proposal as above.

> Hierarchal election is the simplest way to fill multiple seats when there
> are no "ridings" to represent, though the member projects could arguably
> be considered ridings.

What is a "riding" and what do you mean by a "hierarchal election"?

> There may be contributing members willing to be secretary, and I see no
> reason why they couldn't be appointed by the board as an Advisor with the
> mandate/purpose of being secretary, without having a vote in its matters.

That makes sense to me.

> > > 7. This means that you can't run for both president and VP, and has no
> > > other effect. This means that we don't have to engineer a conflict
> > > resolution mechanism in case someone wins both elections. Also, I think
> > > that candidates should focus on a particular election anyway.
>
> I assume you mean can't run for both president and treasurer.

Yes. Mea culpa.

On Wed, Mar 26, 2003 at 09:03:11AM -0600, John Goerzen wrote:
> First, a question: Taral, are you still up to keeping a running account of
> our new proposed bylaws? No pressure either way; just checking.

Absolutely. Once things look definitive (or people ask me to accumulate
comments), I can produce reports.

--
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 26, 2003 at 02:34:21PM -0600, Taral wrote:
> On Wed, Mar 26, 2003 at 09:03:11AM -0600, John Goerzen wrote:
> > First, a question: Taral, are you still up to keeping a running account of
> > our new proposed bylaws? No pressure either way; just checking.
>
> Absolutely. Once things look definitive (or people ask me to accumulate
> comments), I can produce reports.

Excellent. I'll make a clear "chairman hat on" comment when we have decided
something specific to put into the report. If you could then note that,
this would be great.

-- John