[Eg-oversight-board] Proposed Board Composition and Elections
Dan Scott
dan at coffeecode.net
Mon Dec 19 14:09:19 EST 2011
On Thu, Nov 17, 2011 at 12:54:05PM -0800, Lori Bowen Ayre wrote:
> So we could change (a) and (b) as follows:
>
> Composition
>
> (a) The Oversight Board shall consist of no fewer than seven (7) and no
> greater than thirteen (13) members.
>
> (b) Board members must be a "significant and sustained contributor" to
> Evergreen as defined below under Eligibility.
>
> Since the Election Procedures defines how often (annually) and when (at the
> Evergreen Conference) and how (by majority vote of attendees) the election
> will be done, we don't need to reiterate anything in sub-part (a) in this
> section.
Thanks for your thoughts, Lori; I think I concur with you on those
points.
I'm attaching a plain text version of Elizabeth's proposed changes to
enable board elections for those of you who had trouble with the .docx
version.
I have some other comments (not yet formed to the point of revisions):
* Composition (c):
At no time may the board consist of more than one individual
that represents a particular vendor or organization.
Instead of "consist of", perhaps "include" is the intent? I'm a bit
concerned about what "represents a ... organization" means - do nominees
have to declare what organization(s) they plan to represent at
election time? If a person belongs to a particular organization,
does that automatically mean that they are representing them on the
board? There's probably some overlap with the Conflict of Interest
policy here, and to be honest I think I would prefer to see the
Conflict of Interest policy deal with this rather than trying to
block nominations or kick people off of the Board due to their
(perceived or real) affiliations.
* The "Eligibility" section mentions "significant and sustained" in
its preamble, and then lists a long list of examples that, in a
number of cases, also qualify themselves as "significant". This
is a bit redundant, and also a bit redundant. (heh).
* There is a reference to "remote voting procedures established
under Article II Section 2.5, if such a remote voting process has
been established" but no such procedures are mentioned in our
current Rules of Governance
(http://evergreen-ils.org/dokuwiki/lib/exe/fetch.php?media=governance:rules-of-governance-2011-04-30.pdf)
- in fact, currently "2.6 Quorum and Board Voting" states "voting
may not be done by proxy". So perhaps strike the explicit reference
to a section that does not exist, and replace with something like
"remote voting procedures, if a remote voting process has been
established in the Rules of Governance"?
* There is a reference to a "Nominating and Membership Development
Committee" in "Election procedures" (b) - but as far as I know that
committee does not exist. Do we actually need a nomination
committee? or could we just use a wiki-based approach (like
http://fedoraproject.org/wiki/Board/Elections) where nominees are
added, or add themselves, to a section of the wiki?
* The same section states "Each Member in good standing will be
eligible to have one vote"; I suggest we strike this as we have no
defined membership (at least not this year), and go with Lori's
suggestion to rely on the conference attendee voting. (Perhaps
we can tackle an action item for next year's board to work on
membership definition such that voting can be inclusive of all
Evergreen significant and sustained contributors, whether or not
they are able to afford the time / expense of attending the
conference - but I'm happy to go with the conference attendee
approach for the short term)
* The "Term" section looks like it needs to be integrated into the
"Composition" section of our current rules of governance; there are
some duplicate clauses about removal / resignation that are
currently in the "Officers" section of the current rules of governance.
* Have we painted ourselves into a bit of a corner with the deadlines
for the "Transition to General Rules of Governance and General
Elections"? We're supposed to present the rules of governance for
approval of the general membership of the Evergreen Project during
the conference (note: general membership is an undefined term), and
we're also supposed to elect at least 1/3 of the Board seats during
the conference, but our proposed rules state that notice of the
slate of nominees must be sent out at least ten days before the
election. I guess it's unlikely that the attendees at the conference
will vote against the proposed changes to the rules of governance,
but if they do then we'll miss our self-imposed election deadline
and either have to come up with some remote voting procedures (and a
tighter definition of who can vote), or wait until the next
conference.
BTW, I've CCed the Conservancy in case they're interested in our
ruminations over our plans to add election procedures to our Rules of
Governance.
>
>
> On Thu, Nov 17, 2011 at 10:27 AM, McKinney, Elizabeth <
> emckinney at georgialibraries.org> wrote:
>
> > Lori,
> >
> > Yes, that is correct. While I don't think we want to go forward with the
> > idea of paid memberships, I think we could consider anyone who meets the
> > eligibility definition for the Board. Not sure how else to label them but
> > as Evergreen community members.
> >
> > Elizabeth
> >
> >
> >
> > Elizabeth McKinney
> > PINES Program Director
> > Georgia Public Library Service
> > A Unit of the University System of Georgia
> > 1800 Century Place, Suite 150
> > Atlanta GA 30345
> > 404.235.7141
> > emckinney at georgialibraries.org
> > http://www.georgialibraries.org/
> >
> >
> >
> >
> >
> > ----- Original Message -----
> > From: "Lori Bowen Ayre" <lori.ayre at galecia.com>
> > To: "eg-oversight-board" <eg-oversight-board at list.evergreen-ils.org>
> > Sent: Tuesday, November 15, 2011 4:22:40 PM
> > Subject: [Eg-oversight-board] Proposed Board Composition and Elections
> >
> >
> > Hi All,
> >
> >
> > I have a question about the Proposed Board Composition and Elections
> > document. Part (a) and (b) under Composition refer to the Evergreen
> > Software Foundation Membership....stating that Board members must be a
> > Foundation Member. What is the Evergreen Software Foundation? Is this
> > leftover from pre-SFC times?
> >
> >
> > Lori
> >
> >
> >
> >
> > =-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-==-=-=-=-=-=-=-=-=
> >
> > Lori Bowen Ayre //
> > Library Technology Consultant / The Galecia Group
> > Oversight Board & Communications Committee / Evergreen
> > (707) 763-6869 // Lori.Ayre at galecia.com
> >
> >
> > Specializing in open source ILS solutions, RFID, filtering,
> > workflow optimization, and materials handling
> >
> > =-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=
> >
> > _______________________________________________
> > eg-oversight-board mailing list
> > eg-oversight-board at list.evergreen-ils.org
> > http://list.evergreen-ils.org/cgi-bin/mailman/listinfo/eg-oversight-board
> >
> _______________________________________________
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-------------- next part --------------
Composition
-----------
(a) The Oversight Board shall consist of no fewer than seven (7) and no greater
than thirteen (13) members who are elected biennially by the Evergreen Software
Foundation Membership.
(b) Board members must be a Foundation Member.
(c) At no time may the board consist of more than one individual that
represents a particular vendor or organization. At least one board member must
be a citizen of the United States.
(d) For the purpose of broad representation on the Oversight Board, it is
preferred that each of the following is represented on the board:
(i) academic library
(ii) public library
(iii) independent library that is not part of a consortium
(iv) Evergreen consortium
(v) library located outside of the United States
(vi) state library
(vii) vendor (entity or organization that provides Evergreen related services for a fee)
Eligibility
-----------
Any "significant and sustained" contributor to Evergreen is eligible for a seat
on the Oversight Board. Contributions may include:
(i) writing code, documentation, creating translations;
(ii) running an Evergreen system that is in production use, including those
libraries whose Evergreen catalog is hosted by another party or is part of a
consortium;
(iii) hosting or maintaining Evergreen project resources including, but not
limited to, website, public test servers, and continuous integration servers;
(iv) providing significant funding for any of the above activities;
(v) employing (and explicitly supporting) an individual member?s contributions;
(vi) significant participation in project communication venues (mailing lists, IRC channels,
forums, conference calls);
(vii) hosting or significant participation in a conference planning committee; or
(viii) significantly contributing to the promotion of Evergreen to the
larger library and ILS community.
Election Procedures
-------------------
(a) The board members to be chosen for the following term shall be elected at
the annual Evergreen Conference. Board members will be elected by a simple
majority of Members present at the annual meeting and those who are considered
present through remote voting procedures established under Article II Section
2.5, if such a remote voting process has been established.
(b) The Nominating and Membership Development Committee will be responsible for
nominating a slate of prospective board members representing the Foundation?s
diverse constituency and ensuring that notice of the slate of nominees is sent
out ten (10) days in advance of the annual meeting. Any Foundation Member can
nominate a candidate to be considered for the slate of nominees. Individuals
may nominate themselves. Each Member in good standing will be eligible to have
one vote.
Term
----
Each board member serves a term of two years. Notwithstanding the above, a
board member may continue to serve past the two year period until the successor
board member has been duly elected into office. Board members may be elected
to serve an unlimited number of terms.
(a) Officers serve a term of one (1) year but, with the exception of the
Chairperson, may be re-elected an unlimited number of times, so long as they
continue to serve on the Oversight Board. The Vice Chairperson shall receive
first consideration for the office of the Chairperson in the election of
officers the following year.
(b) Oversight Board officers may be removed from office by an affirmative
majority vote of the Oversight Board at any time it is deemed to be in the best
interest of the organization. An officer may also resign from his/her elected
office. Resignation from the office must be in writing and received by the
Secretary or President of the board. Resignation is effective upon receipt
unless a different date is specified in the notice of resignation.
(c) In the case of absence or the inability of any officer to act, the board
may from time to time delegate the powers or duties of such officer to any
other officer, or any other person whom it may select, for such period of time
as the Oversight Board deems necessary.
(d) In the event an officer resigns or is otherwise removed from his/her office
on the board, the vacancy shall be filled by a majority vote of the Oversight
Board. Neither resignation nor removal from office will affect the member?s
status as a member of the Oversight Board.
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