[Eg-oversight-board] Draft of Executive session wording

Tue May 24 18:25:13 EDT 2016

Sorry for the noise... My thumbs are extra thumby today.

Ron and Ruth, I know both of you have a lot of Board experience outside of
the EOB. In your experience, what's the"norm" with regard to notice of a
meeting or other issues Terran raised?
Grace

sent from my phone, apologies for brevity and autocorrect
On May 24, 2016 6:22 PM, "Grace Dunbar" <gdunbar at esilibrary.com> wrote:

> sent from my phone, apologies for brevity and autocorrect
> On May 24, 2016 5:37 PM, "Mike Rylander" <mrylander at gmail.com> wrote:
>
>> Terran,
>>
>> Regarding calling an Executive Session: "the Chairperson, the Vice
>> Chairperson, or any three (3) Board members may call an Executive
>> Session of the Board."  No change to meeting and voting quorum is
>> mentioned, so my reading is that those remain the same as for any
>> other meeting.  Does anyone read that differently?  Should we make it
>> explicit that, unless otherwise mentioned, all meeting rules remain
>> the same?
>>
>> Participation seems clear to me: "only members of the body that is
>> meeting and special invitees as the body or its officers determine to
>> be necessary are allowed to attend."  Grace and Ruth, maybe "the body
>> that is meeting" in the third paragraph should be replaced by "the
>> EOB" to be explicit?
>>
>> As to explicitly prescribing specific acceptable reasons for calling
>> an Executive Session, I worry that would have a chilling effect on the
>> ability of the Board to address potentially sensitive issues.  That, I
>> think, is something we don't want to invite.  The point of creating a
>> framework for these rare cases is to remove the chilling effect of
>> publicly discussing sensitive topics, and I don't think we should
>> replace one with another.
>>
>> Public announcement is an interesting question.  An Executive Session
>> is often, by its nature, a "time is of the essence" issue, so I don't
>> think a public announcement before hand should be required, or even
>> desirable in some cases.
>>
>> I am on the fence as to whether publicly reporting the existence of
>> such a session after the fact should be required, since the relevant
>> individuals, present and future Board members, will have access to the
>> institutional memory and content of the event.  Also, the timing of an
>> Executive Session may well imply its content -- out of band
>> information leakage, to put it in technical parlance -- so maybe
>> reporting the occurrence of such a session should be something that is
>> addressed as a matter of course during the session, with the default
>> being "no disclosure."  I'm open to any opinions here, but I see it as
>> a mild chilling risk to important action the Board may want to take to
>> protect the Project.
>>
>> Perhaps it would be worthwhile to evaluate some non-normative examples
>> of reasons for a session in this discussion, so that everyone is on
>> the same page.  Terran, do you have any you would like to bring up
>> specifically?
>>
>> Thanks,
>>
>> --
>> Mike Rylander
>>  | President
>>  | Equinox Software, Inc. / Open Your Library
>>  | phone:  1-877-OPEN-ILS (673-6457)
>>  | email:  miker at esilibrary.com
>>  | web:  http://www.esilibrary.com
>>
>>
>> On Tue, May 24, 2016 at 4:56 PM, Terran McCanna
>> <tmccanna at georgialibraries.org> wrote:
>> > Grace and Ruth,
>> >
>> > Thank you for the hard work that's been put in already.
>> >
>> > I've been mulling it over since yesterday, and I think overall it reads
>> very
>> > well, but that it should be more explicit about what types of situations
>> > would constitute the need for an Executive Session or for a private
>> email
>> > list conversation to ensure that they are only used if absolutely
>> necessary.
>> > The current language is somewhat vague and words like 'sensitive' and
>> > 'prudent' can be subjective.
>> >
>> > I know that none of us want to give anyone a reason to think that the
>> EOB is
>> > making decisions behind closed doors, or even worse, for a private
>> meeting
>> > to actually end up causing accusations of  unfairness / abuse of power /
>> > conflict of interest / etc. that may have been avoided had the meeting
>> been
>> > open in the first place.
>> >
>> > Perhaps incorporating a few example scenarios of situations that would
>> call
>> > for an Executive Session would be useful to help clarify the need, both
>> for
>> > the community members, and for those of us who may be on the fence as to
>> > whether a problem should be discussed openly or privately.
>> >
>> > I think it would also be useful if it were clearer about the scheduling
>> and
>> > participation of an Executive Session... Do these meetings follow the
>> same
>> > quorum rules as the public meetings? Do the meetings get posted when
>> > scheduled so that the community knows that they are happening? Do they
>> have
>> > to be scheduled with a certain amount of lead time to allow all board
>> > members to arrange their schedules, or can they be called at any time?
>> >
>> > Regards,
>> > Terran
>> >
>> >
>> >
>> > Terran McCanna
>> > PINES Program Manager
>> > Georgia Public Library Service
>> > 1800 Century Place, Suite 150
>> > Atlanta, GA 30345
>> > 404-235-7138
>> > tmccanna at georgialibraries.org
>> >
>> >
>> > On Mon, May 23, 2016 at 2:18 PM, Grace Dunbar <gdunbar at esilibrary.com>
>> > wrote:
>> >>
>> >> Hi all,
>> >> Ruth and I have been working on the wording of adding language to the
>> >> Rules of Governance regarding the Executive Session.  I have not
>> checked in
>> >> with the SFC yet for their input as I wanted to hear from the group if
>> they
>> >> felt that this was on the right track.
>> >>
>> >> Any/all thoughts are welcome.
>> >> Cheers!
>> >> Grace
>> >>
>> >> --
>> >> Grace Dunbar, Vice President
>> >> Equinox - Open Your Library
>> >> gdunbar at esilibrary.com
>> >> 1-877-OPEN-ILS  |  www.esilibrary.com
>> >>
>> >>
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>> >
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