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Il 12/11/2010 18.40, Charles-H. Schulz ha scritto:
please read the first real draft of the Community Bylaws here:

I need some clarifications. :)


1) Quotation from the draft: "The Engineering Steering Committee (ESC) is made of developers who are coopted (i.e, there's no need for election and there can be as many members of the ESC as needed)."

question: *must* these developers be Foundation *members* at the same time too?

possible issue: sponsored developers can be coopted by other developers and their employer can gain more powers/rights other than the seat in the Advisory Board.

possible solution: sponsor's paid developers shouldn't participate in ESC as *single* persons. Contributions in their free time and following cooptation in ESC should be carefully evaluated from BoD or Membership Committee.

2) Quotation from the draft: "Engineering Steering Committee [...] This board is not elected but coopted by developers. There's no limit on the number of members of the ESC."

Question: really no limit of members?! :)

possible issue: ESC members may coopt more developers just before the Chairman's election by gaining so a impromptu and really unfair majority in the special college for the Chairmain election's.

possible solution 1: the chairman's election is not done by a special college, but according to a collective vote for each Committee (BoD, ESC and AB), made from their members based on a list of candidates, proposed or not by the committees themselves. There would be only 3 collective votes expressed (quorum of 2 collective votes).

possible solution 2: ESC has a maximum and preventively known number of members. The vote for this committee can be expressed from *members* that have contributed code to the project. This system needs a specification of "code contribution" and "role of sponsor's paid code contribution".

3) Quotations from the draft: "The board of directors appoints the Membership Commitee and can form any other adhoc teams or committees if needed. " and "The Engineering Steering Committee (ESC) [...] oversee the election of the BoD"

Question: can the BoD in some "special" situation really form *any* other committee, ESC included?

possible issue: the BoD declares that some "special" situation is met, then it forms (or dissolves?) the ESC so that a new ESC "helps" the old BoD members during the "overseeing" of the next BoD election.

possible solution: all Foundation members elect an independent committee that guarantees the regularity of the BoD election.

***end of questions***

Furthermore, I think that the bylaws need more attention to *office incompatibilities" and *conflict of interests* for internal members and external sponsors.

Gianluca Turconi

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