[steering-discuss] chairmen

Hello,

sorry for spamming you so massively today, but I want to use the free day to get some formal things done for TDF.

The current statutes (which you will soon have in a translated English version) foresee, as it is a legal requirement in Germany, that there will be two chairmen: One chairman and one deputy.

I know we had a discussion on this topic quite some months ago, and before you are surprised that it comes up again, be advised that contrary to the original plannings, the role does not have additional rights.

The draft mainly foresees that for legally representing the foundation towards third parties, the chairman and some other BoD member has to sign the contract, and in case the chairman cannot, the deputy does. So, for any contract, it cannot be signed without the chairman, like it is common practice in many associations as well (FrODeV has a similar rule), except in cases there are individual warrants, which is possible with our statutes.

Naturally, the chairmen will also be the first point of contact for authorities and other boring legal stuff. :wink: (Read: In case the tax authorities need information, they will first ping you. In case the foundation authorities have issues or questions, you will be the first who gets pinged. Etc.) Basically, that's it, there are no further rights or duties, no more merits and no stronger voice, but you will see that when we will have the translation ready.

The statues do not set explicit rules on whom to appoint, they just foresee that the BoD appoints two of its members to these roles. NB: Deputies can, to my understanding, *not* be appointed chairmen.

Some proposed (and IMHO, we had this at least in one early bylaws draft) that those who had been elected with the most votes should be appointed automatically. However, not automatically those who have most votes want to run for that role, so I propose that everyone of the newly elected BoD thinks whether he wants to get appointed, and we discuss it. Only if several people run and cannot agree on two candidates, we might switch back to the "most votes" model.

Best is to wait until the translation is ready so we have the same understanding of the topic, since the term chairman might raise some confusion, but I wanted to make you aware of it already.

Florian

Hi :slight_smile:
Florian. It is good to have these issues dealt with. There is no need to apologise for 'spam' as it is all relevant and important stuff. If these issue weren't raised today they would have to be raised another day and they are the type of thing that is good to deal with and get "out of the way" quickly.

I think the Steering Committee and the MC have been fantastic and done a remarkable job. Avoiding a complete re-shuffle all at the same time makes sense so that there is some continuity. The current BoD seems a good selection and that promises well for the future of TDF and LO. It would be good to add some diversity added to the management structure of TDF without losing anyone.

Regards from
Tom :slight_smile:

Hi Florian, *,

Hello,

sorry for spamming you so massively today, but I want to use the free
day to get some formal things done for TDF.

I assist you in spamming a bit :wink:
(...)

The statues do not set explicit rules on whom to appoint, they just
foresee that the BoD appoints two of its members to these roles. NB:
Deputies can, to my understanding, *not* be appointed chairmen.

that's correct. The deputies cannot serve as chairman.

Regards,
Andreas

Hi,

Datum: Sun, 30 Oct 2011 19:44:02 +0100
Von: Florian Effenberger <floeff@documentfoundation.org>

The statues do not set explicit rules on whom to appoint, they just
foresee that the BoD appoints two of its members to these roles. NB:
Deputies can, to my understanding, *not* be appointed chairmen.

Nitpicking here :wink: : The BoD shall elect the chairperson and it's deputy
among it's members.

So there needs to be at least a vote on the names, and deputies cannot
be elected as they are formally no board members (only in case other
members leave the board or appoint them to vote on their behalf).

Some proposed (and IMHO, we had this at least in one early bylaws draft)
that those who had been elected with the most votes should be appointed
automatically. However, not automatically those who have most votes want
to run for that role, so I propose that everyone of the newly elected
BoD thinks whether he wants to get appointed, and we discuss it. Only if
several people run and cannot agree on two candidates, we might switch
back to the "most votes" model.

I'm fine with the model - jus wanted to say, that there still bneeds to
be avote.

Best is to wait until the translation is ready so we have the same
understanding of the topic, since the term chairman might raise some
confusion, but I wanted to make you aware of it already.

Seems I will not finish the translation today :(. When I did my estimation
I had worked on the rather simple paragraphs, the rest seems to take
some more time.

If I cannot give a good estimation by tomorrow, I'll call for help and
see, how the translation could be split among two or three people.

regards,

André

Hi,

I'm fine with the model - jus wanted to say, that there still bneeds to
be avote.

ok, that's true - but that's what I meant with "nominate". :slight_smile: IMHO, the statutes foresee no detailed voting rules like for the BoD or MC elections.

Seems I will not finish the translation today :(. When I did my estimation
I had worked on the rather simple paragraphs, the rest seems to take
some more time.

If I cannot give a good estimation by tomorrow, I'll call for help and
see, how the translation could be split among two or three people.

Ok, thanks a lot!

Florian

Hi Tom,

Florian. It is good to have these issues dealt with. There is no need to apologise for 'spam' as it is all relevant and important stuff. If these issue weren't raised today they would have to be raised another day and they are the type of thing that is good to deal with and get "out of the way" quickly.

indeed, that's what I was thinking. The earlier we raise the issues, the sooner people are aware of them and the sooner we can start working on these. :wink:

I think the Steering Committee and the MC have been fantastic and done a remarkable job. Avoiding a complete re-shuffle all at the same time makes sense so that there is some continuity. The current BoD seems a good selection and that promises well for the future of TDF and LO. It would be good to add some diversity added to the management structure of TDF without losing anyone.

Thanks, Tom, your kind words are really appreciated! I think the current selection is good, because we have new as well as "old" people in there, that's good.

Florian