[Members] minutes of XSF Annual Meeting, 2009-10-06

Dave Cridland dave at cridland.net
Wed Oct 7 04:00:47 CDT 2009

On Wed Oct  7 09:01:37 2009, Mickaël Rémond wrote:
> Odd numbers to justify odd decision makes sense ;)

It was the argument proposed by Jack Moffitt and Kevin Smith,  
essentially on the assumption that if we simply increased the size of  
the Board instantly to 5, and invoked Section 4.7, we wanted to avoid  
a tie.

This plan of action - reducing the size of the board and increasing  
it again post-election, was my proposal, but I originally suggested  
reducing it to 4, rather than 3. Jack objected to this as it'd  
potentially hamstring the Board, and proposed 3. Peter (I think)  
suggested deferring the Board size increase until Bylaw changes could  
be discussed with the membership - we didn't vote on that latter  
decision, but I don't think anyone voiced any objection.

I'd stress that at no point did I, personally, feel any sense in the  
room of choosing the number based on who would be eliminated or not.  
Without looking, I can't even remember anyone mentioning you, David,  
or Nicolas by name.

> Anyway, why did you think you had to decide during the meeting ?

The meeting was quorate, and we voted on whether to take that  
decision now, or defer it. It was felt by nearly all those present -  
I forget the numbers, and don't see them in minutes - that we should  
resolve it there and then.

In fact, we were able to find a solution which effectively allowed  
for a potentially interim solution, in the end, so we did, in effect,  
defer much of the decision.

> More members should have been able to express their view, no ?

As stated, the meeting was quorate.

> Why did the present members think could change the rule with only a  
>  part of the members being aware of it ? It seems to change the  
> rules  on which basis they have expressed their opinion.
Because the meeting was quorate, and therefore the members did  
express their opinion. There were very few decisions we were able to  
make that fell within the Bylaws, and several - including breaking  
the tie with a vote of those present - were decided against on the  
basis that the Bylaws did not appear to have any provision for that.  
It's a real shame they don't have provisions for that, of course, I'd  
readily agree it would have been much simpler.

Please, read the chatroom logs of that meeting, there's much  
discussion about what we were and weren't able to do, and much  
discussion about whether or not the meeting was quorate.

> We ar not in hurry. Let time do his work.

Right - we have a workable Board, it's been 3 before, as I recall.  
It's not a perfect outcome from this election, and I don't think  
anyone's claiming it is, but I would note that:

a) The meeting was quorate, and empowered to make any decision  
allowed by the Bylaws.

b) This was pretty much the only solution we could find.

The remaining solution was rerunning the election - we effectively  
voted against that in the first decision we took, but I personally  
feel that would have been clearly ignoring the stated opinion of the  
memership to a much greater degree.

Dave Cridland - mailto:dave at cridland.net - xmpp:dwd at dave.cridland.net
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