Proposed SPI Bylaws Amendment

Manoj Srivastava srivasta at acm.org
Sun Dec 15 00:51:26 UTC 2002


>>"Jimmy" == Jimmy Kaplowitz <jimmy at debian.org> writes:

 Jimmy> On Sat, Dec 14, 2002 at 07:10:50PM -0500, Manoj Srivastava wrote:
 >> Hi,
 >> 
 >> The presence of not fewer than four board members or not less than
 >> two-thirds of all board members (whichever is a smaller number) shall
 >> constitute a quorum and shall be necessary to conduct the business of
 >> this organization.
 >> 
 >> Why 4? 

 Jimmy> That is the number of current board members who regularly attend
 Jimmy> meetings. The number 4 would make it much easier to reach quorum than 5
 Jimmy> or any higher number, given the current board.

	And what hen the board grows? To be 20 strong? 50? a hundred?
 The by laws would still say 4 would be enough? That is what I meant
 by short sighted. Or shall we change the by laws every time we add a
 new member of the board? or the attendance patterns change? Like, if
 only one person regularly attends, we'll drop quorum to one?

	Also, I posit that merely reducing quorum does not address the
 root cause, and we'll be back again in the same position.

	If your working model does not take into account the fact that
 peoples life change, temporarily, or longer term; we all have jobs,
 school, or families, people fall sick. Unless there is provision for
 this, the solution shall fail.

	Having a larger board is a solution; statistically, things
 would tend to even out. Changing the by laws to allow for critical
 business to be transacted buy the officers, and relegating the board
 to oversight would help too (why do all critical decisions need the
 boards approval? Most businesses are run by yhe officers, not the
 board). Changing the processes to allow for non unanimous decisions
 to be taken over email is another thing that can scale. 

	We have a problem. We need a solution that would continue to
 work over time, not just the current mess. We need to fix the
 disease, not just pander to the symptoms. This requires more effort
 in crafting the solution, but the payoff is higher as well. 

	Most of my objections are to quick changes, that are merely
 chewing gum and baling wire, as opposed to actually thinking the
 solutions through, and allowiung for potential future growth and the
 for the fact hat unlike a business, a volunteer organization can
 demand less from even board members.

	manoj
-- 
 Hindsight is an exact science.
Manoj Srivastava   <srivasta at acm.org>  <http://www.datasync.com/%7Esrivasta/>
1024R/C7261095 print CB D9 F4 12 68 07 E4 05  CC 2D 27 12 1D F5 E8 6E
1024D/BF24424C print 4966 F272 D093 B493 410B  924B 21BA DABB BF24 424C




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