proposed replacement bylaws

Ian Jackson ijackson at
Mon Jul 4 14:56:04 UTC 2016

Hilmar Lapp writes ("Re: proposed replacement bylaws"):
> On Jul 4, 2016, at 8:17 AM, Bill Allombert <Bill.Allombert at> wrote:

> > I suppose a lot of people would consider a board changing the
> > bylaws without approval from the members to be going nuts.
> Yeah, exactly. And more specifically, a Board unilaterally changing
> bylaws *against* stated opposition from the membership would seem an
> exemplary case of a Board gone rogue. I.e., I can’t imagine an SPI
> Board that unilaterally changes SPI’s bylaws against the
> membership’s opposition yet continues to be completely benign in all
> other ways.

Well, indeed.  But the question is, once a board starts to show signs
of nuttitude, what do you do ?

The usual answer is to fire them and/or hold members' meetings to
overturn the bad decisions.  But legally, the current draft bylaws
would make it possible for the board to nullify any such attempts.

Most of the danger scenarios you paint involve apathy or acquiescence
(on the part of directors or contributing members).  I agree that
apathy and acquiescence can be a problem.  But I think in general that
nuttitude would come on gradually.

In other organisations where the executive has gone out of control,
there have been plenty of signs.  When the executive prevails in a
programme that the members disagree with, it wasn't because of apathy
amongst the members.  It was because the organisation's rules gave the
executive the uppor hand.

And, the low election turnout is one reason why the primacy of the
contributing membership needs to be preserved.


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