proposed replacement bylaws
Joshua D. Drake
jd at commandprompt.com
Tue Jul 5 20:45:13 UTC 2016
On 07/02/2016 01:59 PM, Ian Jackson wrote:
> Bdale Garbee writes ("proposed replacement bylaws"):
>> At our in-person board meeting earlier this year, the board members
>> present worked with Mishi Choudhary from SFLC on the details, and for
>> some weeks we've had a draft set of bylaws that everyone on the board
>> seems to be comfortable with. I present them here for review and
>> discussion, after which I hope we can have a vote of the contributing
>> membership to adopt these as SPI's bylaws for the future.
> Thanks. It is, in general, admirably clear, and I think with a bit of
> work it will be a jolly good thing.
> My comments in detail:
> Art III s4
> The mebers' meeting requisition should be 10% of the _Contributing_
Agreed. Also, I am not sure I like that 10% but I am not sure of a
better solution. If the contributing membership is 100, 10% is too easy.
If it is 1000, then it is probably reasonable, if it is 10,000 then we
have a real problem.
> Is the part "... shall constitute presence in person at a meeting"
> really effective in US law ?
Yes although it varies from state to state.
> Art III s8
> This is very confusing. Is it the intent to abolish quorum
> requirement for meetings of the members ?
No, it is to state that quorum is who bothers to show up (IIRC). Note
this is for *members* not Directors.
> Art IV s3
> This seems to define annually-relected Directors, biannually-reelected
> ones, and triannually-reelected ones. The wording has perhaps been
> borrowed from a transitional arrangement ? I think this needs to be
It makes sense to me based on the "initially" and plays into the whole,
we elect new directors every year but only three of them.
> Art IV s5
> There should be a power for Contributing members to remove a Director.
There is per their ability to call a meeting in section Art 3 s4.
> Art IV s8
> Why the long list of communications methods here (and in IV.11) but
> not in Art III s4 ?
Good point. I wonder if we just need a general "communications methods".
> Art XI s1
> Amending the bylaws should require the consent of the Contributing
> membership, not of the Baord.
I can see valid arguments for both of these.
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