Gentoo Archives: gentoo-nfp

From: Roy Bamford <neddyseagoon@g.o>
To: gentoo-nfp@l.g.o, gentoo-council@l.g.o
Subject: Re: [gentoo-nfp] RE: [gentoo-council] Foundation by laws: new Article V
Date: Wed, 03 Sep 2008 16:50:29
Message-Id: 1220460625.3014.0@spike
In Reply to: Re: [gentoo-nfp] RE: [gentoo-council] Foundation by laws: new Article V by Richard Freeman
1 -----BEGIN PGP SIGNED MESSAGE-----
2 Hash: SHA1
3
4 Richard,
5
6 I've seen fmccors reply, let me have a got too.
7
8 On 2008.09.02 23:16, Richard Freeman wrote:
9 > Roy Bamford wrote:
10 > > The three remaining trustees were also nominated to stand for
11 > election
12 > > for the council. Had they all accepted and been elected to the
13 > council,
14 > > today we would be in the position of having trustees being a subset
15 > of
16 > > council. That would have totally destroyed the council/foundation
17 > split
18 > > that was one of the reasons the two bodies were created.
19 > >
20 > > We need rules to stop that situation from occuring.
21 > >
22 >
23 > Is this the case? That we need to stop the council/trustees from
24 > overlapping? Is it true that the council/foundation split was one of
25 > the reasons the two bodies were created?
26 It wasn't that simple - I'll add some history further down.
27 >
28 > My understanding is that the reason we have two bodies is so that
29 > people
30 > can contribute to either the council and/or the trustees based on
31 > their
32 > enthusiasm or ability to contribute, without being required to
33 > contribute to both. Also - due to the foundation being a US
34 > corporation
35 > it is likely the case that we can't have non-US-residents holding
36 > board
37 > positions. So, the split is a practical matter - not a matter of
38 > principle per se.
39
40 There have been a number of non US citizen trustees over the years.
41 I'm the only one at the moment. Three of the original 13 trustees were
42 non-US citizens. There are some roles that are more difficult for a non
43 US citizen to perform, like treasurer, which requires dealing with
44 cheques.
45 >
46 > I wasn't seriously involved back when the trustees were created so I
47 > won't presume to argue that I really know all the reasons for it
48 > being a separate body. However, I don't think that really matters -
49 > the only thing that matters is if we think it should be forced to be
50 > such today.
51
52 The two bodies were created at different times - I was not a developer
53 at the time so some of this is hearsay ...
54 The Gentoo Foundation Inc was created on 14th May 2004 (ref Articles of
55 Incorporation) as a part of the process of Daniel Robbins (our founder)
56 extracting himself from Gentoo.
57 Daniel held the post of Chief Archietect and pretty much ran gentoo as
58 a benevolent dictator. He also had a business orgainsation known as
59 Gentoo Technologies Inc which owned Gentoos trademarks and IPR.
60
61 As part of Daniels leaving, the Foundation was set up and the Gentoo
62 Technologies Inc trademarks and IPR transferred to it. (Thats legally
63 documented too.) The intent of the foundation is stated in the
64 introduction to the Foundation Charter.
65 http://www.gentoo.org/foundation/en/
66 Its clear it was intended to be separate from the technical part of
67 Gentoo.
68
69 At this time, technical leadership of Gentoo was left to the Top Level
70 Project leads. It was not yet the council - that came later.
71
72 The council was created by GLEP 39
73 http://www.gentoo.org/proj/en/glep/glep-0039.html from that it appears
74 that the GLEP was created on 01-Sep-2005 and adoped on 09-Feb-2006,
75 nearly two years after the creation of the Foundation.
76
77 It follows that the Foundation was created to replace Gentoo
78 Technologies Inc, leaving the old (beneth Daniel) technical leadership
79 untouched and the council came into being as a solution to the
80 increasing number of top level projects some time later.
81
82 In a nutshell, we have two bodies today because its always been that
83 way. Gentoo Technologies became the Forundation and the top level
84 project leads became the council.
85
86 >
87 > In my opinion the benefits of joint council/trustee membership
88 > outweigh
89 > the downside. However, I'm sure things will go on fine either way -
90 > I'll trust the trustees/council to make the right decision.
91
92 I think thats a somewhat simplistic view of the world. In the legal/
93 business environment that the Foundation operates in we cannot trust to
94 luck and we should not trust individuals to do 'the right thing'. Often
95 different groups have different views of what the 'right thing' is.
96
97 As I have explained the two bodies were created at different times to
98 solve different problems. I would venture to guess that there was no
99 thought given to creating a more normal corporate structure for Gentoo
100 when Daniel departed.
101
102 Now back to your point. I am convinced that the two bodies should
103 staffed by separate individuals as they serve two different purposes
104 and represnet two different (but overlapping) groups. I agree that the
105 groups could be merged into a more usual corporate structure but
106 only by a deliberate act by both groups (or their leaders). It would be
107 wrong to permit one group to *accidently* be lead by a subset of the
108 other.
109
110 - --
111 Regards,
112
113 Roy Bamford
114 (NeddySeagoon) a member of
115 gentoo-ops
116 forum-mods
117 treecleaners
118 trustees
119 -----BEGIN PGP SIGNATURE-----
120 Version: GnuPG v2.0.9 (GNU/Linux)
121
122 iEYEARECAAYFAki+wFEACgkQTE4/y7nJvatUSQCg1vfZ6aHTa8asMTz6xXQZ8cTo
123 UJAAmwQkbU/HHVkfppJVdhAUltqxUWOg
124 =QUK1
125 -----END PGP SIGNATURE-----