Re: [gentoo-nfp] Re: Two matters that the board should consider [one urgent]

[Grant Goodyear]

> * Paul de Vrieze <pauldv@g.o>:
> > - New elections are comming up soon. In this respect I would like to
> > warn the board that according to the bylaws currently in effect
> > there must be a ten day period between admitting new members and it
> > being possible to have the application approved.

Okay, here are my thoughts about the upcoming elections, bylaws,
etcetera.

To the best of my knowledge, we've never voted on the bylaws.  In
principle it would suffice to have the trustees vote on it, but I'd
really prefer that we have a general vote on them.  We can combine that
vote with the vote for trustees, presumably.  That said, we may want to
consider revising the bylaws some.  Last year we decided that all active
devs who'd been with Gentoo for one year were eligible to be foundation
members, so our list of members is much larger than that of the Python
Software Foundation, which served as the source for our current bylaws.
For example, it seems unlikely that we're going to be able to attract a
quorum of 1/3 of the members and the required annual meeting.  Also, the
current rule is that new members must be nominated by an existing
member, a membership application has to be filed by the person wanting
to be a member, and a majority of existing members must vote to approve
a new member.  Assuming that last year's system was more in line with
what we want, then perhaps what we really want is a requirement that
foundation membership be tied to Gentoo devship (presumably continuing
the must-be-a-dev-for-a-year rule).  A much more minor issue: the bylaws
require a corporate seal; do we really need one?  I suspect there are
other things we're going to want to change, too.

As far as elections go, it would be good to have new trustees in place
before our fiscal year ends (which is 30 June, I believe).  This last
year we started with 13 trustees, and we finish the year having lost at
least three, and several others have contributed rather little during
the last year.  I'd really like to see the number of trustees drop
dramatically.  The major issues for the upcoming trustees are going to
be: (a) moving the corporation to a state that doesn't require a member
to live there, (b) continuing to assert our intellectual property rights
(thanks Swift for all of your work on this area), (c) move banking away
from netbank, (d) make some sort of decision on copyright transfer, and
(e) get some sort of real budget put together, and (f) other things that
escape me right now.  Of course, this list is fairly similar to last
year's list, which is not so good, although during the last year we saw
a complete transfer of all IP from Gentoo Technologies, Inc to the
Foundation, seemant, ramereth, klieber, and dmwaters all worked with our
legal folks to address copyright transfer issues, but it's such a
complicated problem that we still lack a definitive solution (I
believe), we have a funding process in place (thanks to spyderous, if I
recall correctly), and we even have the Gentoo name registered (in the
US) as a registered trademark.  Nonetheless, I really think the
foundation would benefit from having a much smaller number of trustees,
like five, with an expectation that if a trustee becomes inactive a new
trustee takes that person's place in a reasonably short period of time.

I'm sure there's more that I should mention, but that's all that I can
think of right now.

-g2boojum-
-- 
Grant Goodyear	
Gentoo Developer
g2boojum@g.o
http://www.gentoo.org/~g2boojum
GPG Fingerprint: D706 9802 1663 DEF5 81B0  9573 A6DC 7152 E0F6 5B76