[OOTB-hive] [GOV] Draft by-laws

Martin Cosgrave martin at ocretail.com
Thu Sep 4 07:20:03 BST 2014

Thanks for the excellent post Jeff

I'm pretty much in total agreement with it. In terms of length of term 
of board members, I'm not sure what I think yet, and I don't think we've 
really had much debate or argument around this point.

I'm in agreement with your point that alfresco employees should not be 
allowed to vote within the organisation. Their role, if they choose to 
have one, should be of (honoured) advisor.


On 04/09/2014 6:41, Jeff Potts wrote:
> I am going to try to address everyone's questions/feedback in a single 
> email...
> *Voting Eligibility of Alfresco Employees
> *
> The mission of this organization is to be the *independent* Alfresco 
> community. There is no way that can happen if Alfresco employees are 
> voting members. We already have an Alfresco community where decisions 
> get made in a commercial context. This new one we are building is free 
> of that context. It's a core tenant of the Order.
> I know there are employees who care deeply about the community. But 
> there will be times during the life of the organization when decisions 
> have to be made that may benefit one side at the expense of the other. 
> I have seen those first-hand when I worked for Alfresco. When there is 
> a trade-off to be made, it only makes sense that people who depend on 
> the company for their paycheck will vote to defend their paycheck. I 
> don't want to put those people in that difficult situation and I don't 
> want to second-guess anyone's motivation.
> I have heard from no employees who say they would be less likely to 
> contribute if they were not voting members. I have heard from at least 
> one who says they will gladly participate even if they are not voting 
> members.
> Personally, as a non-employee, I would be much less likely to 
> participate if this organization is not truly independent.
> We cannot use job title as a filter. The conflict exists regardless of 
> title. I can think of individuals at Alfresco in all job titles and 
> departments who are passionate community supporters and I can think of 
> individuals in all job titles and departments who are fair-weather 
> supporters, to put it kindly.
> I have seen a proposal that Alfresco employees should be able to vote, 
> but not be on the Board. The problem with that is that the Board has 
> no real power, by design. It is mostly administrative. So preventing 
> an employee from being on the Board does nothing once they are voting 
> members.
> This organization must be able to make decisions without caring at all 
> about how those decisions impact the profits of Alfresco Software. 
> It's really that simple.
> *
> *
> *Who Can Join*
> Thoughts on who can join the Order:
>  * I do not think we should have a litmus test for people who want to 
> be considered members. We need all of the help we can get.
>  * I agree that we do not want to risk losing control of the 
> organization to people with bad motives or those who actually don't 
> care that much about the mission.
>  * I don't think it is possible to define an objective membership 
> criteria that can be applied by a single person that will result in 
> decisions that we all agree with.
>  * I don't want to discourage people from publicly showing their support.
>  * We need help but we have very little to give in return. One thing 
> we do have that is valuable is the ability to give someone a vote. An 
> individual who can vote has the power to influence the destiny of the 
> organization. But they should only be granted that power in trade for 
> what we value: their time and energy.
> So I propose the following:
> (1) We allow anyone to become a member. If they found out about us 
> yesterday and do nothing else but submit the form, they can be added 
> to the list of members with no questions asked. They will be 
> non-voting members but they will be members. This will help us grow 
> our community and make our supporters visible without granting casual 
> participants any power at all. This also gives people a "ramp" for 
> participating in the community. It's a low barrier to entry (with a 
> corresponding low level of power).
> (2) Everyone starts as a non-voting member. A voting member can 
> propose that a non-voting member be changed to a voting member once 
> they've proven themselves by working on a committee. The voting member 
> does this by sending an email to a list that is private to existing 
> voting members. The existing voting members discuss whether or not 
> that person has made enough contributions to the Order (not only to 
> the Alfresco community, but to the Order, specifically) to be made 
> into voting members and they hold a vote on the private list. If this 
> vote passes, they are now voting members. This is basically the Apache 
> process.
> Over time we'll grow into a scalability problem with this approach. 
> When that happens, we'll delegate membership voting to each committee.
> (3) Right now we should consider the list of voting members to be the 
> Board. The Board can vote on each of the members who have already 
> signed up which will expand the list of voting members to include 
> those who have been working hard on their committees thus far. Then we 
> will continue to have membership votes as needed as the committees 
> grow and more people start to contribute.
> *The 2/3 Majority Rule*
> If we go with the idea that everyone starts as a non-voting member, 
> and people are made voting members only after they make multiple 
> contributions to the Order, I think the 2/3 majority rule concern 
> raised by Bindu is addressed. Voting members will not be spammers, 
> lurkers or casual participants. They will have demonstrated a 
> willingness to work hard for the Order. If they leave they can request 
> a leave of absence or "emeritus" status (again, similar to Apache) 
> which will keep the list of voting members clean and we can use the 
> 2/3 majority rule for a small number of extremely important types of 
> votes as specified in the by-laws.
> *Board, Committees, Committee Chair*
> Yes, the Committee members do the work led by a Committee Chair. The 
> Board members are likely also members of Committees. Board members do 
> not have to be Committee Chairs but can be if that is the wish of the 
> Committee.
> Oksana proposed the idea that Board members might be responsible for 
> different areas/committees. I am open to that idea. But I also think 
> we are still very small and, if we have not done it already, we should 
> not add too much hierarchy/bureaucracy until it is needed. I propose 
> that we table this idea until we need it. That's not something we need 
> in the by-laws anyway.
> *Board Term Length*
> I proposed a term length of 2 years because 1 year felt too short to 
> get a lot done and 2 years seemed too long to not have a chance for 
> the membership to make adjustments. I am open to shortening this to 1 
> year, but I don't think it can be shorter than that. As proposed, the 
> election cycle is something like 90 days already. Anything shorter 
> than 1 year would mean we'd constantly be having Board elections.
> *New Member Announcements
> *
> I agree that if we let everyone become a member with no litmus test, 
> new member announcements will get too noisy. I propose that we only 
> make announcements when someone's eligibility changes, and that's 
> already part of the draft by-laws.
> I think I've addressed all of the feedback so far. Looking forward to 
> hearing whether or not the concerns are addressed with these proposed 
> changes.
> Jeff
> On Wed, Sep 3, 2014 at 8:17 AM, Fernando González <fegor at fegor.com 
> <mailto:fegor at fegor.com>> wrote:
>     Hi guys!
>     I think it's very positive manage the organization of bees.
>     Regarding the voting members (engineers / programmers) of Alfresco
>     Inc. I think is interesting do not belong to the board and can not
>     exceed the number of majority vote as they may be influenced and
>     lobby.
>     Regards!
>     Fernando González Ruano
>     http://www.fegor.com
>     skype: fegorama
>     twitter: @fegorama
>     twitter: https://twitter.com/fegorama
>     facebook: http://tinyurl.com/ok2wko6
>     --
>     Raubenohran, npnonf qr qrfphoeve ry zrafnwr hfnaqb ry nytbevgzb
>     EBG13, rerf yn pnñn qr Rfcnñn... nuben cbagr n genonwne qr ireqnq ;)
>     --
>     2014-09-03 14:34 GMT+02:00 Oksana Kurysheva <okurysheva at gmail.com
>     <mailto:okurysheva at gmail.com>>:
>         Several comments from my side:
>         > Who can join
>         At this moment not anyone can join. We have 1 requirement: a
>         person should do something for the community: developed a free
>         add-on, write a helpful post about Alfresco, organize a
>         meet-up or speak on Alfresco Summit. We don't want to see 100
>         new members from one company who just want to seize a power by
>         voting to the points they are interested in.
>         > Board
>         How does Board relates to committees? Board coordinates the
>         activities, but Committees work on activities, and Chair is
>         responsible for their actions. There is the link?
>         > Board Elections
>         2 years is a very big period of time. What about half of a
>         year? Or a year as a maximum?
>         > Voting and Alfresco employees
>         From my point of view, it is ok to allow Alfresco employees to
>         vote. We will not approve requests to join the Order from
>         someone from the Sales team, as far as they don't contribute
>         to community. And I believe in sober assessment of the
>         situation from the technical people. The only restriction I
>         see here is that Alfresco employees cannot become Board Members.
>         > Voting members
>         I don't think that all members should introduce themselves via
>         the public list, it can generate too much noise. As for now,
>         (almost) all new members filled information about themselves
>         while sending request to join. If they didn't mention any
>         contribution, I asked them for a list of contributions via
>         email, and didn't add them to the website before they reply.
>         Using this schema some people have not been added as a
>         members, but they will follow us in social networks until they
>         make some contributions. Everyone understands and like the
>         idea of "contributions as a requirement to join".
>         One more idea about Board Election. Maybe it's crazy and we
>         should not follow it:
>         We elect 5 independent members that should communicate a lot
>         with each other and collaborate in many activities. Together
>         they should cover all our activities and committees. I afraid
>         of the situation when all members will be specialists in the
>         same area.
>         Sample:
>         If there are 6 candidates:
>         4 of them work on add-ons
>         1 - for Gov committee and
>         1 - for events organization
>         Many members like add-ons, so 4 members from the Add-ons
>         committee will be elected easily. And let's imagine that
>         voting members chose 1 candidate from Gov as fifth Board
>         Member. After that we don't have any control in coordination
>         on meetups and conferences, because all Board members are not
>         interested in this topic.
>         What about electing a full Board (team of 5 people)?
>         Campaigning phase can be a time then nominates tell not only
>         about their activities and who are they, but also how can they
>         coordinate with each other and how will they work as a Board?
>         So we should vote not for 1 person, but for the team of 5
>         people. One person can be a member of several candidate teams.
>         Another way to solve this issue is to create roles in the
>         Board. Like: 1 person should be responsible for new activities
>         and committees, 1 person - for technical aspects of our
>         add-ons and Honeycomb, 1 - for marketing and events, other 2
>         can be elected as independent.
>         Any comments?
>         Oksana
>         On Wed, Sep 3, 2014 at 3:52 PM, Jan Pfitzner
>         <jan at alfrescian.com <mailto:jan at alfrescian.com>> wrote:
>             Hi,
>             first of all: thanks Jeff for writing this down.
>             From my point of view, it is OK to allow Alfresco
>             employees to vote. But, this also opens a way for Alfresco
>             Inc. to undermine the OOTB. As long we are talking about
>             Alfresco Engineers (& Richard ;-)) I'm sure that they will
>             respect & support our vision. I wouldn't say the same
>             about general management, sales ...
>             Jan
>             2014-09-03 7:17 GMT+02:00 Richard Esplin
>             <richard.esplin at alfresco.com
>             <mailto:richard.esplin at alfresco.com>>:
>                 I really like the draft of by-laws.
>                 However, I am still concerned by the restriction that
>                 prevents employees of
>                 Alfresco from voting.
>                 I understand the concern about independence, but I
>                 also think it is de-
>                 motivating that an Alfresco employee could contribute
>                 to the Order and not be
>                 able to participate on decisions involving their efforts.
>                 So I propose a compromise.
>                 Alfresco employees would vote in their committees, but
>                 not in a general
>                 membership vote. I think anyone actively contributing
>                 on a committee should be
>                 treated equally with other members of the committee.
>                 But if a committee issue
>                 is impactful enough or divisive enough to require a
>                 broad membership vote,
>                 then Alfresco employees would not participate in that
>                 vote.
>                 This would require removing "committe vote" from the
>                 first sentence in the
>                 section on "Voting Members". The section on
>                 "Non-Voting Members" would need an
>                 additional sentence like "Non-Voting Members who are
>                 members of committees may
>                 vote equally with other members of their committees on
>                 subjects restricted to
>                 the affairs of those committees of which they are a
>                 member, but are not counted
>                 in general votes."
>                 Does this address everyone's concerns?
>                 Richard
>                 On Tuesday, September 02, 2014 23:10:39 Jeff Potts wrote:
>                 > Hi Bees,
>                 >
>                 > I've drafted a rough set of by-laws. I am trying to
>                 keep it short--it is
>                 > primarily focused on how we are organized, how board
>                 elections work, how
>                 > voting works, and voting eligibility.
>                 >
>                 >
>                 https://github.com/OrderOfTheBee/gov/blob/master/bylaws.md
>                 >
>                 > A lot of it is repeat from my original "organizing
>                 ourselves" email with
>                 > some feedback from that thread folded in (a longer
>                 voting period, for
>                 > example).
>                 >
>                 > The document is purposefully free of
>                 mission/vision/strategy statements,
>                 > specific committee names, or anything that needs to
>                 be fungible.
>                 >
>                 > I'll give everyone some time to digest this and
>                 suggest feedback, then when
>                 > it seems like we're close to something we can agree
>                 on we'll put it to a
>                 > formal vote.
>                 >
>                 > I would like to have these ratified before Alfresco
>                 Summit so if you have
>                 > feedback, don't sit on it.
>                 >
>                 > Jeff
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