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Simplifying bylaws for adding new members.

From: <kfogel_at_collab.net>
Date: 2006-03-30 18:54:51 CEST

I think the provisions for adding new members in the current bylaws
(http://www.red-bean.com/svn-org/bylaws.[doc,html]) are cumbersome and
result from unnecessary paranoia on my part. It appears a number of
people agreed with this assessment, based on earlier conversations.

As Justin and others have suggested, we can instead trust a majority
of the Board not to "go bad", and just use our current methods,
following by a Board rubber-stamping. That is:

  1. Person is proposed for full commit access in the usual way on the
     private full committers mailing list. Frank discussion follows.
     (We'll probably want a two- or three-day minimum discussion
     period, but that's an implementation detail.)

  2. Person is approved, using today's consensus/approval method, on
     the private full committers list.

  3. The Board sees this, and either a) meets & votes to admit the new
     member, or b) votes by "written consent". Written consent means
     they don't have to meet in realtime: CA law says if they all post
     digitally signed mails voting in favor, then the motion passes.
     One of the lawyers can give us full details on this, but that's
     the basic idea; this may be the most convenient way for the Board
     to take care of rubber-stamp motions, to avoid realtime meetings.

  4. The person may now be offered Membership. Someone (perhaps from
     the Board, but not necessarily) mails the person, and the rest
     happens as it does today, except that the Secretary also updates
     the corporation's records.

Just to reiterate:

I think it's important that all full committers are members and vice
versa. Having this always be true simplifies things, and keeps the
full committers group classless, which is important.

The "How to add new Members" question was the main concern expressed
about the bylaws. If people agree to the above proposal, I'll tweak
the bylaws accordingly. Specifically: I'll convert the bylaws to a
nicer format (probably HTML), put them under version control in some
obvious place, make sure it shares the full committers userfile for
authn, and *then* make the above modifications.

Once we've dealt with that and any other substantive process concerns,
we should submit the bylaws to the Software Freedom Law Center for
review. I've just pinged them to see if they can officially represent
us now. The Articles of Incorporation have been filed with the state
of California, and although the certificate doesn't come back for
another week or so, the Subversion Corporation can enter into binding
agreements prior to the acceptance of the Articles (according to
CollabNet, our filing agent). That means the SFLC has an entity to
represent already. The SFLC may or may not choose to wait until the
state has officially accepted the filing -- we'll know soon -- but
either way it won't be long.

-Karl

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Received on Fri Mar 31 00:01:47 2006

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