Re: proposed replacement bylaws

From: Hilmar Lapp <hlapp(at)drycafe(dot)net>
To: Bdale Garbee <bdale(at)gag(dot)com>
Cc: spi-general(at)lists(dot)spi-inc(dot)org, Ian Jackson <ijackson(at)chiark(dot)greenend(dot)org(dot)uk>
Subject: Re: proposed replacement bylaws
Date: 2016-07-03 18:21:58
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> On Jul 3, 2016, at 9:34 AM, Bdale Garbee <bdale(at)gag(dot)com> wrote:
>> Art XI s1
>> Amending the bylaws should require the consent of the Contributing
>> membership, not of the Baord.
> […]
> Comments from others on this particular "design decision" in the bylaws
> would be welcome.

FWIW, OBF’s (Open Bioinformatics Foundation) bylaws leave changing them to the Board, but require a 2/3 majority of Board members present (and of course quorum among the Board, which is 75%). This makes it nearly impossible for a minority of the Board to “go rogue”. In practice, we have changed them once so far, in part as preparation for joining SPI [1].

We use a Markdown source document and Git/GitHub for version controlling our bylaws. Changes are held as a pull request until approval by the Board. This makes it easy to create a transparent and clear record of changes under consideration, alongside a record of everyone’s comments, whether from the Board, membership, or an interested but not formally affiliated person.

I agree with the SPI Board that it’s important for them to have the power to adapt the bylaws swiftly and predictably when needed. That said, there's also nothing that prevents them from putting changes to a vote by the membership anyway and to treat the result as binding. This is what we decided to do for the question whether to join OBF or not [2].



Hilmar Lapp -:-

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