[sudo-discuss] Articles of Incorporation

[Eddan Katz]

I'm sorry that you thought it was unhelpful for me to leave. I was getting the sense you thought it was unhelpful for me to stay. Given the parameters repeatedly defined in the meeting, I could not raise the concerns I had without having an alternative proposal sent out to point to. So I left early because I did not feel like it was useful for me to be at the discussion not having reviewed the Articles. I thought it most useful to draft other comparable possibilities for language that would help us all understand what we're deciding to do. Which is what I'm doing now.

I'm sorry that I had not read the Articles thoroughly with hammering it out in our weekly meeting in mind - I promise you I would have if I had known that this was what we were going to discuss. Perhaps it was purposely distributed just before the meeting and not before then so that those who did not send the email would have had less of a chance to review it? I doubt this was the case - but that is why I thought it important to highlight how important notice is in making people feel like there's a transparent process with a level playing field.


On Oct 16, 2013, at 10:04 PM, Marc Juul <juul at labitat.dk> wrote:

> On Wed, Oct 16, 2013 at 9:27 PM, Eddan Katz <eddan at clear.net> wrote:
> One thing that came up at the meeting was the 4 minimal things that define what a board action is: Meetings; Notice; Quorum; & Voting.
> 
> I think the notice part may be something we need to pay attention to given the unconventional way in which we've progressed.
> 
> In regards to notice - I was not aware that we were going to discuss line by line parts of the proposed below with concerns not addressed by the proposal would only be entertained if it was attached to a full alternative proposal.
> 
> Since the email was sent out at 6:30 and I only got a chance to look at them when I got to the meeting and sat down and we began going through them.
> 
> While we have discussed these issues generally, I must admit that I was not prepared for specific edits and suggestions to the text. If I had known that getting consensus on these was taking place, I would have.
> I think meaningful notice should be more than 1 hour.
> 
> This has been brought up at both the 25th of September sudo room meeting and the 2nd of October sudo room meeting. In addition, these articles were brought up and discussed on the mailing list. You participated in this discussion:
> 
>   http://lists.sudoroom.org/pipermail/sudo-discuss/2013-October/003910.html
> 
> The only thing that happened with little warning was that I highlighted specific areas of interest that we might want to focus on in our discussion. Not specific edits.
>  
> Especially since (see quorum above) we had about 6-8 people - all guys except one woman for a part of the time; mostly under the General Caucasian ethnicity designation - I would say that this was not representative of Sudo Room generally.
> 
> Regrettable, but this is not unusual for a sudo room meeting and we need to make decisions somehow. I would also note that you retired to your office before the meeting was done, apparently to write this email, which did not help the situation.
>  
> I'd also be interested in some explanation of how the Board is chosen beyond the whoever shows up model that was suggested. Appointing one person to decide the rest of the Board also seemed inconsistent to me with core Sudo Room values. 
> 
> I propose the following process:
> 
>   1. People who are interested in being on the board of directors declare their interest and which responsibilities they'd be willing/interested in taking.
> 
>   2. If there are more than 11 people interested, then we ask who is willing to withdraw their statement of interest. Counter culture labs required people to declare their interest using a Board 0 Statement. I propose we do the same. Here is an example: https://groups.google.com/forum/#!topic/counterculturelabs/HH-MP_EmjnI
> 
>   3. If there are still more than 11 people interested, then each member votes yay or nay for each proposed board member and we keep the 11 people with the most votes.
> 
>   4. The sudo room members present at the meeting consense on the board of directors.
>  
> And in regards to the argument that we can write whatever on the articles of incorporation and just ignore them - I have serious reservations about that approach. When the shit hits the fan in terms of financial and tort (injury) liability - I doubt a court is going to be as generous in disregarding the only legal document related to that organization officially recognized by the State.
> 
> This is how Noisebridge has done it. We have all had the last year to come up with concrete proposals and we currently have only one such proposal on the table. There has been a lot of talking of interesting legal/financial structures, but no solid proposals have been brought to the table. 
> 
> -- 
> Marc
> 
> _______________________________________________
> sudo-discuss mailing list
> sudo-discuss at lists.sudoroom.org
> http://lists.sudoroom.org/listinfo/sudo-discuss

-------------- next part --------------
An HTML attachment was scrubbed...
URL: <http://sudoroom.org/pipermail/sudo-discuss/attachments/20131017/6947cf85/attachment.html>