[board-discuss] [VOTE] TDF to change composition of legal oversight group

2022-08-31 Thread Emiliano Vavassori
On 2022-03-07 areas of oversight were assigned to members of the Board 
of Directors. It named Thorsten Behrens, Paolo Vecchi and Jan (Kendy) 
Holešovský for the legal oversight group regarding the topics 
“contracts, legal compliance, GDPR, trademarks” 
(https://wiki.documentfoundation.org/TDF/BoD_rules).


Thorsten Behrens is the Chairperson of the TDF as well as Managing 
Director of allotropia, one of TDF's contractors. Kendy is in the 
“Management Team” of Collabora Productivity, the other major tender 
contractor to TDF.


The tasks of the legal oversight group have further on instead been 
handled by the “special working group” consisting of Caolán McNamara, 
Paolo Vecchi and Emiliano Vavassori. This declaratory vote makes the 
change public, following the TDF transparency rules.


Therefore the working group decided unanimously to start a vote to that 
regard, sent out by TDF's Deputy Chairperson Caolán McNamara on July 21, 
2022 
(https://listarchives.documentfoundation.org/www/board-discuss/2022/msg00837.html). 
The actual composition of the legal oversight group is identical to the 
members of the special working group, Caolán McNamara, Paolo Vecchi and 
Emiliano Vavassori.


The following day Caolán McNamara stepped down from the Board of 
Directors 
(https://listarchives.documentfoundation.org/www/board-discuss/2022/msg00849.html). 
The vote could not take place as TDF first had to complete the Board of 
Directors with Gábor Kelemen (affiliation: allotropia) and decide on the 
next Deputy Chairperson to be Emiliano Vavassori.


The working group decided to now restart that vote, as the conditions 
that brought to it are persisting. According to standard procedure (§ 3 
Rules of Procedure), changes are made public (§ 8 subsection 3 Statutes).


The Rules of Procedure can be modified "at any time", but the "draft of 
amended rules ... need to be made available at least one week in 
advance" (https://wiki.documentfoundation.org/TDF/BoD_rules). Formal 
procedure does require to make the draft available to the Directors, but 
not to the public, as the public has to be informed at a later stage. To 
avoid formal difficulties, this vote is all the same started after 
making the draft public first. This is not considered or legally advised 
to be necessary, but in a previous vote (regarding the conflict of 
interest policy), Thorsten Behrens claimed this to be necessary.


VOTE:

We hereby call for the following VOTE, which will start on Thursday, 
2022-09-08 00:00 UTC+2/CEST; it will then run for 72h and thus will end 
on Sunday, 2022-09-11 00:00 UTC+2/CEST.


We hereby make available the draft of an amendment to the Rules of 
Procedure of the Board of Directors 
(https://wiki.documentfoundation.org/TDF/BoD_rules).


The amendment is to change the internal delegation of responsibilities 
(“areas of oversight”) in § 3 Rules of Procedure only regarding 
“contracts, legal compliance, GDPR, trademarks”.


The members of the legal oversight group regarding “contracts, legal 
compliance, GDPR, trademarks” are Emiliano Vavassori (Deputy Chairperson 
of the Board of Directors) and Paolo Vecchi. All other oversight groups 
remain unchanged.


Members of the Board of Directors who are in conflict shall explicitly 
declare their abstention.


Regards,
--
Emiliano Vavassori, Member of the Board of Directors
The Document Foundation, Kurfürstendamm 188, 10707 Berlin, DE
Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts
Legal details: https://www.documentfoundation.org/imprint


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Re: [board-discuss] [VOTE] TDF to change composition of legal oversight group

2022-07-28 Thread Thorsten Behrens
Dear board, all,

Caolán McNamara wrote:
> We hereby call for the following VOTE, which will start Friday, 
> 2022-07-29 00:00 UTC+2/CEST and will then run for 72h.
> 
Given the current, substantially different situation the board finds
itself in, I would much prefer to shelve this vote for the moment.

Depending on availability, I suggest the board comes together for an
extraordinary private call during the usual slot 1600 UTC / 1800
Berlin time, the coming Monday, August 1st, to discuss the matter.

We need to, in any case, then elect a new deputy chairperson.

(I'm personally offline until Sunday, starting in about one hour)

Cheers,

-- Thorsten


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Re: [board-discuss] [VOTE] TDF to change composition of legal oversight group

2022-07-22 Thread Simon Phipps
Given the discussion of the matter is being held in secret, perhaps the
directors could arrange for a summary of the rationale for this
out-of-cycle change please?

Thanks,

Simon


On Thu, Jul 21, 2022 at 10:19 PM Cor Nouws 
wrote:

> Hi,
>
> This vote was brought in discussion on the directors@ few hours before
> posting here, without any discussion taking place there. So I think it's
> best if I go back to that list to learn something more first.
>
> Cheers,
> Cor
>
>
>
> Caolán McNamara wrote on 21/07/2022 15:22:
> > Hello,
> >
> > the special working group of the legal oversight group hereby makes
> > available the draft of an amendment to the Rules of Procedure [1] of
> > the Board of Directors.
> >
> > The amendment is to change the internal delegation of responsibilities
> > (“areas of oversight”) in § 3 only regarding “contracts, legal
> > compliance, GDPR, trademarks”.
> >
> > The former members of the legal oversight group regarding “contracts,
> > legal compliance, GDPR, trademarks” shall be replaced by the new
> > members Caolán McNamara, Emiliano Vavassori and Paolo Vecchi. (All
> > other oversight groups remain unchanged.)
> >
> > We hereby call for the following VOTE, which will start Friday,
> > 2022-07-29 00:00 UTC+2/CEST and will then run for 72h.
> >
> > This vote is proposed by all members of the special working group of
> > the legal oversight group: Caolán, Emiliano, Paolo. Members of the
> > board who are in conflict shall explicitly declare their abstention.
> >
> > [1] https://wiki.documentfoundation.org/TDF/BoD_rules
> >
>
> --
> Cor Nouws, member Board of Directors
> The Document Foundation, Kurfürstendamm 188, 10707 Berlin
> Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts
> Legal details: http://www.documentfoundation.org/imprint
>
> GPD key ID: 0xB13480A6 - 591A 30A7 36A0 CE3C 3D28  A038 E49D 7365 B134 80A6
> mobile  : +31 (0)6 25 20 7001
> skype   : cornouws
> blog: cor4office-nl.blogspot.com
> jabber  : cor4off...@jabber.org
>
>


Re: [board-discuss] [VOTE] TDF to change composition of legal oversight group

2022-07-22 Thread Paolo Vecchi

Hi all,

as I'm not sure I'll have connectivity where I'll be next Friday I'll 
vote now:


+1

Ciao

Paolo

On 21/07/2022 15:22, Caolán McNamara wrote:

Hello,

the special working group of the legal oversight group hereby makes
available the draft of an amendment to the Rules of Procedure [1] of
the Board of Directors.

The amendment is to change the internal delegation of responsibilities
(“areas of oversight”) in § 3 only regarding “contracts, legal
compliance, GDPR, trademarks”.

The former members of the legal oversight group regarding “contracts,
legal compliance, GDPR, trademarks” shall be replaced by the new
members Caolán McNamara, Emiliano Vavassori and Paolo Vecchi. (All
other oversight groups remain unchanged.)

We hereby call for the following VOTE, which will start Friday,
2022-07-29 00:00 UTC+2/CEST and will then run for 72h.

This vote is proposed by all members of the special working group of
the legal oversight group: Caolán, Emiliano, Paolo. Members of the
board who are in conflict shall explicitly declare their abstention.

[1] https://wiki.documentfoundation.org/TDF/BoD_rules


--
Paolo Vecchi - Member of the Board of Directors
The Document Foundation, Kurfürstendamm 188, 10707 Berlin, DE
Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts
Legal details: https://www.documentfoundation.org/imprint


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Re: [board-discuss] [VOTE] TDF to change composition of legal oversight group

2022-07-22 Thread Paolo Vecchi

Hi Cor,

On 21/07/2022 23:18, Cor Nouws wrote:

Hi,

This vote was brought in discussion on the directors@ few hours before 
posting here, without any discussion taking place there. So I think 
it's best if I go back to that list to learn something more first.


the vote will start in a week leaving an adequate amount of time for the 
board and the community to evaluate and discuss the vote.




Cheers,
Cor



Ciao

Paolo




Caolán McNamara wrote on 21/07/2022 15:22:

Hello,

the special working group of the legal oversight group hereby makes
available the draft of an amendment to the Rules of Procedure [1] of
the Board of Directors.

The amendment is to change the internal delegation of responsibilities
(“areas of oversight”) in § 3 only regarding “contracts, legal
compliance, GDPR, trademarks”.

The former members of the legal oversight group regarding “contracts,
legal compliance, GDPR, trademarks” shall be replaced by the new
members Caolán McNamara, Emiliano Vavassori and Paolo Vecchi. (All
other oversight groups remain unchanged.)

We hereby call for the following VOTE, which will start Friday,
2022-07-29 00:00 UTC+2/CEST and will then run for 72h.

This vote is proposed by all members of the special working group of
the legal oversight group: Caolán, Emiliano, Paolo. Members of the
board who are in conflict shall explicitly declare their abstention.

[1] https://wiki.documentfoundation.org/TDF/BoD_rules




--
Paolo Vecchi - Member of the Board of Directors
The Document Foundation, Kurfürstendamm 188, 10707 Berlin, DE
Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts
Legal details: https://www.documentfoundation.org/imprint


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Re: [board-discuss] [VOTE] TDF to change composition of legal oversight group

2022-07-21 Thread Cor Nouws

Hi,

This vote was brought in discussion on the directors@ few hours before 
posting here, without any discussion taking place there. So I think it's 
best if I go back to that list to learn something more first.


Cheers,
Cor



Caolán McNamara wrote on 21/07/2022 15:22:

Hello,

the special working group of the legal oversight group hereby makes
available the draft of an amendment to the Rules of Procedure [1] of
the Board of Directors.

The amendment is to change the internal delegation of responsibilities
(“areas of oversight”) in § 3 only regarding “contracts, legal
compliance, GDPR, trademarks”.

The former members of the legal oversight group regarding “contracts,
legal compliance, GDPR, trademarks” shall be replaced by the new
members Caolán McNamara, Emiliano Vavassori and Paolo Vecchi. (All
other oversight groups remain unchanged.)

We hereby call for the following VOTE, which will start Friday,
2022-07-29 00:00 UTC+2/CEST and will then run for 72h.

This vote is proposed by all members of the special working group of
the legal oversight group: Caolán, Emiliano, Paolo. Members of the
board who are in conflict shall explicitly declare their abstention.

[1] https://wiki.documentfoundation.org/TDF/BoD_rules



--
Cor Nouws, member Board of Directors
The Document Foundation, Kurfürstendamm 188, 10707 Berlin
Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts
Legal details: http://www.documentfoundation.org/imprint

GPD key ID: 0xB13480A6 - 591A 30A7 36A0 CE3C 3D28  A038 E49D 7365 B134 80A6
mobile  : +31 (0)6 25 20 7001
skype   : cornouws
blog: cor4office-nl.blogspot.com
jabber  : cor4off...@jabber.org


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[board-discuss] [VOTE] TDF to change composition of legal oversight group

2022-07-21 Thread Caolán McNamara
Hello,

the special working group of the legal oversight group hereby makes 
available the draft of an amendment to the Rules of Procedure [1] of
the Board of Directors.

The amendment is to change the internal delegation of responsibilities 
(“areas of oversight”) in § 3 only regarding “contracts, legal 
compliance, GDPR, trademarks”.

The former members of the legal oversight group regarding “contracts, 
legal compliance, GDPR, trademarks” shall be replaced by the new
members Caolán McNamara, Emiliano Vavassori and Paolo Vecchi. (All
other oversight groups remain unchanged.)

We hereby call for the following VOTE, which will start Friday, 
2022-07-29 00:00 UTC+2/CEST and will then run for 72h.

This vote is proposed by all members of the special working group of
the legal oversight group: Caolán, Emiliano, Paolo. Members of the
board who are in conflict shall explicitly declare their abstention.

[1] https://wiki.documentfoundation.org/TDF/BoD_rules

-- 
Caolán McNamara, Member of the Board of Directors
The Document Foundation, Kurfürstendamm 188, 10707 Berlin, DE
Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts
Legal details: https://www.documentfoundation.org/imprint

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