Roy T. Fielding wrote: > On Apr 23, 2007, at 12:28 AM, Alan Coopersmith wrote: > >> Some thoughts on e-mail votes now that we've had our first one - perhaps >> we should formalize these into a policy. >> >> The constitution says: >> >> 6.6. Quorum and Voting. A majority of the current OGB members in >> office shall >> constitute a quorum for the transaction of business. The vote of a >> majority of the OGB members present at a meeting at which a >> quorum is >> present shall be the act of the OGB. >> >> 6.9. Action Without a Meeting. Any action required or permitted to be >> taken >> at a meeting of the OGB may be taken without a meeting if all the >> members >> of the OGB consent thereto in writing, and such writing is filed >> with the >> minutes of the proceedings of the OGB. Such consent shall have >> the same >> effect as a unanimous vote. >> >> Perhaps this is another legalese that escapes me, but I'm assuming the >> last >> statement does not mean that consenting to vote by e-mail does not >> indicate >> a vote in favor and that e-mail votes must thus be unanimous. > > It actually means that resolutions can be adopted by consent if > everyone on the OGB agrees in writing (e.g., email). In other words, > a formal vote held via email must be unanimous and include every > OGB member. This is to ensure that any non-unanimous action is > postponed until a meeting can be held wherein the opposing viewpoint > can be adequately heard by all responsible board members.
If we're all present by email, and have all cast a vote and made our opposing viewpoint heard - what is the difference between whether it's heard by email or phone? I'd almost rather hear it by email since it gives me time to properly think about it and ruminate rather than being rushed into a vote over the phone. > Note that this rule is important for legal entities wherein the board > is the final oversight -- it is probably useless administrivia for the > OGB as currently constituted. We used standard bylaws partly in hope > that (at some point) opensolaris could migrate to an independent legal > entity under the same constitution. > >> I would say that the act of filing a vote of yea, nay, or abstain is >> automatically granting consent for a vote via e-mail, and thus the only >> times in which a OGB member needs to explicitly give consent for a vote >> should be: >> >> 1) when they wish to allow a vote, but not cast even an abstain (the >> ARC's >> have traditionally allowed a fourth vote type of "Not >> Participating" which >> is effectively the same as being absent for the vote - it does not >> count >> towards the total used to determine a majority of votes cast, and is >> generally used when the member was not able to be present for a >> review nor >> catch up offline, and thus feels they don't have enough >> information to >> vote). >> >> 2) When they know in advance they will be unable to access e-mail for an >> extended period (more than a couple of days) and wish to send a >> message >> in advance granting blanket permission for the remaining OGB >> members to >> conduct any e-mail votes they see fit during their absence. A >> quorum >> of members would still be needed to vote yea, nay or abstain in >> order to >> conduct business, so with the current board of 7 members, no more >> than 3 >> at a time could do this (and hopefully more than 1 at a time will be >> rare). >> >> For the votes themselves, should we require they be signed via PGP or >> S/MIME >> so that outsiders can't forge e-mails, or do we just assume OGB >> members will >> notice and speak up quickly enough if a vote is cast in their name? > > That isn't quite right. Votes are only held during meetings. What > you just experienced as an email vote translates to asking all OGB > members to consent to a given action, for which every OGB member must > reply positively or there is no consent. > > In order to hold true email votes in which dissent is recorded, you > would need to change the definition of an OGB meeting. That change > would redefine OGB meetings to be similar to how Community Group > meetings are defined, and would require an amendment to the constitution. > I do not recommend that. > > Although it is tempting to do everything via email, one of the main > reasons for having a small set of elected representatives is that > they can do the stuff that large groups of open source contributors > cannot do on their own. Large groups are fully capable of email > voting, however messy that may be in practice. What they can't do > is have a reasonable conversation that leads to a coherent course > of action and definitive decision. Entropy happens, people get > stuck in prematurely public positions, and the collective mind > devolves into a fairly ugly scene indirectly proportional to the > importance of the decision being made. > > If you find yourselves taking on a lot of issues that could be > easily handled via email, then there is a good chance that you are > working on the wrong things, those which could be delegated to > communities or special-purpose committees, and the OGB should turn > its focus to the problems for which unanimity is extremely hard. > > In any case, you can always make an informal decision via email > and postpone the formal vote to the next meeting, or make a formal > decision to delegate a subset of tasks to a committee (aside from > those tasks for which an approval mechanism is mandated by the > constitution) and the committee can vote via email. I see your point (and thank you for offering it), but I guess I have to disagree. It seems silly and merely process-serving to always record a formal vote at every phone meeting. But I've never been a huge fan of politics and unnecessary process; so maybe that's just me. I move to have an email vote on whether votes can be done by email without requiring unanimous consent. (I say this somewhat facetiously, but seriously... I do think we should be able to vote by email without unanimous consent) cheers, steve -- stephen lau // stevel at sun.com | 650.786.0845 | http://whacked.net opensolaris // solaris kernel development
