Re: [board-discuss] Conflict of Interest Policy

2021-10-06 Thread Simon Phipps
Hi Emiliano!  Many thanks for the reply.

On Wed, Oct 6, 2021 at 12:58 PM Emiliano Vavassori <
emiliano.vavass...@documentfoundation.org> wrote:

>
> As I read §1.2 of the Rules of Procedure of the Board of Directors, it
> is mandatory to make available a proposal of the amendments to said
> Rules to the public at lease one week in advance a final vote from the
> Board, and that's what my message was sent for. The draft proposed aims
> to modify the Rules of Procedure to include a Conflict of Interest policy.
>

I think you are right, yes, which is why I sought clarification whether
this was the Board providing formal notice of an intent to make such a
modification. From your reply I see that is not the case, and we should
consequently expect the Board to provide such notice when a final version
is expected to be brought to the vote.

For the record, I fully support having a Conflict of Interest policy at
TDF. When I was on the Board we always operated as if there was one
already, based on consensus consideration of the bylaws, and I recall
Directors respected that consensus. Having a formally accepted position is
an improvement if it reflects the bylaws and is fair to all forms of
interest parties may have.

Given this is such an important topic, I request that the Board hold a
public process (or at minimum open to Members) to review the text they
intend to vote on and provide Members with enough time to consider the text
and a means to seek clarifications, rather than performing a *fait
accomplis* with a minimal public review period -- something I know you and
some colleagues care about a great deal.


> This proposal of amendments is my own, but, as already clarified by
> others, is supported by other directors.
>

I will note none of the text has been supplied to or discussed by the legal
committee (where I am a volunteer).


> The official Board approval (or an eventual rejection) is determined
> then when this proposal will be voted by the Board itself.
>

Naturally - hopefully a text that can be unanimously approved will arise
so that there is no taint of partisanship. Do you or your fellow directors
have insight when that is planned? I don't recall seeing it mentioned in
previous minutes but I may have overlooked it.


> I hope this clarifies your doubts.


Very useful - thanks again for your reply

Cheers

Simon
-- 
*Simon Phipps*, * Member, *The Document Foundation
*Desk:*  +44 238 098 7027  *Mobile/Signal:* +44 774 776 2816


Re: [board-discuss] Conflict of Interest Policy

2021-10-06 Thread Emiliano Vavassori

Hi Simon,

Thanks for your inquiry and very sorry to reply with such a delay.

Il 05/10/21 13:11, Simon Phipps ha scritto:
Just to be clear, Emiliano, is this an official Board communication or a 
personal message from you?


As I read §1.2 of the Rules of Procedure of the Board of Directors, it 
is mandatory to make available a proposal of the amendments to said 
Rules to the public at lease one week in advance a final vote from the 
Board, and that's what my message was sent for. The draft proposed aims 
to modify the Rules of Procedure to include a Conflict of Interest policy.


This proposal of amendments is my own, but, as already clarified by 
others, is supported by other directors.


The official Board approval (or an eventual rejection) is determined 
then when this proposal will be voted by the Board itself.


I hope this clarifies your doubts.

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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