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

2022-09-10 Thread Emiliano Vavassori

Il 31/08/22 23:46, Emiliano Vavassori ha scritto:
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,


+1

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] Board of Directors Meeting 2022-09-05

2022-09-10 Thread Paolo Vecchi

Hi Kendy, Andreas and all,

On 09/09/2022 19:44, Jan Holesovsky wrote:

Hi Andreas,

Andreas Mantke píše v Pá 09. 09. 2022 v 16:50 +0200:


Thus it would be great, if you could make the current state of the
documents (maybe with the changes done) available for the interested
community.

It is still all developing in the same folder as before, available for
all the TDF members:

   https://nextcloud.documentfoundation.org/apps/files/?dir=/Developers

It contains all the versions since 2.0, and most of them have change
tracking turned on.

I am happy to share the folder (read-only) to the general public too,
but I'd like to have Paolo's OK before I do - Paolo, is it OK for you?



I'm totally fine with sharing the folder to all so that they can see how 
it changed over time.


I've uploaded version 2.8 with some comments.

I've accepted several changes even if don't satisfy me fully but a 
decent compromise today is better than nothing at all.


It took a very long time to get here so I hope that the long discussions 
haven't put off potential candidates.


I believe this version (2.8) should now be sent to our legal counsel for 
verification and the result should be voted on.


Would you agree?



All the best,
Kendy


Ciao

Paolo

--
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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