Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-11 Thread Andreas Mantke

Hi Kendy, all,

Am 11.04.22 um 12:24 schrieb Jan Holesovsky:

Hi Andreas,

Andreas Mantke píše v Pá 08. 04. 2022 v 17:38 +0200:


there is no such document, which collects all answers.

I see, so all this was a "you have to believe me because I say so" from
the very start.


I don't know what you expect from me as a sheer volunteer? I don't do a
(pro bono) legal service. I could only give some hints and explain my
personal opinion. You could take the hints and my opinion and use or
not. It's up to you.

If that is not enough for you, you could ask e.g. your director
colleague or the executive director or spent some money for a personal
legal advice service.


E.g. I'd expect you wouldn't find it usual, if an employee (e.g. from
Collabora) would have the power to decide on his own about his salary
and the employer had to pay this amount of money. I have never heard
about such behavior e.g. in European country.
This is a completely different topic of course, and has nothing to do
with your accusations.  But if you wish - trade unions are designed to
do what you outline above, and usual eg. in European countries.


I'd tried to give an example which explains it independent from the
tender topic, but I had to state that I wasn't successful.

Regards,
Andreas

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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-11 Thread Jan Holesovsky
Hi Andreas,

Andreas Mantke píše v Pá 08. 04. 2022 v 17:38 +0200:

> there is no such document, which collects all answers.

I see, so all this was a "you have to believe me because I say so" from
the very start.

> E.g. I'd expect you wouldn't find it usual, if an employee (e.g. from
> Collabora) would have the power to decide on his own about his salary
> and the employer had to pay this amount of money. I have never heard
> about such behavior e.g. in European country.

This is a completely different topic of course, and has nothing to do
with your accusations.  But if you wish - trade unions are designed to
do what you outline above, and usual eg. in European countries.

All the best,
Kendy


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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-10 Thread Emiliano Vavassori

Hi all,

The unfortunate reality is that we are now definitely too close to the 
deadline to start a new budget round from scratch.


I agree that the Foundation spending must include a stricter compliance 
check for CoI; I think people sitting on different sides of the table 
and playing with different hats to wear can be an issue to the Foundation.


That said, the implemented workflow (up to now) to get the budget done 
was designed to approve it as quickly as possible; CoI compliance and 
charity compliance are left to each own Director's judgement, which is 
now pretty evident that can be easily misplaced, misguided and/or exploited.


That had additionally the unfortunate drawback that some strategic 
decisions that should have been included in this round of budget were 
not thoroughly discussed, and as such delayed to a later point in time.


To better understand the situation, I'd like you to picture the 
following process if a balanced and fair procedure would be factored in.


We receive a long pre-ranked list of potential proposals from ESC, for 
which we mostly have no evidence if any CoI compliance procedures has 
been carried out (we know for sure that in ESC there are overlapping 
loyalties, like it is in the Board). Imagine 60+ items to be evaluated 
inside the Board of Directors, from a CoI, charitable, strategic and 
adherence to Foundation's goal points of view. Each one of those should 
be inspected and discussed (even briefly) with all the Directors, then 
in case of a potential CoI and presuming no duty to disclose or no 
abstension has been carried out (~all the cases from the ESC list) 
likely at least 7 rounds of voting has to be carried out to see if some 
of the Directors has to be excluded to vote the single element of the 
list because of a Conflict of Interest. The non-conflicted Directors can 
then vote the single element of the list. Finally, all those proposals 
have then to be ranked (which can be done mostly automatically), and 
this final ranking has to be approved by the Board to be filed to the 
authorities. Getting to the end of the list would take most of the time 
of a Board's term. And we didn't mention strategic decisions or 
Directors' own proposals.


The context of the budgeting round is all but positive and perfect, and 
must be improved: it has to undergo a necessary revision, implementing 
as early in the process (e.g. starting with the ESC) as possible some 
safeguards around overlapping loyalties, while keeping the whole process 
as lean, agile and quick as possible.


I think this revision should be in the top priorities of this term of 
the Board of Directors, and kindly ask all the fellow Directors to put 
their efforts into it as soon as possible. We should also think about 
having it as a recurring item during Board's meeting.


Also, I want to point out that abstention by explicit declaration of 
some (likely conflicted) Directors was part of the understanding for 
this additional round of vote. The fact that my vote is still missing 
(and will likely confirm the approval of the budget) but yet no explicit 
abstention has been presented to the public is telling a specific story 
here, and it does not help showing fairness and loyalty to the Foundation.


That said, and balancing out all the considerations:

Il 06/04/22 08:15, Florian Effenberger ha scritto:

On behalf of the Board, I therefore call for the following VOTE:

Approval of the preliminary budget for 2022
as summarized in https://listarchives.tdf.io/i/dlUqWosS6dnXs8bWoXl2vC6a
and discussed in the private board meeting on 2022-03-28


Approved by my side.

Regards,
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Re: end-thread please (was: [board-discuss] [VOTE] approval of preliminary budget for 2022)

2022-04-08 Thread Paolo Vecchi

Hi all,

it would be great if someone would stop to unilaterally declare that a 
very informative thread should end.


Censorship does not help in moving forward and we should show that we 
respect the freedom that anyone should have to express their opinion 
(possibly backed by facts and evidence).


Ciao

Paolo

On 08/04/2022 18:36, Thorsten Behrens wrote:

Hi Andreas,

changing the subject, and the request to please move this tangential
discussion at least into a separate thread.

Andreas Mantke wrote:

Most things are usual in the most developed countries and logical by
good judgement.


That's not an appropriate comment. Our community calls from all parts
of this world, and we should be welcoming instead of patronizing.

Let's end-thread here.

Thanks, Thorsten



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end-thread please (was: [board-discuss] [VOTE] approval of preliminary budget for 2022)

2022-04-08 Thread Thorsten Behrens
Hi Andreas,

changing the subject, and the request to please move this tangential
discussion at least into a separate thread.

Andreas Mantke wrote:
> Most things are usual in the most developed countries and logical by
> good judgement.
>
That's not an appropriate comment. Our community calls from all parts
of this world, and we should be welcoming instead of patronizing.

Let's end-thread here.

Thanks, Thorsten

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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-08 Thread Andreas Mantke

Hi Kendy, all,

Am 07.04.22 um 17:21 schrieb Jan Holesovsky:

Hi Andreas,

Andreas Mantke píše v Čt 07. 04. 2022 v 16:56 +0200:


Applying the above, the CoI'd deputy is not CoI'd any more when
representing the non-CoI'd director, correct?

No, because the reprenting deputy has the CoI in his person and could
not drop that.

I see, thank you!  Is this all collected somewhere at one place so that
I can read it myself, and don't have to ask you bit by bit?


there is no such document, which collects all answers.

But it's not necessary have everything in writing. Most things are usual
in the most developed countries and logical by good judgement.

E.g. I'd expect you wouldn't find it usual, if an employee (e.g. from
Collabora) would have the power to decide on his own about his salary
and the employer had to pay this amount of money. I have never heard
about such behavior e.g. in European country.

Regards,
Andreas

--
## Free Software Advocate
## Plone add-on developer
## My blog: http://www.amantke.de/blog


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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-08 Thread Florian Effenberger

Hello,

Florian Effenberger wrote on 06.04.22 at 08:15:

in the private part of Monday's board call, the Board of Directors 
discussed the concerns raised with regards to the budgetting process.


The Board decided to run another approval vote on the preliminary budget 
for 2022, as all board members and deputies who might bid on the 
approved tenders and projects decided to abstain by explicit declaration.


On behalf of the Board, I therefore call for the following VOTE:

Approval of the preliminary budget for 2022
as summarized in https://listarchives.tdf.io/i/dlUqWosS6dnXs8bWoXl2vC6a
and discussed in the private board meeting on 2022-03-28

The vote runs until Monday, April 11, 0800 Berlin time (0600 UTC).


a gentle reminder to cast your vote. So far I count replies from 3 board 
members and 2 deputies.


Thanks,
Florian

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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-07 Thread Jan Holesovsky
Hi Andreas,

Andreas Mantke píše v Čt 07. 04. 2022 v 16:56 +0200:

> > Applying the above, the CoI'd deputy is not CoI'd any more when
> > representing the non-CoI'd director, correct?
> 
> No, because the reprenting deputy has the CoI in his person and could
> not drop that.

I see, thank you!  Is this all collected somewhere at one place so that
I can read it myself, and don't have to ask you bit by bit?

All the best,
Kendy


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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-07 Thread Andreas Mantke

Hi Kendy, all,

Am 07.04.22 um 09:27 schrieb Jan Holesovsky:

Hi Andreas,

Andreas Mantke píše v St 06. 04. 2022 v 18:11 +0200:


Suppose you were in the Board with me as a deputy, I was missing in
a
meeting, and you were to represent me.

Are you suddenly becoming a Collabora employee or contractor or
affiliate in any other way?  Or what is the base for the CoI in
such a
case?

in such case the representing deputy steps in for the member and thus
he
replaces the member. If the member has a CoI, this couldn't be solved
by
a representation.

And to add: the deputy member votes for the represented member (as if
the member do it himself).

This is very interesting.  So assume that a CoI'd deputy represents a
director with no CoI.

Applying the above, the CoI'd deputy is not CoI'd any more when
representing the non-CoI'd director, correct?


No, because the reprenting deputy has the CoI in his person and could
not drop that.

Regards,
Andreas

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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-07 Thread Jan Holesovsky
Hi Andreas,

Andreas Mantke píše v St 06. 04. 2022 v 18:11 +0200:

> > Suppose you were in the Board with me as a deputy, I was missing in
> > a
> > meeting, and you were to represent me.
> > 
> > Are you suddenly becoming a Collabora employee or contractor or
> > affiliate in any other way?  Or what is the base for the CoI in
> > such a
> > case?
> 
> in such case the representing deputy steps in for the member and thus
> he
> replaces the member. If the member has a CoI, this couldn't be solved
> by
> a representation.
> 
> And to add: the deputy member votes for the represented member (as if
> the member do it himself).

This is very interesting.  So assume that a CoI'd deputy represents a
director with no CoI.

Applying the above, the CoI'd deputy is not CoI'd any more when
representing the non-CoI'd director, correct?

All the best,
Kendy


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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-06 Thread Andreas Mantke

Hi Kendy, all,

Am 06.04.22 um 17:38 schrieb Jan Holesovsky:

Hi Andreas,

Andreas Mantke píše v St 06. 04. 2022 v 17:05 +0200:


b) It doesn't help, if a deputy board member tries to jump in for a
board member, because it represents the board member (with all
consequences including CoI). If the member is not able to vote (e.g.
because of CoI), there is no representation possible.

I don't agree with your line of thinking.

Suppose you were in the Board with me as a deputy, I was missing in a
meeting, and you were to represent me.

Are you suddenly becoming a Collabora employee or contractor or
affiliate in any other way?  Or what is the base for the CoI in such a
case?


in such case the representing deputy steps in for the member and thus he
replaces the member. If the member has a CoI, this couldn't be solved by
a representation.

And to add: the deputy member votes for the represented member (as if
the member do it himself).

And although you are not agree with me, this makes no difference,
because I only describe the rules that apply for foundations /
associations in the case of TDF.

Regards,
Andreas

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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-06 Thread Jan Holesovsky
Hi Andreas,

Andreas Mantke píše v St 06. 04. 2022 v 17:05 +0200:

> b) It doesn't help, if a deputy board member tries to jump in for a
> board member, because it represents the board member (with all
> consequences including CoI). If the member is not able to vote (e.g.
> because of CoI), there is no representation possible.

I don't agree with your line of thinking.

Suppose you were in the Board with me as a deputy, I was missing in a
meeting, and you were to represent me.

Are you suddenly becoming a Collabora employee or contractor or
affiliate in any other way?  Or what is the base for the CoI in such a
case?

All the best,
Kendy


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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-06 Thread Paolo Vecchi

Hi Andreas,

thanks for your review and comments.

It seems like we replied nearly at the same time as I made my vote 
conditional to a change of process that permanently fixes the issues you 
mentioned.


The change of process needs to start from the ESC, from where anyway 
very valuable input is generated, up to the validation of the deliverables.


This afternoon I sent a proposal internally asking to evaluate in 
greater detail some options to change the process but further feedback 
is always welcome.


Ciao

Paolo

On 06/04/2022 17:05, Andreas Mantke wrote:

Hello,

Am 06.04.22 um 08:15 schrieb Florian Effenberger:

Hello,

in the private part of Monday's board call, the Board of Directors
discussed the concerns raised with regards to the budgetting process.

The Board decided to run another approval vote on the preliminary
budget for 2022, as all board members and deputies who might bid on
the approved tenders and projects decided to abstain by explicit
declaration.


sorry, if I'm a bit sarcastic here. It seemed to me the board tried to
be creative, but you not always get successful. There is a saying in
German: 'gut gemeint, aber nicht gut gemacht', which applies to this
change of process.

a) All board members have the overall responsibility for leading TDF and
its budget. There are no part-time or part-responsible board members.
Thus if a board member abstain from the voting it doesn't change
anything regarding CoI etc.

b) It doesn't help, if a deputy board member tries to jump in for a
board member, because it represents the board member (with all
consequences including CoI). If the member is not able to vote (e.g.
because of CoI), there is no representation possible.

c) All members of the board (including deputies) have discussed the
budget and it items and thus are - even though they not vote - CoI,
because all board members (or deputies taking place in the process) are
responsible for the whole budget (including items for tender).
If a company/organization, connected to one of the board members
(deputies) would bit for one of this tenders there is the risk of
nepotism. Thus such companies/organization are excluded from the
tendering process. This apply as long and for budgets which are
discussed / voted on by connected board members (deputies).

Conclusion: companies/organizations connected with current board members
could only bit for tenders, which are discussed with only not connected
board members (deputies). Thus they could bit for tenders from the
budget for 2023 at the earliest.

Regards,
Andreas

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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-06 Thread Andreas Mantke

Hello,

Am 06.04.22 um 08:15 schrieb Florian Effenberger:

Hello,

in the private part of Monday's board call, the Board of Directors
discussed the concerns raised with regards to the budgetting process.

The Board decided to run another approval vote on the preliminary
budget for 2022, as all board members and deputies who might bid on
the approved tenders and projects decided to abstain by explicit
declaration.


sorry, if I'm a bit sarcastic here. It seemed to me the board tried to
be creative, but you not always get successful. There is a saying in
German: 'gut gemeint, aber nicht gut gemacht', which applies to this
change of process.

a) All board members have the overall responsibility for leading TDF and
its budget. There are no part-time or part-responsible board members.
Thus if a board member abstain from the voting it doesn't change
anything regarding CoI etc.

b) It doesn't help, if a deputy board member tries to jump in for a
board member, because it represents the board member (with all
consequences including CoI). If the member is not able to vote (e.g.
because of CoI), there is no representation possible.

c) All members of the board (including deputies) have discussed the
budget and it items and thus are - even though they not vote - CoI,
because all board members (or deputies taking place in the process) are
responsible for the whole budget (including items for tender).
If a company/organization, connected to one of the board members
(deputies) would bit for one of this tenders there is the risk of
nepotism. Thus such companies/organization are excluded from the
tendering process. This apply as long and for budgets which are
discussed / voted on by connected board members (deputies).

Conclusion: companies/organizations connected with current board members
could only bit for tenders, which are discussed with only not connected
board members (deputies). Thus they could bit for tenders from the
budget for 2023 at the earliest.

Regards,
Andreas

--
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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-06 Thread Paolo Vecchi
I support this preliminary budget but with conditions as there is not 
enough time to review the entire process by the time we have to file it 
at the end of April.


Multiple times in the past two years, at least, concerns have been 
raised in regards to the way items are being put forward, voted and 
tendered so it's about time to put policies and checks in place to make 
the process more transparent and inclusive.


While some may want to assume there is no foul play it is essential to 
demonstrate that the process, from the ESC up to the tenders approval, 
is fair, accountable, gives everyone equal opportunities to participate 
and helps bringing in potential new contributors.


The board has has not received the ranking from the ESC with the votes 
of each member to evaluate if there is a good balance between the 
choices made by employees of potential bidders and non bidders.


As a fully transparent process is not yet in place before final approval 
so non bidding members of the board, together with the team and the 
person that made the proposal, will need to review each tender in the 
budget to make sure that there is no doubts about the benefit for TDF 
and its wider community.


The board will need to work on implementing the procedural changes 
necessary before the next budgeting round possibly including a suitable 
version of the CoI Policy, as already implemented by the MC and the 
Board, for the ESC.


With the above as a condition I vote +1

Ciao

Paolo


On 06/04/2022 08:15, Florian Effenberger wrote:

Hello,

in the private part of Monday's board call, the Board of Directors 
discussed the concerns raised with regards to the budgetting process.


The Board decided to run another approval vote on the preliminary 
budget for 2022, as all board members and deputies who might bid on 
the approved tenders and projects decided to abstain by explicit 
declaration.


On behalf of the Board, I therefore call for the following VOTE:

Approval of the preliminary budget for 2022
as summarized in https://listarchives.tdf.io/i/dlUqWosS6dnXs8bWoXl2vC6a
and discussed in the private board meeting on 2022-03-28

The vote runs until Monday, April 11, 0800 Berlin time (0600 UTC).



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The Document Foundation, Kurfürstendamm 188, 10707 Berlin, DE
Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts
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[board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-06 Thread Ayhan YALÇINSOY
In my opinion budget is already fine. I support it.Ayhan YALÇINSOY, Deputy Member of the Board of DirectorsThe Document Foundation, Kurfürstendamm 188, 10707 Berlin, DEGemeinnützige rechtsfähige Stiftung des bürgerlichen RechtsLegal details: https://www.documentfoundation.org/imprintN‹§²æìr¸›y隊[hn†«uجrë,úéì¹»®&Þv‡.™éí~‹§u«b¢z+€úènW¦²m¦ÏÿÃ%‰ºÞ¡÷âqê+ƒø¶¥§ùšŠX§‚X¬¶Ïá£hº{.nÇ+‰·¿>‹-Šx º'^–)޳騭èm¶›?ÿ¤‰Úºg§µú.Ö­Š‰è®Ízت¹ëmx¸¬µªÜ†+ކÛi³ÿåŠËZ­Èb½ë¡Ë¦z{_¢éÝjبžŠàÿ0ýº­×b±Ë¬³óëŠöœÈú%‰Ì¡¶Úlÿü0ÁÚºg§µú.Ö­Š‰è®é®+Ús

Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-06 Thread laszlo . nemeth

On Wed, 2022-04-06 at 08:15 +0200, Florian Effenberger wrote:

On behalf of the Board, I therefore call for the following VOTE:

Approval of the preliminary budget for 2022


+1 approve


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László Németh, 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] approval of preliminary budget for 2022

2022-04-06 Thread Gabriel Masei

On 2022-04-06 at 09:16, Florian Effenberger wrote:

On behalf of the Board, I therefore call for the following VOTE:

Approval of the preliminary budget for 2022
as summarized in https://listarchives.tdf.io/i/dlUqWosS6dnXs8bWoXl2vC6a
and discussed in the private board meeting on 2022-03-28


+1

Gabriel

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Re: [board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-06 Thread Caolán McNamara
On Wed, 2022-04-06 at 08:15 +0200, Florian Effenberger wrote:
> On behalf of the Board, I therefore call for the following VOTE:
> 
> Approval of the preliminary budget for 2022

+1 approve

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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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[board-discuss] [VOTE] approval of preliminary budget for 2022

2022-04-06 Thread Florian Effenberger

Hello,

in the private part of Monday's board call, the Board of Directors 
discussed the concerns raised with regards to the budgetting process.


The Board decided to run another approval vote on the preliminary budget 
for 2022, as all board members and deputies who might bid on the 
approved tenders and projects decided to abstain by explicit declaration.


On behalf of the Board, I therefore call for the following VOTE:

Approval of the preliminary budget for 2022
as summarized in https://listarchives.tdf.io/i/dlUqWosS6dnXs8bWoXl2vC6a
and discussed in the private board meeting on 2022-03-28

The vote runs until Monday, April 11, 0800 Berlin time (0600 UTC).

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Florian Effenberger, Executive Director (Geschäftsführer)
Tel: +49 30 5557992-50 | Mail: flo...@documentfoundation.org
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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