[Chapter-delegates] By-Laws Update
Christopher Wilkinson
cw at christopherwilkinson.eu
Mon Apr 9 01:06:19 PDT 2012
Dear Eric Burger, Dear Friends and Colleagues:
Allow me first to thank the ISOC Bylaws working group for issuing
these results of their recent work.
It is welcome that the Board of Trustees has taken up the suggestion
to initiate the reform of the ISOC Bylaws.
Since amending the ISOC Bylaws raise several inter-related issues,
which may not be easy to resolve solely on line, I do hope that there
will be an opportunity to thoroughly discuss these issues during the
forthcoming meetings in Geneva. Meanwhile, to initiate the discussion,
may I indicate, below, a few preliminary thoughts:
1. The description of Chapters would appear to require additional
work: Chapters are typically legal entities in local law in their own
right. Grigori Saghyan has already referred to this point.
Chapters are in practice self-organising; they are not really
organised by ISOC.
2. ISOC is requested to recognise - in the Bylaws - that Chapters are
members of ISOC, as distinct entities. The suggestion that Chapters
are limited to aggregating individual members and thus are not members
of ISOC themselves, is to my mind a rather artificial construct which
does not really conform to reality.
3. I consider that Chapters should expect to find in these reforms a
greater balance of recognition, influence and resources in the Board
of Trustees and throughout ISOC. This is not really the case, as yet.
Increasing the Chapter seats in the BoT from only 3 to 4 does not
quite cut the mustard.
4. Also, in the light of the growing number of Chapters - world wide -
I suggest that Chapters should expect, not only increased
representation in the BoT, but also a permanent assurance of
geographical diversity in the BoT, at least among the Chapter members.
This cannot be achieved with only 4 seats.
5. With respect to the purposes of Chapters, these should also include
the option to create a regional coordinating council, as is already
the case in Europe.
I look forward to the comments of our colleagues and to a discussion
in Geneva.
Best regards, and again, many thanks
Christopher Wilkinson.
PS: I shall forward this to the relevant discussion lists that have
been set up, as a separate mail. With apologies for duplicate posting.
On 06 Apr 2012, at 14:45, Eric Burger wrote:
> 6
> April 2012
>
>
> Dear Colleagues,
>
> The Board of Trustees of the Internet Society has undertaken to
> update the Society’s by-laws. This is necessary to bring our by-
> laws in line with changes to the statutes under which the Internet
> Society was incorporated. These statutes specifically apply to not-
> for-profit cause driven organizations like the Internet Society. We
> have also taken the opportunity to ensure that the provisions of the
> by-laws keep pace with the Society’s operational environment, now
> and into the future.
>
> To accomplish its task, the Board formed a By-Laws Committee
> comprised of members of the Board, the Board Secretary, and ISOC
> staff. The Committee embraced this opportunity to produce much
> needed clarity and organizational flexibility in two phases. Phase
> one, completed in 2011, dealt with a variety of organizational and
> legal issues. Phase two, the current phase, addresses the Society's
> members and chapters. The Board wishes to share its phase two
> proposals with all of you so that you can understand precisely what
> the suggested changes are, have the opportunity to consider their
> implications in the context of the Society’s legal framework, and
> provide feedback to the Board about the proposals. The best
> practice for by-laws is to keep the language to the minimum
> necessary to meet legal requirements and provide clarity. This will
> ensure that the Society will have the flexibility to adapt to its
> evolving needs.
>
> In your review of the Board’s proposal, it will be important to
> understand their legal context. According to the law of
> incorporation under which the Internet Society operates, the Society
> is a mission, or cause, driven organization. The Society has chosen
> to have members and chapters that share the Society’s mission. The
> Society values their contributions highly, and therefore proposes to
> formally recognize members and, for the first time, chapters in the
> by-laws. Likewise, we also wish to ensure that the Advisory Council
> of Organization Members continues to have the inclusiveness and
> flexibility that characterize its growing value for both
> Organization members and the Board and Society. Therefore, we
> removed the confusing reference to “Advisory Council” in the by-
> laws. That “Advisory Council” in the bylaws is not active. The
> bylaws give it no role. Furthermore, it is not the existing,
> operative Advisory Council.
>
> The by-laws now designate the number of Trustees each community
> selects. Note that we recommend aligning the number of Trustees
> selected by each of these communities to four Trustees each. The
> Frequently Asked Questions goes into further detail on this point.
>
> Three new and revised articles, Articles III, IV, and V, define the
> roles of these communities. Most notably, the articles for all three
> communities briefly describe their relationship with Society.
>
> The format of the Article concerning Chapters, Article IV, is
> similar to proposed Articles covering Organizational Members and
> individual members. Do note that Chapters are not members but rather
> groupings of members. In the case of the Chapters, the Committee
> proposes the following:
>
>
>
> “Internet Society Chapters are groups organized by ISOC individual
> members who share an interest and belief in the Society’s principles
> and mission, acting according to the Society’s standards of
> performance. Chapters are formed for the expressed purpose of
> aggregating individual member interests, expertise and creativity in
> order to pursue the ISOC mission. Chapters form a community that
> takes on a variety of programmes and activities. These programmes
> and activities may include one or more of the following: educational
> events, community programmes, public policy programmes, networking
> events and others consistent with the mission and principles of the
> Society.”
> We invite you to let us know if you have suggestions for
> improvement, have concerns or questions, or if you simply support
> the proposed revisions.
>
> To facilitate the discussion, we have set up a separate list for
> each community - individual members, Organization Members and
> Chapters - to discuss the by-laws. This will keep the Chapter
> Delegate’s list clear for Chapter administrative business and the
> Advisory Committee list clear for AC administrative business. These
> lists are indiv-bylaws at isoc.org, org-bylaws at isoc.org, and chapter-bylaws at isoc.org
> , respectively. These lists are moderated to keep the discussion on
> topic and ensure proper community membership on the list. List
> moderators have committed to releasing messages in a timely manner
> during work-days and will do their best efforts to release messages
> on non-work days.
>
> Please subscribe to the discussion list by following the link: https://elists.isoc.org/mailman/listinfo/chapter-members-by-laws-discussions
>
> The bylaws discussion has generated a lot of issues not directly
> related to the bylaws, yet do relate to membership. Therefore, there
> is a fourth list for Other Membership Topics, where you can discuss
> membership issues that do not relate directly to the by-laws but
> that can be considered in future Board or Society actions. This list
> is located at other-topics at isoc.org. In addition, there is a wiki
> with all of the relevant materials at https://wiki.tools.isoc.org/By-Laws_Review_2011
> .
>
> The By-Laws Committee will review all comments as we have
> discussions of bylaw amendments at upcoming Board of Trustees
> meetings.
>
> The Board of Trustees wishes to thank all of you for your
> dedication, your continuous efforts on behalf of Internet access for
> all, and your spirit of cooperation as we continue to extend the
> benefits of the Internet across and around the globe.
>
>
>
> With sincere regards,
>
> Eric Burger, Chair
>
> By-Laws Committee of the Board of Trustees
>
>
>
> _______________________________________________
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> Chapter-delegates at elists.isoc.org
> https://elists.isoc.org/mailman/listinfo/chapter-delegates
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