[Chapter-delegates] Resend of August 30 Request for Review and Comment on current proposed revisions to the By-laws

[CW Mail]

Good evening:

With reference to the report from Eric Burger to today's Board of  
Trustees meeting, at:

https://www.internetsociety.org/sites/default/files/Bylaws%20Update%20BoT%2098.pdf

I am very pleased that Avri Doria and Bill Smith have been invited to  
join the Bylaws Committee as representatives of the Organisational  
Members, but may I suggest that in the interests of a balanced and  
open discussion that two representatives of the Chapters  - other than  
Trustees - also be invited to join the Bylaws Committee, pending the  
completion of its work during the coming months.

Since the Board of Trustees is presently in session in Toronto, I  
would be grateful if this suggestions be brought to their attention.

With many thanks and regards

Christopher Wilkinson.


On 07 Sep 2012, at 21:24, Ted Mooney wrote:

> Dear Chapter Leaders:
>
> This request with the attached information was sent to all chapter  
> members and Advisory Council Members on August 31.  It has come to  
> our attention that many of you may not have received this due to an  
> error in our Association Management System mail list support.  To  
> correct that error you are now receiving this via Chapter  
> Delegates.  Please read the message below from Trustee Eric Burger  
> as well as the attached documents, and provide your responses  
> directly back to bylaws at isoc.org by Sept 15.
>
> I apologize for the prior error and look forward to reviewing and  
> compiling your input.
>
> Sincere regards,
>
> Ted Mooney
> Sr. Director, Membership & Services
> The Internet Society
> www.isoc.org
>
> FROM ERIC BURGER
> Dear Colleagues,
>
> As explained in April, the Board of Trustees of the Internet Society  
> is updating the Society’s By-Laws. As announced, we are taking the  
> opportunity to ensure that the provisions of the By-Laws keep pace  
> with the Society’s operational environment, now and into the future.
>
> With the seating of a new Board of Trustees at the recent Annual  
> General Meeting (AGM), the Board reconfirmed the make-up of the By- 
> Laws Committee. The By-Laws Committee is comprised of members of the  
> Board, the Board Secretary, and ISOC staff. In addition, the motion  
> to reconfirm the Committee’s mandate included a directive to  
> continue to reach out to members of the Organizational and Chapter  
> communities as the Board finalizes this update of the Internet  
> Society’s By-Laws.
>
> The By-Laws Committee wishes to share its current draft proposal  
> with all of you so that you can understand precisely what the  
> proposed changes are, have the opportunity to consider their  
> implications in the context of the Society’s legal framework, and  
> provide feedback to the Committee about the proposals.
>
> What is the purpose of having by-laws? By-laws, also called a  
> "constitution" in some legal systems, contain the very highest level  
> of rules regarding the nature and governance of an organization. The  
> by-laws of an entity is a legal document that gives the organization  
> its formal existence. As a legal document, "best practice" calls for  
> inclusion of those legal directives necessary for governance (e.g.,  
> election of Trustees and officers, holding of meetings), while  
> limiting other matters best handled elsewhere. This ensures 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, for the first time, chapters in the By-Laws of  
> the Society.
>
> Likewise, we wish to ensure that the current 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. While the existing  
> By-Laws provide for an Advisory Council, the current Advisory  
> Council of Organization Members was formed by resolution of the  
> Board of Trustees, has a responsibility to offer advice to the Board  
> and Society, and thus is not the same as the Council conceived in  
> the By-Laws. Therefore, we have proposed altering the confusing  
> reference to "Advisory Council" in the By-Laws. We understand there  
> are at least two proposals put forth by members of the current  
> Advisory Council of Organization Members. The Committee would like  
> feedback from Organization Members of the Society about the language  
> in this proposal and possible alternatives.
>
> The current By-Laws leave the process of selecting Trustees to  
> processes to be adopted by the Board. The proposed revisions would  
> now designate in the By-Laws the number of Trustees each community  
> selects (Organization Members, Chapters and the technical  
> community). Note that we are proposing to align 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.
>
> 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.
>
> When we started this effort to provide resources for community  
> response, we were under the impression the different communities  
> wanted different lists to discuss the by-law proposals. However,  
> experience has shown us a single list is more desired. To that end,  
> we have set up a new email address, bylaws at isoc.org <mailto:bylaws at isoc.org 
> > . The Wiki where the Committee provides ongoing information on  
> this process is still active at https://wiki.tools.isoc.org/By-Laws_Review_2011
> <https://wiki.tools.isoc.org/By-Laws_Review_2011> .
>
> The deadline to submit your comments is September 15th.  The By-Laws  
> Committee will review all comments as we have discussions of by-law  
> amendments at upcoming Board of Trustees meetings.
>
> The By-Laws Committee 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
> <ISOC annotated bylaws phase 2 - 20120826.pdf><ISOC annotated bylaws  
> phase 2 - 20120826.docx><Message to Members 20120826.pdf><Message to  
> Members 20120826.docx>
> _______________________________________________
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