[Chapter-delegates] my input to the bylaws discussion
Dr. Alejandro Pisanty Baruch
apisan at unam.mx
Sat Sep 15 19:55:31 PDT 2012
John,
thanks for this great message. I fully agree with your considerations.
In particular I would note that it is in each Chapter's interest that the standards of performance not be too relaxed, which is a possible caveat from other parts of the Society and the Bylaws drafters. None of us does well if we can be said to be in the company of slackers. Mechanisms exist to stimulate cooperation to higher means instead of a descent to the lowest common denominator. Peer review and peer pressure can work wonders in the right structure and with the right incentives.
Maybe we should triage the points made till now so that we can group them according to priority and hierarchy, and prepare the most salient ones for discussion in Toronto among those able to attend physically or remotely.
Eric, in your capacity as head of the Bylaws committee; and Narelle, Rudi, and Monsieur Aina, as chapter-elected Trustees, can we count on you managing the schedule of the Bylaws review to allow time for this discussion? Can we call you into it? Can we think you will in turn invite other Trustees as well?
This is NOT about creating a confrontation, though structurally there may be one by design, but about creating a dialectic in which differences - structural or of opinion - and collaboration drive to a result all accept and which has planted in it the right seeds for evolution.
Yours,
Alejandro Pisanty
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Dr. Alejandro Pisanty
UNAM, Av. Universidad 3000, 04510 Mexico DF Mexico
Blog: http://pisanty.blogspot.com
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---->> Unete a ISOC Mexico, http://www.isoc.org
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________________________________
Desde: John More [morej1 at mac.com]
Enviado el: sábado, 15 de septiembre de 2012 16:35
Hasta: Dr. Alejandro Pisanty Baruch
CC: Hans Peter Dittler; Markovski Veni; Chapter Delegates (chapter-delegates at elists.isoc.org)
Asunto: Re: [Chapter-delegates] my input to the bylaws discussion
Dear Alejandro
Thanks for your thoughts. Because I appreciate their tenor and direction, I am attaching my more detailed comments to your email. But I note that many others have submitted similar comments that deserve to be considered by the Bylaws Committee.
John More
Greater Washington DC Chapter
of the Internet Society
Comments on ISOC Draft Bylaws
1. Since trustees are elected by different groups – Organizational Members, Chapters, IETF and the Board, it would be possible for representatives of the same organizational member to be elected trustee. Should there be a restriction on more than one trustee coming from the same organizational member?
2. If there is to be an Advisory Council of Organizational Members, the Chapters should also have an Advisory Council or some other express mechanism for presenting Chapters’ views to the Board. The Society should expressly recognize that “organized people” (organized through the Chapter structure) is politically important for the Society, not just “organized money” through the Organizational Members.
The Chapters could be given the same right as expressed in the Comments as an alternative:
“Chapters shall, as a group and organized in a manner of their choosing and approved by the Board of Trustees, have the right to advise the Board of Trustees and President on matters of importance to the Chapters.”
It is notable that the Bylaws Committee’s comments do not include an exhortation to the Chapters asking them to provide comments that the language of the Bylaws adequately addresses the Chapter’s concerns.
3. The proposed Bylaws provide for a determination that a Chapter meet the Society’s “standards of performance” for it to have a right to vote on Trustees. It would seem only fair (and also prudent) that Organizational Members meet some standard other than paying dues for a right to vote and send members. What if an Organizational Member is not “furthering the Internet Society’s mission and principles”.
4. Article IV. The definition of Chapters seems inadequate. Surely they are more than “groups”. Rather they should be “membership organizations formed by ISOC individual members pursuant to the laws of the jurisdiction of their formation”. This formulation recognizes that local law may require variations.
5. “Standards of performance” is a concept that has caused concern among Chapter leaders. As currently stated, it seems to be something that the staff of the Society will develop and impose. This is an example of where an Advisory Council of the Chapters (which is missing), or a committee representing the Chapters should be involved in developing the standards. Accordingly, it might better read “standards of performance” to be developed in consultation with the Chapters (or Chapter leaders). Another suggestion is that it be made clearer in the Bylaws that the purpose of the ”standards” is that a Chapter shall be a real, functioning entity operating within the mission and principles of the Society, not just an empty entity with no active membership and no activities (i.e., a shadow Chapter or a Chapter with only a couple of spokespersons and no membership).
6. No provision has been made for a fair process of determining when a Chapter is not meeting the standards of the Society, whether there is a mandated period for coming into compliance, and when and how a non-conforming Chapter is terminated, including in particular some sort of advisory role given to the other Chapters (or a committee representing them). I had previously recommended the provisions of the Sierra Club as a model.
7. As previously noted there is no provision for an Advisory Council representing the Chapters or some other type of Assembly. Even without providing for a council or assembly of Chapters, There should be a provision for annual or special meetings of the Chapters. Meetings including Chapter leaders have been inspiring and important for generating a common purpose and promoting cooperation among Chapters. They should be formalized in the Bylaws.
John More
Treasurer
Greater Washington DC Chapter
of the Internet Society
jmisoc_dc at me.com<mailto:jmisoc_dc at me.com>
SCANNED BY NORTON ANTI-VIRUS.
On Sep 15, 2012, at 2:05 AM, "Dr. Alejandro Pisanty Baruch" <apisan at unam.mx<mailto:apisan at unam.mx>> wrote:
Hi all,
I have re-read the draft several times and with different questions in mind and have to agree with Hans Peter and others who have preceded me in this list.
The recognition of Chapters in the Bylaws is unsatisfactory.
The definition of the Board's functions seems to me a weakness too. It is mostly understood in the negative, i.e. by substracting the President/CEO's functions from an imaginary whole. This may actually be more a feature than a bug by leaving the President's function delimited and the Board's functions undefined. At times ISOC needs the Board to press for precise or extensive policy definitions and to go far beyond peeking at the accounting. Strong policy statements, support for Chapters or other members or groupings within the organization, etc., are good examples here.
That said, I'll come back to the Chapters sections and more, their absence.
One would think that at least some guidance about what Chapters are and aren't, do or don't do, would be in the Bylaws. It certainly should occur before we conclude - as we might - that we are all better off with the Bylaws as they stand in the present draft. A general statement of mutual responsibility may appear at least in the document and discussion track of the Bylaws and thus help orient the interactions as we build the LoA's and other instruments.
Further: we have elected three Trustees from the Chapter vote. We have heard from Narelle and Rudi from time to time. It would be very valuable if at least one of you could help us with a summary of how you got to the conclusion that the present draft is fine. An appearance from Monsieur Aina would also be appreciated, esp. if we consider that we are well into his term and some show of accountability would be a signal of what the relation between Chapters and the rest of the organization is going to be in a consequence of his contributions as a Trustee.
Certainly we have a great subject for the upcoming meeting of Chapter leaders and members in Toronto about a month from now. Jacek, I don't think that we need to get creative about the agenda of that meeting!!
Yours,
Alejandro Pisanty
! !! !!! !!!!
NEW PHONE NUMBER - NUEVO NÚMERO DE TELÉFONO
+52-1-5541444475 FROM ABROAD
+525541444475 DESDE MÉXICO
SMS +525541444475
Dr. Alejandro Pisanty
UNAM, Av. Universidad 3000, 04510 Mexico DF Mexico
Blog: http://pisanty.blogspot.com
LinkedIn: http://www.linkedin.com/in/pisanty
Unete al grupo UNAM en LinkedIn, http://www.linkedin.com/e/gis/22285/4A106C0C8614
Twitter: http://twitter.com/apisanty
---->> Unete a ISOC Mexico, http://www.isoc.org
. . . . . . . . . . . . . . . .
________________________________
Desde: chapter-delegates-bounces at elists.isoc.org<mailto:chapter-delegates-bounces at elists.isoc.org> [chapter-delegates-bounces at elists.isoc.org<mailto:chapter-delegates-bounces at elists.isoc.org>] en nombre de Hans Peter Dittler [dittler at braintec-consult.de<mailto:dittler at braintec-consult.de>]
Enviado el: viernes, 14 de septiembre de 2012 17:38
Hasta: Chapter Delegates (chapter-delegates at elists.isoc.org<mailto:chapter-delegates at elists.isoc.org>)
Asunto: [Chapter-delegates] my input to the bylaws discussion
Hello all,
(forgot to copy to chapter delegates when send on Friday)
When receiving the email from Eric and later from Ted about the revised version of the proposed bylaws changes I had big hopes for substantial progress.
I am sure that much effort went into the update so far and when talking to Eric and Ted face to face (and everybody else involved) I got the impression of a lot of understanding and acceptance of the proposals made earlier this year from members, chapters and org-members.
When reading the revised proposal much of the anticipation and hope dissolved away into nothing.
Yes - there was substantial change in some details –
Chapters are for example now clearly recognized -
But the main line and direction is still the same.
If you look simply at the text there is a severe imbalance
7 pages about the board of trustees
2 pages about org members
1/2 page about chapters
Less than 1/2 page about individual members
6 pages about officers (which could be added to the board part)
Are members and chapters really so much less important than the board and the officers?
Or are the rules for them so much simpler?
Part of it might be due to the fact that most of the rules for chapters and members are pushed to different papers (letter of affiliation) and left to later decisions of staff and board.
This gives a feeling of uncertainty – you do not know what is coming up on you from the bylaws.
I would expect that orgs, members and chapters should find as much consideration in the bylaws as staff and officers.
It is somehow a feeling of second class or less importance.
Again I am not sure if this can be repaired by changing a few words in the bylaws. I am more and more convinced that a deeper change needs to happen.
I wish this discussion would be a real discussion where chapters, orgs and members would be part on equal level and not only asked for input every 4 months or so.
Especially when this input is to a large extend only put into some storage after being read by the people tasked to do the revisions.
A few round tables or some discussion would really make the whole process more transparent and more trustworthy.
I propose a much more direct and open dialogue inviting and including all parties that make up the Internet Society.
Please include all of us – we want to contribute and share.
I attach my points from May , as most of them are not reflected in the current text or answered by some communication.
Summary of remarks from first letter in May 2012
Global remarks:
Still open:
The discussion about the update of the bylaws has sparked a lot of talk about the overall situation of chapters and members inside Internet Society.
I believe it would be a good idea to start a broader discussion about the role of individual members, chapters and organizational members.
Still open:
There seems to be quite a gap between what some individuals, some chapters and some org-members expect from their role inside Internet Society and what is echoed from staff.
The written as well as the proposed text in the bylaws often describes even another different scenario.
There is also quite a gap in many areas between what chapters and members expect from staff and what staff (constrained by personal or budget limits) is able to deliver or is allowed to deliver.
Still open:
I heard a strong request from several sides to re-think the chosen understanding of being “Cause-based”.
We should have the possibility to discuss different models, where membership, chapters and org-members play a more visible and more influencing role in the creation and supervision of the long-term goals of the Internet Society.
Perhaps slight changes in the current model would be sufficient to improve the overall situation a lot.
More specific remarks to the proposed bylaws:
Still mostly open:
I understand and concur fully with the principle guideline to make bylaws as slim as possible to avoid the high effort and legal cost needed on revision.
At the same time I see the bylaws as something which defines centrally large parts of the board, chapter, member and org-member and staff roles and responsibilities.
If central parts of the responsibilities or role descriptions are moved to other documents (example for chapters: Society’s standards of performance), these additional documents should listed explicitly in the bylaws and their content and the change of it bound in the bylaws to a rather high level of control and revision, like a 2/3 majority vote of the board or similar. None of these central definitions should be changeable unilaterally by a simple staff decision.
Still mostly open:
Chapters, members and org-members were praised high as central parts of the Internet Society on several occasions during the Inet in Geneva. Also the central role of the IETF was mentioned over and over.
I would propose to mention those central aspects of the Internet Society also in the first paragraph of the bylaws side by side to the one sentence about the mission.
Chapters:
Still open:
Even if the bylaws now recognize chapters as their own entity and the selection of board members is on the same level for IETF, org-members and chapters, there is still some imbalance.
The org-members shall have a yearly assembly – why nothing comparable for chapters?
Still open:
As the actions of staff are under final supervision by the board and neither chapters nor members have any channel of direct input to the board, there should be a definition of such a channel in the bylaws. Possibilities are:
- an appeal-channel for staff actions or decisions on members or chapters
- the possibility for members, chapters and org-members to request the attention of the board by putting some item on the agenda of the next board meeting
Mostly closed:
Several chapters have org-members as local members. This conflicts with the proposed text.
Members:
Still mostly open:
The rights and possibilities of members seem to be very limited in the current text.
As all definitions about membership levels and fees for individual or organizational members have now been removed from the bylaws, I would propose again that these rules should be moved to documents explicitly listed in the bylaws and their content and the change of it bound in the bylaws to a rather high level of control and revision, like a 2/3 majority vote of the board or similar. None of these definitions of membership levels should be changeable by a simple staff decision.
Hans Peter Dittler
Member of the board
ISOC.DE
Internet Society German Chapter e.V.
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