<div dir="ltr">Hi all, hi Avri,<div><br></div><div>Thanks for this interesting post. Two thoughts:</div><div><br></div><div>- my proposal to include the Board in any decision making related **only** to their concerns about certain "member powers in California law that cause us consternation" - the example floating around being dissolving the corporation. I would not support making the Board a decision-maker in the exercise of powers that are about holding the Board to account.</div><div><br></div><div>- the co-decision model, however, is useful - we have already proposed it for the change process for Fundamental Bylaws. I'd be much happier to explore whether that could be usefully explored for other powers.</div><div><br></div><div><br></div><div>cheers</div><div>Jordan</div><div><br></div></div><div class="gmail_extra"><br><div class="gmail_quote">On 2 October 2015 at 03:50, Avri Doria <span dir="ltr"><<a href="mailto:avri@acm.org" target="_blank">avri@acm.org</a>></span> wrote:<br><blockquote class="gmail_quote" style="margin:0 0 0 .8ex;border-left:1px #ccc solid;padding-left:1ex">Hi,<br>
<span class=""><br>
On 01-Oct-15 09:49, Kavouss Arasteh wrote:<br>
> Pls be so kind and think of a scenario that only two or three out of 7<br>
> SOs and ACs vote then the rest not voting will be captured by those<br>
> two or three that voting .<br>
<br>
</span>I floated an idea on the WP1 the other day, that I was just discussing<br>
on a phone call with the At Large group working on this stuff, and was<br>
asked to repeat on the full list.<br>
<br>
> On the Community mechanism I do think we need to rename it to bring out<br>
> the fact that it is only a power when there is broad<br>
> agreement/consensus-by-some-definiton of the entire ACSO. We also need<br>
> to explain that. I wonder whether we need to move away from even having<br>
> a voting concept to having a discussion and black ball concept. i.e. if<br>
> two ACSO come out against, back to the drawing board. But if the CM,<br>
> conceived of as a full ACSO cross community WG, comes out with a<br>
> statement that is considered by all the ACSO without 2 objections, it<br>
> can go forward. So 2 ACSO can trigger the mechanism, and 2 ACSO can<br>
> freeze an action after full discussion and negotiation. Or something<br>
> similar.<br>
<br>
Note since then I have been asked about the desire of some AC to only<br>
advise not vote.<br>
In this model advice-against can be just as much a black ball as a<br>
recommendation-against.<br>
<br>
Another thought that since came up was the idea that the two ACSO should<br>
be at least 1 SO and 1 AC.<br>
<br>
> I thought about the idea of adding the Board to the mix so it becomes<br>
> ACSO+Board and do not see why it would not be workable as long as they<br>
> participated in the mechanism on an equal footing and not as overlords<br>
> with their own special veto.<br>
<br>
This referred to an idea that Jordan floated on one of these lists.<br>
<br>
One complication that came up with this idea was how it would affect the<br>
blackball notion mentioned above. Does this mean that the Board + 1<br>
ACSO is enough to freeze? I do not have an answer for that yet as I have<br>
not analyzed the decision matrix to see how it would work out in<br>
different circumstances - e.g. is it a Board proposal or a Community<br>
proposal that is being discussed.<br>
<br>
I have also been told that I am dreaming if I think that the Board<br>
would be willing to participate in a process on an equal footing with<br>
the ACSO - but I think it is a possibility worth considering for those<br>
decisions where the Board and the Community need to concur. The new<br>
concept in our proposal is that sometimes, we need a formal way to find<br>
concurrence between what the Community needs and what the Board thinks<br>
its fiduciary responsibility is. There is also my desire to have<br>
mechanisms that help us avoid crisis, boardicide and court, if at all<br>
possible. It is a way in which to tweak our multistakeholder model to<br>
take into account the roles and responsibilities of the Community as<br>
well as those of the Board. (note on the accountability of the Community<br>
I have also recommended that the CM be subject to IRP on adherence to<br>
bylaws)<br>
<br>
I also want to point out one other thing about our Community Consensus<br>
Membership Model - it is one able to exercise its powers only when there<br>
is consensus, for some definition of consensus. It is similar to the<br>
power we exhibited as a community before the initiation of the CCWG<br>
where the community came together and told the Board & Staff that their<br>
original idea for how this CCWG would work was not acceptable. In that<br>
case we had to gird our loins for rebellion and start making loud noises<br>
just before the IGF in Istanbul (was it really only a year ago - seems<br>
like a decade). In the Community Consensus Membership idea, we don't<br>
have to resort to rebellion and revolution, we would have a predefined<br>
process. A process based on our current structure with little change<br>
other than the formalization of things we are prepared to do anyway.<br>
<br>
One thing I do not know does CA statue allow membership organizations to<br>
decide things by a consensus process defined without a vote.<br>
<br>
avri<br>
<br>
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</div></div></blockquote></div><br><br clear="all"><div><br></div>-- <br><div class="gmail_signature"><div dir="ltr"><div><div dir="ltr"><div><div dir="ltr"><div dir="ltr"><div dir="ltr"><div dir="ltr" style="font-size:small">Jordan Carter<br><br>Chief Executive <br><b>InternetNZ</b><br></div><div dir="ltr" style="font-size:small"><br>+64-4-495-2118 (office) | +64-21-442-649 (mob)<br>Email: <a href="mailto:jordan@internetnz.net.nz" style="color:rgb(17,85,204)" target="_blank">jordan@internetnz.net.nz</a> <br>Skype: jordancarter<br></div><div style="font-size:small">Web: <a href="http://www.internetnz.nz" target="_blank">www.internetnz.nz</a> </div><div dir="ltr" style="font-size:small"><br><i>A better world through a better Internet </i></div><br></div></div></div></div></div></div></div></div>
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