[CPWG] .ORG Stewardship Council Charter

[Roberto Gaetano]

Hi all.
Looking at https://www.thestewardshipcouncil.org/new-page there is one point that I would like to have an exchange of opinions on.
Principle 12 describes the veto powers of the Council on matters that relate to things like the change of the status and powers of the Council itself. The Council can veto a decision of the Board with a vote of the qualified majority of the members (at least 2/3, which is 5 Councillors).
Principle 10 states that "There shall be no attendance or voting by proxy”, which makes it possible that at any meeting the Council might not be complete, that is that the meeting will be held with less than 7 members.
My personal opinion is that, in light of Principle 10, the decision on important matters referred by Principle 12 should be taken by the qualified majority of the members present at the meeting. As an example, if this point is amended, in case of the absence of one member the qualified majority would go down from 5 to 4. I believe that, while I fully agree on the fact that veto power should require a qualified majority, on such important matters like the principles and powers of the Council itself we should not undermine its own ability to oppose a Board decision.
However, IANAL, so I cannot say what is the common practice in such charters.
Opinions?
Thanks,
Roberto

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