[okfn-coord] IMPORTANT (Please read): (Re-) Organizing the OKF

[Jo Walsh]

read and in essence absorbed. makes a lot of sense to me.
happy to be on the board. doing a bit of adhoc research into
foundation governance anyway as at OSGeo we are trying to formalise
legal bylaws, expand membership and hold new board elections all at
the same time. 

in that context board membership becomes more about nominal oversight
and corporate responsibility and not actively about governance. 
board members tend to do their thing through local (language/spatial)
chapters or through committees. i see okfn/geo and osgeo/geodata as
two different extensions of the same organism anyway.

thanks Rufus for summarising the governance outline, i think it will be
informative as well as maybe useful for OSGeo's current admin struggle.

speak soon, hopes


jo

On Sat, Feb 17, 2007 at 01:43:06PM +0000, Rufus Pollock wrote:
> Dear All,
> 
> This email contains important information about the organization of the 
> Open Knowledge Foundation (OKF/OKFN). Please read it thoroughly. I'd 
> also appreciate if you'd reply to the list simply acknowledging that 
> you've read it -- even if you have no comments to make.
> 
> Regards,
> 
> Rufus
> 
> ### 1. This list
> 
> I should clarify here at the start that this is the list for those who 
> are either on the Board of Directors of the OKF or the Executive Group 
> (more on these below). This list is, and will remain, closed.
> 
> 
> ### 2. Introduction
> 
> For the Open Knowledge Foundation to continue to prosper and grow it is 
> important that:
> 
>   a) it have a solid and strong organizational base with clear 
> mechanisms for how authority is shared and delegated with simple ways 
> for people to get involved
>   b) there be clarity and transparency as to how it is being run 
> (particularly in regard to its finances)
> 
> In relation to (a), as detailed in the governance document[1], at 
> present, the day-to-day running of the Foundation in theory resides with 
> an 'Executive Group/Board' (see below). In this respect things are 
> fairly OK though more information should be put on the site. (As a first 
> effort in this respect I have created a people[3] page listing those 
> involved with the OKF. I have included mini-biographies there which I 
> hope are OK. If you are unhappy with what is there please say and we can 
> update it.)
> 
> Item (b) is where there are more serious issues and should be addressed 
> by revitalizing the Board of Directors. This will be discussed further 
> in a specific item below.
> 
> [1]: http://www.okfn.org/governance/
> [3]: http://www.okfn.org/about/people/
> 
> 
> ### 3. The Executive Group.
> 
> The Executive Group is responsible for the day-to-day running of the 
> OKF. Something tantamount to the Executive Group was discussed one of 
> the first email to okfn-discuss[2]. With the various changes in people's 
> participation since that point I'd suggest the current 'Executive Group' is:
> 
>   * Saul Albert
>   * Rufus Pollock
>   * Jo Walsh
> 
> [2]: http://lists.okfn.org/pipermail/okfn-discuss/2005-October/000006.html
> 
> 
> ### 4. The Board of Directors.
> 
> The Board of Directors are the actual directors of the Open Knowledge 
> Foundation Limited (a company limited by guarantee). Their job should be 
> fairly hands off but they are responsible for overseeing the activities 
> of the Foundation. Their may be some substantial overlap between members 
> of the Board and the Executive Group but it should not be total. The 
> Board of Directors should, for example, make sure that the Foundation's 
> activities are consistent with its memorandum of association and keep 
> and eye on finances (they will need to approve the annual accounts).
> 
> Current members of the Board of Directors are:
> 
>   * Rufus Pollock
>   * Martin Keegan
>   * James Noyes
>   * Natasha Phillips
> 
> At present, in reality, I am the only active member of the Board and it 
> meets if at all, very infrequently. This situation should be changed as 
> soon as possible. (Natasha and James, I should explain, are two friends 
> of mine with who I started What is To be Done back in 2003. Given 
> changed circumstances since then both wish, I believe, to resign since 
> they are not to fulfil the role properly).
> 
> #### 4.1 Appointing New Board Members
> 
> The best way to change this situation would be to appoint new board 
> members. I have already spoken with Jo (Walsh) and I believe she would 
> be happy to be appointed. Saul, if you wanted/were willing to become a 
> board member that would also be great. However we should also look to 
> appoint other 'external' (i.e. non-Executive Group) members. To do this 
> I think we need to:
> 
>   a) draft a simple document listing the obligations for a board member
>   b) draw up a shortlist of potential appointees and then ask them to 
> join (obvious possibilities to my mind are Tom Steinberg, who I have 
> already tentatively approached) and John Buckman of Magnatune)
> 
> 
> ### 5. Finance updates
> 
> I suggest that we appoint an official treasurer from among the board 
> members. In the meantime I will send regular fiannce updates to this list.
> 
> 
> 
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