Re: latest draft of charter

[Joe Shaw <joe helixcode com>]

> ===================================================
> III. Basic Structure and Operation of the Foundation
> ===================================================
> 
> Advisory Board
> ---------------
> 
> Corporate members will pay an membership fee of $10,000 to join the
> Advisory Board.  There is no membership fee for non-profit organizations
> or companies with less than 10 employees.  Additionally, membership fees
> may be waived upon request by the board of directors.  We value
> contributions of code and hackers resource much more than membership
> dues!

I hate to be a grammar pedant, but "less than 10 employees" should be
"fewer than"

> ===================================================
> IV. Board Meetings, Voting, Referendum and Election
> ===================================================
> 
> Board Meetings
> --------------
> Notes from board meetings shall be posted on a publicly accessible
> mailing list and web site.
> 
> Board Voting
> ------------
> 
> Minutes shall be kept for all meetings of the board of directors. 

How are these things different, really? 

> Referendum
> ----------
> 
> To be accepted, a request for a referendum must be endorsed by 10% of
> the Membership. The maximum number of valid endorsements from Members
> affiliated (as defined above) with any one corporation or organization
> shall be 5%.

Ick. Do we really want to require members to disclose their
affiliation? 10% of the membership is a fairly large number to require a
referrendum (which I like), so I am not too worried about a single
organization forcing a referrendum. And, assuming they did, I would hope
that the majority would make the right decision.

Regardless, one shouldn't be required to give up that sort of information
for membership. The board, of course, is a different matter...

> Elections and Board Size
> ------------------------
> 
> If the board of directors is recalled by referendum, new elections shall
> be held immediately.

Perhaps we should mention the fact that this is possible either here or in
the referenda section.

> Any Member may propose a slate, provided that at least 10 Members
> endorse the proposed slate.  The maximum number of valid endorsements
> from Members affiliated (as defined above) with any one corporation or
> organization shall be 5.

Hmm. This is sticky. As I said before, I don't like member affiliations,
but with 10 people, it is conceivable now (and much more so in the
future) that a corporation could solely endorse a slate. But then again,
is this really a bad thing?

> =======================================
> VII. Bootstrapping the GNOME Foundation
> =======================================
> 
> An interim board of directors may be appointed by the GNOME Steering
> Committee.      The first elections shall be held within 90 days from
> the incorporation of the GNOME Foundation.  Anyone may propose a slate,
> so long as it is approved by at least 10 Members.

This means that the steering committee will appoint the board for the
incorporation, and then we'll hold elections for a new board within 90
days?

Overall, I think that the charter is a fine document and has evolved
nicely; I don't have any major problems with it, just a few nits that I
pointed out. Thanks Bart for the hard work you've done in revising the
draft.

Joe