Commission to Reform WPLUG
The Commission to Reform WPLUG (CRW) is an informal group created to draft proposals that fix long-standing problems in WPLUG. It was created on December 9, 2012.
WPLUG is struggling to compete against other technology groups. CRW's purpose is to expedite the reform process so that WPLUG can become competitive again as soon as possible:
- Update the bylaws
- Chart a new direction for WPLUG
- Explore ways to make WPLUG less formal/political
- Bring WPLUG's resources up to par with current technological standards
CRW has no membership requirements. If you decide to join, add your name to the membership list on this page.
Each month, CRW gathers its best ideas into a "reform package" that is formally proposed during the following month's WPLUG general user meeting. Ideas can be proposed or voted on at any time, but it is recommended to propose ideas outside of meetings and vote on them during the meetings so that people have time to think before they vote.
If an idea is approved by a majority of CRW members, it will be added to the current reform package.
Since CRW is not an official WPLUG organization, it doesn't receive official funding and is not governed by the WPLUG bylaws. Members are encouraged to apply the same "free and flexible" mindset to their deliberations: check your preconceptions at the door, be open-minded, and support the best ideas to reform WPLUG. Everyone who wants to present ideas will have an equal opportunity to do so.
- Justin Smith
- Terry Golightly
- Pat Barron
- Vance Kochenderfer
- Joseph Prostko
Saturday, December 15: 2:00 p.m. @ WPLUG IRC
Reform Package History
Reform Package 1: Bylaw changes, to be proposed January 2013.
Reform Package 1 Ideas
Section 4.5 (Board Meetings)
Add new paragraph #3, which reads "Members of the Board may waive notice of any meeting by unanimous consent of all of the Directors. Consent may be manifested by roll call conducted during the meeting for which notice is to be waived, may be delivered in writing to the Secretary prior to the start of the meeting for which notice is to be waived, or may be delivered and recorded prior to the start of the meeting for which notice is to be waived by any means specified by rule for this purpose."
RATIONALE: Notice requirements for meetings exist (at least in part) to prevent a subset of the Directors from cutting other Directors out of the governance process, by conducting business at meetings called with unreasonably short notice, deliberately timed such that the disenfranchised Directors would not be able to attend. But in the most recent Board term, this caused us endless frustration - many instances of having us in the same place, at the same time, and needing to take some action - but not being able to because the bylaws require business to be conducted at an in-person meeting held on at least 24 hours notice. WPLUG has evolved into an organization whose Directors are spread out over a fairly wide area, and who have jobs and other responsibilities (not to imply that prior boards have not had such concerns, of course - more that, at least in the last board, members may be in a different place in their lives than previous boards, and may not have this type of flexibility, especially in view of the geographic dispersion --Pat.). So the requirement to travel to an in-person meeting in order to take any action is not conducive to getting things done. It is particularly frustrating when there is an occasion where the Directors find themselves together for other reasons, but can not take any action as a Board at that time because the bylaws don't permit them to conduct an impromptu meeting. The proposed waiver of notice provision solves this problem, while preserving the rights of all of the Directors by requiring unanimous consent to waive notice of the meeting (even if any of the seated Directors are unable to attend the short-notice meeting, they could still agree to waive notice). The last sentence would give us leeway to implement this consent via something like Loomio in the future if we so choose. In my (limited) experience, most organizations operated in this way do implement a provision to waive notice of meetings, I would hope that WPLUG could do so too.
Section 8.4 (Virtual Meetings)
Strike paragraph #1 entirely, or perhaps replace it with something that indicates that either in-person meetings or virtual meetings are equally acceptable, and whether a meeting is to be in-person or virtual is at the discretion of the chair of that meeting.
RATIONALE: This was another huge frustration for us, for similar reasons. Virtual meetings are great for quickly hashing out an urgent topic, if it's not possible or not practical to get everyone together in person. But the bylaws currently require that any virtual meeting be scheduled in advance, during a prior in-person meeting, and requires that consent to a virtual meeting be made by a 2/3 vote (in other words, erects an even higher bar to doing it than the typical majority consent). This effectively makes virtual meetings useless for quick turnaround of urgent issues. I honestly don't understand the rationale for this provision as it stands. My best guess is that it's intended to prevent erecting a barrier to entry to participation - perhaps thinking that all members of the Board, or all members of a Committee, may not have the means or technical knowledge to use one of the allowed virtual meeting technologies, and that the high barrier is designed to protect these people and keep them from being disenfranchised. That may have made sense in 2006. In 2012, I would say that as WPLUG is a technology-focused organization, it is reasonable to expect the leadership of that organization to be comfortable using such technology, and thus virtual meetings should be granted a status equivalent to in-person meetings for all Board and Committee meetings. One thing we did last year was that we implemented another Special Rule of Order that permits virtual meetings via conference call. The rule includes a provision that allows the chair of an in-person meeting, at his/her discretion, to allow someone to an attend an otherwise in-person meeting via conference call; this provision of the rule is technically a circumvention of the bylaws, and fortunately we never had to test it - but we need to clean that up too.
Let me preface my remarks by saying that I see my role here as offering interpretation and guidance. It may seem in many cases that I'm trying to throw cold water on people's ideas: sometimes I will be, and at those times I'll explicitly say "that's a bad idea." Otherwise, I am just trying to provide information with no positive or negative judgement implied.
I believe that Robert's Rules (insert reference here when I get my hands on my copy) defines the requirement for notice of a meeting as protecting the rights of absentees. If all members are present at a meeting, then there are no absentees, and therefore no one's rights are violated if a valid notice has not been given. The meeting would be proper, and the business conducted at the meeting is valid. (Note that this applies to any body, whether the Board, a committee, or the full membership.)
In short, I think the proposed rule is unnecessary. I think in such cases it would be a good idea for the Secretary to record in the minutes that all members were present to document that the meeting was valid despite the lack of notice.
There is a lot to say on this subject, and apparently the 11th edition of Robert's Rules discusses it in more depth (previous editions simply stated that in-person meetings are the only ones contemplated by the standard rules, and that bodies wishing to conduct other types of meetings must adopt their own rules for doing so). When I get a copy I'll be able to comment further.
On the 2/3 vote requirement (note that this is 2/3 of those voting at a Board meeting; not that 2/3 of all Board members must vote in favor), that was chosen as a standard supermajority ratio to prevent meetings being held by methods that would disadvantage a particular Board member. The requirement that an in-person meeting be held first is really a bootstrapping problem; once a valid virtual meeting is called, it can (by 2/3 vote) schedule future virtual meetings. However, once this is not done, you have to revert back to at least one in-person meeting.
Items to be considered include:
- How much notice must be given (and by what method)?
- How is a member considered to be "present" at the meeting for determining whether the quorum requirement has been met?
- How are motions made? How are subsidiary motions (such as to amend or postpone the pending question) handled?
- How is debate conducted?
- How is voting handled? (Note that in most online options, secret balloting will not be available, but for Board meetings this is not a great loss. Perhaps Loomio offers this; haven't had a chance to look at it yet.)
You should not feel that a rule needs to be drafted for each one of the points above; in some cases the defaults can be applied sensibly. They just need to be contemplated.
On the question of the current Audio Conferencing Virtual Meetings Special Rule of Order, I think the only conflict between it and the Bylaws exists in the last sentence. It would be perfectly acceptable under the rule to have an audio conference meeting where all members but one were present in the same room. The last sentence, however, is a problem: Robert's Rules requires exceptions to face-to-face meetings to be authorized by the bylaws, and I don't think the bylaws provide the latitude for the rule's provision that the Chair can permit attendance by phone. The solution may be to simply redefine such a meeting to be an audio conference meeting at which most of the members simply happen to be in the same place.
Accepted Reform Package 1 Proposals