maemo.org - Talk - [Council] Referendum 2015

on the roles of Community Council and Maemo e.V.

Referendum2015
(onthe roles of Community Council and Maemo e.V.)

DearCommunity,

inorder to finalize our move from Hildon Foundation to the MaemoCommunity e.V. (MC eV), a referendum is called, which is supposed tofix deficiencies in the Council Election Rules as well as in theArticles of Association of MC eV. There will be two options:

-Yes, I accept MC eV Association Rules as our Community Council'sRules and I endorse the amendment of MC eV Articles of Association asdescribed below.

-No, I do want Council rules to stay outside of MC eV and its rulesetand have them as originally described. I’m aware that Council thenwill have no say in any MC eV or maemo.org matters.

Inother words...

…youvote option YES:

Rulesaround Maemo Community Council are adopted in order to fullyincorporate Council as a body of MC eV.

…youvote NO on the referendum:

Theoriginal Council election rules will remain as is. Council then willbe an interest grouping outside MC eV without a purpose, sincethere'll be nobody to (officially) adress anymore. Council then willbe suspended from MC eV bylaws.

Eitherway, the referendum means a change of MC eV Articles of Associationas well as Association Rules, which can only be done by GA. Thereferendum basically is an avowal for MC eV, an approval of itsbylaws and a mandate for MC eV to change them accordingly.

Forthose who did not follow the process,here’s a short explanation in two parts (together with the affectedrules, bylaws paragraphs):

Part1 - History & Council election rules:

Backin Nokia times, the purpose of Council was to give the community avoice towards Nokia representatives (Community Manager, whatever…).Then Nokia abandoned Maemo, donated servers and sold the rights tomaemo.org and Maemo(TM) to Hildon Foundation, a maemo communitydriven organisation. In the process of this we learned that an USbased organisation has itsdrawbacks/challenges and it was decided to form an entitybased in Europe which is a German Registered Association now known asMaemo Community e.V. - instead of having a board assigned to managethe organization, only the association is now accepting regularmembers which have the final say in any matter. The association'sboard does handle day to day tasks like minor community requests,funds, buy hardware for our infrastructure, basically pay the billsand do minor steering only. That said, the associations regularmembers having the final say in any matter, this also applies torules and regulations and their changes, including but not limited tothe Council Election Rules. During the MC eV founding meeting, theexisting (unified Maemo Community/HiFo) Council was nominated for theCouncil of MC eV. The MC eV members voted unanimously "yes"for all existing councilors who accepted the vote. By doing so,Council effectively accepted MC eV Council election rules (and allother other regulations) which were publicized earlier. To have thissanctioned by all of you, we need this referendum.

MCeV Council election rulesdifferto originalCouncil election rulesin the following points:

AssociationRules § 4.1 (Council Elections)

(6)Nominees with a professional interest in Maemo, such as working forNokia- or any otheracompanyinvolved in Maemo-related software development - must declare theirinterest when advertising their nomination. Failureto do so may result in the NokiaCommunity ManagerBoardof Directors,or the outgoing Council, declaring their nomination invalid and sobar them from standing in the current election."

(9)The election datemust be publicised at least 1month4weeksin advance of the election.

(11)If there are less than 4 candidates when the nominations close, theelection can’t be held.

a)The nominationperiod will be extended by 1month4weeksandthe election postponed similarly.

b)If, after 1month4weeks'sdelay, there are still fewer than 4 candidates; the outgoing councilwill decide- in conjunction with HildonFoundationBoard of Directors - about how to proceed. The preferred solution isto encourage more members of the maemo.org community to participateand re-run the election,but all options are open.

(12)Changesto any of the above rules must be approvedby aresolution of the Passive Members' Meeting (communityreferendum)orGeneral Assembly.*

a)Voting in such,will be open to anyone eligible to vote in the respectivemeeting.

b)The referendum options must be debated for a minimum of 1month4weekspriorto the referendum.

c)Referendum voting will be open for the same length of time as thecouncil elections.

*community referendum (aka resolution of the Passive Members' Meeting)is already granted by Articles of Association § 10 and AssociationRules § 1.1

Nowin order to grant sovereignty over Council election rules tocommunity, the following changes to MC eV Association Rules shall beintroduced:

AssociationRules § 1.1 (Amendments)

(1)These association rules can be changed or dismissed by the GeneralAssembly.

(2)§ 4.1 (Councilelection rules) ofthese association rules can be changed or dismissed with a referendumby the Passive Members' Meeting.Changesto theseelectionrulesby the GeneralAssembly must be confirmed by aresolutionof the passive membersmeeting (referendum). Should the amendment be rejected by the passivemembersmeeting, the proposed amendment can be revised and brought again tothe vote.

(2)§ 4.1 (Vorstandsratswahlen) dieser Vereinsordnung kann durch einReferendum der passiven Mitgliederversammlung geändertoder aufgehoben werden.Änderungendieser Wahlordnung durch die aktiveMitgliederversammlungmüssen durchBeschlussder passiven Mitgliederversammlung bestätigt werden (Referendum).Sollte die Änderung von der passiven Mitgliederversammlung abgelehntwerden, kann der Änderungsvorschlag überarbeitet und erneut zurAbstimmung gebracht werden.

(pleasesee MCeV Orga-chartfor who can actuallychangewhat)

Part2 - Council role & MC eV Bylaws:

MCeV Articles of Association have a drawback which lies within the factthat councils responsibility is not adequately described so far,Council may contradict GA resolutions or even try to “force”Board into anything. Therefore, the following changes to MC eVArticles of Association shall be introduced:

§7 (Board of directors)

(5)TheBoard of Directors executescarriesouttheresolutionsof the General Assembly and of the Council insofaras this decision jurisdiction is delegatedtoCouncil according to the statutes.

(5)DerVorstand führt die Beschlüsse der aktiven Mitgliederversammlung undder des Vorstandsrats aus, sofernihmdiese Entscheidungshoheit laut Satzung oder Vereinsordnung eingeräumtwird.

§8 (Council)

(4)Thecouncil has the duty to execute elections of all kinds.Thecouncil's duties, rules to announce council meetings, theirproceedings and executions of votes are regulated by the AssociationRules.

(4)DerVorstandsrat ist insbesondere für die Durchführung aller Wahlenzuständig.Aufgabendes Vorstandsrats sowieRegelungen zur dessenArbeit inklusive der Einberufungvon Vorstandsratssitzungen, deren Ablauf und die Durchführung vonAbstimmungen, wirddurch diesindin der Vereinsordnunggeregeltfestgelegt.

Thisoutsources the definition of Council responsibility from Articles ofAssociation to Association Rules (which might be altered without theneed to register those changes at court, avoiding hassle and fees).Accordingly, a new paragraph will be added to the Association Rules:

§3.2 Vorstandsrat (council)

(8)Tasks and competences of the Council are as follows:

(a)Representation of the associated members (garage account) and theirinterests.

(b)Counseling of the Board of directors in general matters

c)Council is responsible to execute all elections

(8)Aufgaben und Zuständigkeiten des Vorstandsrats sind wie folgt:

(a)Vertretung der assoziierten Mitglieder und ihrer Interessen

(b)Beratung des Vorstands in allgemeinen Belangen

c)Der Vorstandsrat ist für die Durchführung aller Wahlen zuständig

Pleasenote that according to Articles of Association, General Assembly candecide on literally anything, as of

§9 (General Assembly)

The General Assembly as the superior decision-making body of the association is by default responsible for all tasks unless certain tasks are delegated to other bodies of the association in accordance with these articles of incorporation.

Coincidenceor not, the last paragraph somewhat closes a circle… everybody canhave his share of power by simply becoming a member. Get involvedyourself instead of just electing representatives (Council).

Soin one month the voting booth will open and you can decide on abovementioned changes and if Council will be recognized as a group withinthe Maemo Community e.V. or not.

Link: Original article.