Mailinglist Archive: opensuse-project (93 mails)

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RE: [opensuse-project] Revising the Board Election Rules, 2nd iteration

From: Andreas Jaeger [mailto:aj@xxxxxxxxxx]

thanks for all the feedback, I clarified now the part that confused Rupert
(the appointment in case of insufficient nominations is only until next
election) and defined "corporate affiliation" better. Here's the revised
version. Are we good now?


Complete rules

There're too many changes now so that I don't mark additions/removals

* Size: The board consists of six members: five seats are elected by
the community and additionally an appointed chairperson.

* Eligible candidates: Only openSUSE members may run for the Board.

Any previous board member that has previously resigned or has
been previously removed from the Board is not eligible for
nomination or appointment for or within the next Board election

* Eligible voters: Only openSUSE members may vote, each member
having one ballot that has one vote per seat to be elected.

* Election Committee: The election is run by an Election Committee
that consists of at least three openSUSE members and gets appointed
for each election by the board.

None of the Election Committee can run for or be elected as an
openSUSE board member while serving on the Election Committee.

* Time length: The openSUSE board term is two years. Approximately
half of the board is elected every year. This means that every year,
the term of approximately half of the board ends, and the term of
the other half ends the year after.

To provide continuity to the organization the chairperson shall be
appointed and replaced at Novell's discretion. The elected board
members can appeal to Novell to have the chairperson replaced.

* Yearly electing half the board: In case of resignations or removals
occured since last elections, the term for elected board members for
the current elections will be adjusted to make sure that half of the
elected board seats - that means two out of five - will have to be
filled during the next elections.

To implement this adjustment, the elected seats with the most
votes will have a two years term, while the seats with the
lowest votes will have a one year term. The number of seats with
the lowest votes is calculated so that half of the board seats
will have to be filled during the next elections.

* Serving time: openSUSE board members can serve for up to two
consecutive election periods. After that they must stand down for at
least one year, but may be run again after the one year break.

* Resignation: A member of the board may resign their current position
by giving written notice to the chairperson.

* Removal: In the event of repeated absence without contact, or other
serious misconduct or negligence, a Board member may be subject to
removal. Before any other process occurs, the Board member in
question will be personally contacted by the chairperson to try to
resolve the situation. If this contact does not successfully resolve
the situation, the Board member in question may be removed by a vote
of 2/3s of the board members. The board should appoint a new board

Repeated absence includes missing three consecutive board meetings
without sending regrets, not answering at all to emails or sending
regrets for more than 10 meetings.

* Appointment: The running board is allowed to appoint new members
during their term to fill a board vacancy caused by one of the
following conditions: 1) Resignation of a Board member or 2) the
removal of a Board member, or 3) as part of elections.

Appointed seats are only appointed until the next election.

Instead of opting to appoint more than one board member, the board
may opt to call for a new board election for the vacant seats.

* Company affiliation: To help ensure that the board will always
represent a wide part of the community, no single organization or
company will be allowed to control more than 40% of the elected or
appointed board seats, regardless of election results. In the event
that individuals affiliated with a company or organization hold more
than 40% of the seats, affiliates from that corporation will be
required to resign until 40% is no longer held.

"until 40% is no longer held" should be "until no more than 40% is held".

Individuals affiliated with a company or organization are people who
are employees, officers, or members of the board of directors of an
organization; or have a significant consulting relationship; or own
at least 1% of the equity or debt, or derivatives thereof, of a

Notwithstanding the above, members of the openSUSE board shall act
on behalf of all openSUSE contributors in the best interest of the
openSUSE project. Although board members may be affiliated with
companies or organizations that have an interest in the success of
openSUSE, they will not be considered representatives of the
companies or organizations with which they are affiliated.

* Affiliation during election: If more than 40 % of the elected seats
would be affiliated with one company or organization (as defined
above), elections results shall be adjusted as follows. Individuals
who are affiliated with the company or organizationwhich has an
excess of representatives shall be removed based on the number of
votes they received until such individuals no longer hold a majority
of the seats on the board. Other candidates shall replace them,
based on the number of votes they received.

* Nominations: The election committee will take self-nominations,
nominations by others and can nominate people for election. The
election committee will contact the nominated people and ask them
whether they stand for election. These nominations are private
until accepted by the nominated people.

* Insufficient Nominations: In the event that the number of eligible
candidates is less than or equal to the number of available seats,
the voting period will be delayed by two weeks. A public message
will be sent out to ask again for candidates.

In the event that the number of eligible candidates is less than or
equal to the number of available seats, voting occurs as normal but
each candidate needs to have more than 50 per cent yes votes. In
case that seats do not get elected, the new board will appoint them
as board members until the next election.

* Constitution: A new board term should start on the first of January,
the elections should be finished 14 days before. In the case of
delays, the new board will start 7 days after the election results
are published.

* Tie: In the event of a tie for the final slot on the board, the
election committee will schedule run-off elections between the tied
candidates within one week, with a voting period of one week to
resolve the tie.

In the event of a tie during the run-off elections, the newly
elected board - or the previous board, if all seats are to be filled
during the run-off elections - will appoint candidates running in
the run-off elections to fill the remaining slots.

* Forced reelection: If 20 per cent of the openSUSE members require a
new board election, an election will be held for the complete
elected Board seats.

* Amendment: Changes by the election rules can be done by vote of the
board where 2/3s approve it including the chairperson or by vote of
the membership where 2/3 of the openSUSE members approve it.

Andreas Jaeger, Program Manager openSUSE

My apologies, I haven't contributed to this until now, and haven't read the
comments to date.

There are a number of minor typos and grammatical mistakes which are easiest
corrected at the end in a document rather than an email. Only one affects
the meaning (marked above).

I'm concerned that two sets of rules in here conflict, and there needs to be
a statement of priority. There are rules which reduce the number of elected
people (no more than 40% to one organisation) and rules to ensure enough
people get elected. They could conflict, i.e. by applying the 40% rules
there are too few electable candidates and so the election cannot be held.
Do we hold the election anyway (because it's better to have a board than no
board) or try to get more candidates (because it's most important to ensure
no one organisation has control)?


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