With respect, Paolo, that does not answer the question either. S.
On Tue, Oct 5, 2021 at 1:07 PM Paolo Vecchi < paolo.vec...@documentfoundation.org> wrote: > Hi Simon, > > I believe that in the email is clearly stated that the proposal follows > Art. 1.2 of the rules of procedure which has my full support as well as the > support of other Directors. > > The official Board vote will start next week. > > Ciao > > Paolo > > On 05/10/2021 13:11, Simon Phipps wrote: > > Just to be clear, Emiliano, is this an official Board communication or a > personal message from you? > > S. > > On Mon, Oct 4, 2021 at 10:55 PM Emiliano Vavassori < > emiliano.vavass...@documentfoundation.org> wrote: > >> Dear fellow community, >> >> I'd like to make available, with the present message, the draft of an >> amendment to the Rules of Procedure of the Board of Directors, aimed at >> including a Conflict of Interest Policy. This process is stated in § 1.2 >> of said Rules of Procedure [1]. >> >> The Membership Committee has recently adopted a Conflict of Interest >> Policy [2]. Other directors and myself want a Conflict of Interest >> Policy also for the Board of Directors, as a guide to correct behavior; >> we also think that having a policy would simplify internal processes and >> the onboarding of the new members, both in the Board of Directors and in >> the Membership Committee. >> >> As per said §1.2 of the Rules of Procedure, I propose the following >> amendment. The Preamble will be changed to read: >> >> --- >> >> Preamble >> >> In addition to § 7, (5) of the statutes, the Board of Directors hereby >> agrees on the following rules of procedure. Notwithstanding any >> regulations in the statutes, this document defines board processes, >> decision making, as well as sharing and delegation of board tasks. >> >> Binding part of these Rules of Procedure is the Board’s Conflict of >> Interest Policy: >> >> https://wiki.documentfoundation.org/File:BoD_Conflict_of_Interest_Policy_ver1_1.pdf >> >> Should elements of the Rules of Procedure be in collision with the >> Conflict of Interest Policy, the rules of the Conflict of Interest >> Policy always shall prevail. >> >> --- >> >> Background information: >> >> The Board of Directors discussed, in the previous month, to implement a >> Conflict of Interest Policy (from now on, CoI Policy) in reply to the >> kind suggestion of the Membership Committee. >> >> The MC itself adopted a CoI Policy (see [2]), that was then forwarded to >> the Board of Directors as a proposal. It has been reviewed by our legal >> consultant, so was the Membership Committee’s version, and optimized to >> adhere to the specific provisions of the Statutes for the Board of >> Directors. The Board of Directors will vote on the definitive adoption >> of the proposed CoI Policy in a week. >> >> The proposed CoI Policy condenses predicaments contained in various >> sections of the TDF Statutes and common behaviors when dealing with >> possibly overlapping loyalties (e.g. recusing themselves from voting on >> a specific topic); this document is, in the end, a simpler guide to >> quickly identify and react upon possible conflict of interest by the >> members of the Board of Directors. >> >> The intent is to better manage overlapping loyalties and not to actively >> exclude a potentially conflicted person from any decisions at all taken >> in the Board, but, if a conflict exists, only on specific topics related >> to said conflict. >> >> Please find the proposed text for the Board of Directors’ Conflict of >> Interest Policy in the link above (or in [3]). >> >> We are, as always, available to clarify any issues and questions that >> may arise in the meantime. >> >> Cheers, regards, >> >> [1]: https://wiki.documentfoundation.org/TDF/BoD_rules >> >> [2]: >> >> https://wiki.documentfoundation.org/File:Membership_Committee_Conflict_of_Interest_Policy_final.pdf >> >> [3]: >> >> https://wiki.documentfoundation.org/File:BoD_Conflict_of_Interest_Policy_ver1_1.pdf >> >> -- >> Emiliano Vavassori, Member of the Board of Directors >> The Document Foundation, Kurfürstendamm 188, 10707 Berlin, DE >> Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts >> Legal details: https://www.documentfoundation.org/imprint >> >> >> -- >> To unsubscribe e-mail to: >> board-discuss+unsubscr...@documentfoundation.org >> Problems? >> https://www.libreoffice.org/get-help/mailing-lists/how-to-unsubscribe/ >> Posting guidelines + more: https://wiki.documentfoundation.org/Netiquette >> List archive: >> https://listarchives.documentfoundation.org/www/board-discuss/ >> Privacy Policy: https://www.documentfoundation.org/privacy >> >> > > -- > *Simon Phipps* > *Office:* +1 (415) 683-7660 *or* +44 (238) 098 7027 > *Signal/Mobile*: +44 774 776 2816 > > > -- > Paolo Vecchi - Deputy Member of the Board of Directors > The Document Foundation, Kurfürstendamm 188, 10707 Berlin, DE > Gemeinnützige rechtsfähige Stiftung des bürgerlichen Rechts > Legal details: https://www.documentfoundation.org/imprint > > -- *Simon Phipps* *Office:* +1 (415) 683-7660 *or* +44 (238) 098 7027 *Signal/Mobile*: +44 774 776 2816
