Ok, here's a third cut at this. It's pretty similar to the second cut 
except that I added a section for group management with a brief 
introduction and a place-holder pointer to a new document that can 
contain processes for managing communities and projects, etc. As you'll 
recall, I took out all of those processes from the current constitution 
for my drafts here, but there is a desire to have the OGB offer guidance 
on this issue so we are consistent across the entire community and can 
properly mediate potential disputes. However, we agreed that to keep the 
constitution short we'd separate the process documents. So, the 
structure of this draft now looks like this:

    * OpenSolaris Constitution: A brief overview of the structure of the
      community and the OGB with links to three process documents:
          o Group Creation Process (separate document)
          o Membership Process (separate document)
          o Group Management Process (separate document)

Other changes: I added back in the natural persons reference for OGB 
members, I made the dissolution section consistent with the current 
constitution, and I also updated the vacancy section to be more 
consistent with the current constitution. Also, I put this version on 
the wiki, so if anyone wants to directly edit, or if I forgot other 
changes, please feel free. I haven't done any page editing/formatting 
yet. It's just a copy/paste from the text below. 
http://www.genunix.org/wiki/index.php/OGB_2008/010_OpenSolaris_Constitution_2009

Other references related to this discussion:

http://opensolaris.org/jive/thread.jspa?threadID=76851&tstart=0%20
http://mail.opensolaris.org/pipermail/ogb-discuss/2008-September/006066.html
http://opensolaris.org/jive/thread.jspa?threadID=77881&tstart=0

Jim
 


  The OpenSolaris Constitution


      Overview

This Constitution outlines the basic structure and operation of the 
OpenSolaris community and the OpenSolaris Governing Board (OGB). 
Previous versions of the Constitution can be found at the OGB's website. 
http://www.opensolaris.org/os/community/ogb/governance/


      Structure

Groups. The OpenSolaris community is structured as a distributed 
organization of participants in which Members are given the right to 
vote on community-wide issues -- the most important of which is to elect 
the OGB. In turn, the OGB delegates the organization, operations, and 
decision-making processes for OpenSolaris activities to participants 
running their own groups. From a governance perspective, all groups are 
considered equal in status, there are no hierarchal relationships 
between groups, the number of groups within a given category can vary 
greatly, and groups are free to create associations with other groups to 
facilitate development or community building activities. There are four 
categories of groups:

   1. Communities: Social groups gathered around issues or technologies.
   2. Projects: Development groups gathered around code repositories and
      integration tools.
   3. User Groups: Groups of users gathered around issues or
      technologies in a specific geography.
   4. Electorate: A group that holds voting Members of the overall
      OpenSolaris Community.


The OGB specifies a single process for creating, changing, archiving, 
and reactivating all groups. The document outlining those procedures can 
be found at the OGB's website, and it may be updated as the community's 
needs evolve. http://genunix2.org/wiki/index.php/OGB_2008/010_group_creation

Roles. There are three roles in the OpenSolaris community:

   1. Participants: Those registered on opensolaris.org are eligible to
      be participants in a Community, Project, or User Group.
   2. Contributors: Those recognized as having substantially helped with
      the goals of a given group. Contributors may be given the right to
      edit web pages, commit code, or help moderate mailing lists, for
      example.
   3. Leaders: Those responsible for leading a Community, Project, or
      User Group. Leaders may decide the technical direction of a given
      Project, for example. Leaders may also appoint Participants to be
      Contributors and Leaders.


All of the groups may have have different standards for recognizing 
people as Participants, Contributors, or Leaders within their respective 
groups. However, if a participate wants to become a Member of the 
OpenSolaris community and be engaged in community-wide issues, then he 
or she has to apply for Membership at the OGB.


      Membership

Membership: Participants, Contributors, and Leaders from Communities, 
Projects, and User Groups may become associated with the Electorate 
group as voting Members of the OpenSolaris community. Only those who 
have substantially and verifiably contributed to a group may apply for 
Membership. Qualification for Membership is for life, but Memberships 
must be renewed every two years. The OGB specifies a single process for 
membership applications. The document outlining those procedures can be 
found at the OGB's website, and it may be updated as the community's 
needs evolve. http://www.genunix.org/wiki/index.php/OGB_2008/010_membership


      Group Management Processes

Processes: In order to be as consistent as possible and for the purposes 
mediating disputes, the OGB requests that all groups publish well 
defined processes for managing their activities. These processes may 
include development methodologies, voting procedures, participation 
guidelines, record keeping, etc. The OGB publishes some process 
documents outlining key issues that groups can use or build from. These 
documents can be found at the OGB's website, and they may be updated as 
the community's needs evolve 
http://www.genunix.org/wiki/index.php/OGB_2008/010_Group_Management_Processes. 
If there are no public process documents and if a dispute is brought to 
the OGB, the board will resolve the issue at its own desertion.


      Meetings of Members

Meetings. A Meeting of the Members will be held annually to elect the 
OGB and ratify any proposed Constitutional changes. The OGB will notify 
the community not less than ten days or more than sixty days before the 
meeting with the necessary logistics. One-third of the Members, 
represented in person or by proxy, constitutes a quorum, and the 
affirmative vote of a majority of the Members shall be the act of the 
Members. The OGB can call for Special Meetings of the Members outside 
the Annual Meetings, and Members can also call for Special Meetings if 
more than 10 percent of the Membership agrees.

Voting. Members are entitled to one vote on each matter submitted at a 
Meeting of the Members. A Member may vote in person, by proxy, or, when 
a vote is conducted by electronic ballot, by submitting a completed 
ballot to the voting mechanism.

Proxies. Every Member may authorize another person to act on his or her 
behalf as a Member by Proxy. Every proxy must be signed by the Member 
and delivered to the Secretary. Proxies are valid for up to one year. 
All proxies shall be revocable.

Minutes. Minutes of any Meeting of the Members shall be posted in a 
public forum within thirty days.


      Governing Board

OGB. The OGB consists of a minimum of three and a maximum of seven 
natural persons who provide guidance to the OpenSolaris community, 
maintain the community's Constitution, run elections, and to help 
mediate disputes. The OGB values transparency, prefers delegation and 
empowerment, and strives to be enablers, facilitators and 
behind-the-scenes troubleshooters. OGB members, upon change of corporate 
affiliation or other interests related to OpenSolaris, must notify the 
Membership of their new status.

Election and Term. At the annual meeting of Members, the Members shall 
elect OGB Members to hold office starting the first day of the calendar 
month following the election and continuing until the first day of the 
calendar month following the next annual meeting. Each OGB member shall 
hold office for the term for which he or she is elected, until his or 
her successor us elected, or until his or her earlier resignation, 
removal, or death. OGB members can serve for up to three consecutive terms.

Candidates and Voting. Candidates for election to the OGB must be 
nominated by a current Member. Nominations shall be open seven days 
prior to ballot completion. An election ballot must be complete and 
publicly viewable seven days prior to the start of voting. Once voting 
has started, the voting shall remain open for seven days. Candidates for 
election must publish a list of their commercial affiliations or other 
interests related to OpenSolaris, so voting Members can understand the 
context from which they would act on the OGB. Candidates who do not 
publish such a statement shall not be eligible for election. The 
Secretary of the OGB shall maintain a public register of OGB Members' 
affiliations.

Voting. The OGB election shall use the balloting method known as Single 
Transferable Vote with the Meek algorithm.

Resignations, Removals, and Vacancies. An OGB Member may resign or be 
removed by an affirmative vote of two-thirds of the Members. If the 
entire OGB resigns or if a majority of the community expresses no 
confidence in an affirmative vote, then a special election will be held 
within thirty days. In the event of a resignation or death, the OGB 
shall review the ballot results of the previous election and appoint the 
next available candidate to fill the vacancy. If there are no further 
candidates from the prior election, or if the vacancy is due to the 
removal of an OGB member, the vacancy shall not be filled until the next 
OGB election.

Quorum. A majority of the OGB members in office shall constitute a 
quorum. The vote of a majority of the OGB members present at a meeting 
at which a quorum is present shall be the act of the OGB.

Meetings. OGB meetings should be held at least once a quarter. Meetings 
may be held in person or via teleconference, IRC, or equivalent medium 
for shared communication. OGB meetings are open, but occasionally the 
OGB may need to discuss confidential items in a closed session. Any 
decisions resulting from a closed session must be approved in an open 
meeting.

Officers. The officers of the OGB shall consist of a Chair, a 
Vice-Chair, and a Secretary, each of whom shall be appointed by the OGB. 
The offices of Chair and Vice Chair must be held by OGB members, but the 
Secretary need not be an OGB member. The officers shall have the 
following duties:

    * The Chair shall preside at all Meetings of the Members and of the OGB.
    * The Vice Chair shall, in the absence or the Chair, perform the
      duties of the Chair.
    * The Secretary shall publish records of all public meetings and
      maintain Membership records of the OpenSolaris community.

Board Committees. The OGB may create board committees, each consisting 
of at least one OGB member and composed of participants appointed by the 
OGB.


      Dispute Resolution

Disputes. Disputes should be resolved within groups according to their 
normal decision-making procedures. If a dispute can not be resolved in a 
group or spreads into to the OpenSolaris community generally, then the 
participants may ask the OGB to help mediate a reasonable solution. The 
OGB will consider disputes on a case-by-case basis.

Suspensions. If outright abuse is reported to the OGB, the situation 
will be reviewed in the following way:

   1. The OGB will notify the individual that his or her participation
      in the community is under review and that the review will be
      completed within thirty days. The review should occur in a closed
      session and remain private unless an action is made to suspend the
      participant.
   2. The OGB may temporarily remove the participant's write access to
      community infrastructure until the review is complete.
   3. When the review is completed, the OGB may suspend the
      participant's write access to community infrastructure for up to
      six months. If the participant has previously been suspended, the
      OGB may recommend expulsion.
   4. A suspended member may not attend or vote at Annual Meetings or
      Special Meetings.

Expulsion. The OGB may expel a participant by an affirmative vote of a 
two-thirds majority of the Members. Expulsion involves the removal of 
all grants of Membership and the removal of the participant's write 
access to community infrastructure until a subsequent act of the Members 
revokes the expulsion.


      Amendments

The Constitution may be changed by an affirmative vote if a majority of 
the Members during Annual Meetings or Special Meetings.


      Dissolution

If OGB membership is reduced to below three, custody of the OpenSolaris 
community will revert to Sun Microsystems until such time as the Members 
elect a new OGB.
 

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