Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-15 Thread Jan Holesovsky
Hi Paolo,

No comment.

We have a Board meeting later today, and I believe it is better to
resolve things like this in a call or in person.

All the best,
Kendy

Paolo Vecchi píše v Čt 15. 09. 2022 v 12:20 +0200:
> Hi Jan,
> 
> On 15/09/2022 11:41, Jan Holesovsky wrote:
> > Hi Paolo,
> > 
> > Paolo Vecchi píše v Čt 15. 09. 2022 v 11:27 +0200:
> > 
> > > Andreas' email is polite
> > I am sorry, but "It shows that there is no will of cooperation from
> > five members of the board." does not sound polite to me.
> 
> That comment might seems to be pushing a bit the boundaries of 
> politeness but it's probably reflecting the impression that the
> inaction 
> by some members of the board sends out to the public.
> 
> > I have a lot of will to cooperate with everyone, including people I
> > don't agree with, so a statement like this is very offensive to me.
> 
> I'm sure you would be due an apology if you wrote that you would
> have 
> participated but urgent matters didn't allow you to vote for 3 days
> and 
> what Andreas said hurt your feelings but have any of the directors
> not 
> participating to the vote evaluated if they were going to hurt the 
> feelings of those that proposed the vote?
> 
> The vote has been discussed internally, before re-running it due to 
> Caolan's departure from the board, good reasons to perform this
> change 
> have been documented and "the conditions that brought to it are
> persisting".
> 
> So of course what happened hurts the feelings of the 2 directors,
> doing 
> a lot of hard work in the legal group, to see that other directors
> did 
> not comment, explicitly abstained or even voted against it maybe 
> providing legitimate reasons for doing so.
> 
> > All the best,
> > Kendy
> > 
> Ciao
> 
> Paolo
> 
> -- 
> Paolo Vecchi - 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
> 


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Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-15 Thread Paolo Vecchi

Hi Jan,

On 15/09/2022 11:41, Jan Holesovsky wrote:

Hi Paolo,

Paolo Vecchi píše v Čt 15. 09. 2022 v 11:27 +0200:


Andreas' email is polite

I am sorry, but "It shows that there is no will of cooperation from
five members of the board." does not sound polite to me.


That comment might seems to be pushing a bit the boundaries of 
politeness but it's probably reflecting the impression that the inaction 
by some members of the board sends out to the public.




I have a lot of will to cooperate with everyone, including people I
don't agree with, so a statement like this is very offensive to me.


I'm sure you would be due an apology if you wrote that you would have 
participated but urgent matters didn't allow you to vote for 3 days and 
what Andreas said hurt your feelings but have any of the directors not 
participating to the vote evaluated if they were going to hurt the 
feelings of those that proposed the vote?


The vote has been discussed internally, before re-running it due to 
Caolan's departure from the board, good reasons to perform this change 
have been documented and "the conditions that brought to it are persisting".


So of course what happened hurts the feelings of the 2 directors, doing 
a lot of hard work in the legal group, to see that other directors did 
not comment, explicitly abstained or even voted against it maybe 
providing legitimate reasons for doing so.



All the best,
Kendy


Ciao

Paolo

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Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-15 Thread Jan Holesovsky
Hi Paolo,

Paolo Vecchi píše v Čt 15. 09. 2022 v 11:27 +0200:

> Andreas' email is polite

I am sorry, but "It shows that there is no will of cooperation from
five members of the board." does not sound polite to me.

I have a lot of will to cooperate with everyone, including people I
don't agree with, so a statement like this is very offensive to me.

All the best,
Kendy


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Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-15 Thread Paolo Vecchi

Hi Thorsten and all,

On 14/09/2022 23:56, Thorsten Behrens wrote:

Hi Andreas, all,

for the moment, this is a members-only discussion.


The result of the vote is public and AFAIK there have been no requests 
to limit the discussion to members only.


If I'm not mistaken there is a specific list for members where I noticed 
that a reply to Andreas has been posted but as Andreas is not a member 
he cannot interact with it.


Andreas' email is polite and is just stating verifiable facts in reply 
to a legitimate conversation started by a member of our team, it seems 
odd to see that you apply a discrimination never seen before.




Cheers,

-- Thorsten

Ciao

Paolo

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Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-14 Thread Thorsten Behrens
Hi Andreas, all,

for the moment, this is a members-only discussion.

Cheers,

-- Thorsten


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Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-14 Thread Paolo Vecchi

Hi Andreas,

On 14/09/2022 19:53, Andreas Mantke wrote:

Hi Heiko,

Am 14.09.22 um 06:56 schrieb Heiko Tietze:

On 13.09.22 17:07, Andreas Mantke wrote:

It shows that there is no will of cooperation...


Don't paint it black. We are all humans, there is a conference ahead,
and at least one has sick children at home.


It's not painting anything black. The situation speeks for itself and
shows a lot to the public.

There was this email one week before the vote starts:
https://listarchives.documentfoundation.org/www/board-discuss/2022/msg00898.html 



It has the sign [VOTE] in its subject (used to allert all board members
to act).

It was also the second time the vote about this topic has to be started
for some reasons.

The board has seven members at this time. Only to member were able to
follow this message and cast their vote.

The other five members of the board stayed calm for about eleven days.
Nobody of this five wrote a message to this list, that the proposal
needs some more discussion or asking to shift the vote for some days.

This five members stayed calm and seemed to do nothing.


the description of the sequence of the events seems quite accurate.

The vote ends with:

"Members of the Board of Directors who are in conflict shall explicitly 
declare their abstention."


Could it be that some directors got confused and thought it means they 
should abstain from voting?


I'm baffled as you are.



Regards,
Andreas



Ciao

Paolo


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Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-14 Thread Andreas Mantke

Hi Heiko,

Am 14.09.22 um 06:56 schrieb Heiko Tietze:

On 13.09.22 17:07, Andreas Mantke wrote:

It shows that there is no will of cooperation...


Don't paint it black. We are all humans, there is a conference ahead,
and at least one has sick children at home.


It's not painting anything black. The situation speeks for itself and
shows a lot to the public.

There was this email one week before the vote starts:
https://listarchives.documentfoundation.org/www/board-discuss/2022/msg00898.html

It has the sign [VOTE] in its subject (used to allert all board members
to act).

It was also the second time the vote about this topic has to be started
for some reasons.

The board has seven members at this time. Only to member were able to
follow this message and cast their vote.

The other five members of the board stayed calm for about eleven days.
Nobody of this five wrote a message to this list, that the proposal
needs some more discussion or asking to shift the vote for some days.

This five members stayed calm and seemed to do nothing.

Regards,
Andreas

--
## Free Software Advocate
## Plone add-on developer
## My blog: http://www.amantke.de/blog


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Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-13 Thread Heiko Tietze

On 13.09.22 17:07, Andreas Mantke wrote:

It shows that there is no will of cooperation...


Don't paint it black. We are all humans, there is a conference ahead, and at 
least one has sick children at home.


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Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-13 Thread Andreas Mantke

Hi all,

Am 13.09.22 um 16:23 schrieb Cor Nouws:

Hi Heiko,

Heiko Tietze wrote on 13/09/2022 15:55:


I wonder what it means when only two directors vote on a proposal. Is
the topic not relevant, do people abstain because of conflicts, is
there silent disagreement...

Fair question.
Abstain would have been mentioned. And IMO the topic is relevant. Very
relevant. We'll working on having a board meeting asap to discuss the
topic.


this is not only an issue, but a disaster. It shows that there is no
will of cooperation from five members of the board. They stayed quiet
and not even mentioned that they want to discuss this topic.

And then there popped up this email short after the vote time slot
started:
https://listarchives.documentfoundation.org/www/board-discuss/2022/msg00940.html

Regards,
Andreas

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Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-13 Thread Cor Nouws

Hi Heiko,

Heiko Tietze wrote on 13/09/2022 15:55:

I wonder what it means when only two directors vote on a proposal. Is 
the topic not relevant, do people abstain because of conflicts, is there 
silent disagreement...

Fair question.
Abstain would have been mentioned. And IMO the topic is relevant. Very 
relevant. We'll working on having a board meeting asap to discuss the topic.


HTH,
cheers,
Cor

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Re: [board-discuss] [NO DECISION] TDF to change composition of legal oversight group

2022-09-13 Thread Heiko Tietze

Hello,

I wonder what it means when only two directors vote on a proposal. Is the topic 
not relevant, do people abstain because of conflicts, is there silent 
disagreement...


Cheers,
Heiko

On 13.09.22 13:26, Florian Effenberger wrote:

Hello,

Emiliano Vavassori wrote on 31.08.22 at 23:46:

We hereby call for the following VOTE, which will start on Thursday, 
2022-09-08 00:00 UTC+2/CEST; it will then run for 72h and thus will end on 
Sunday, 2022-09-11 00:00 UTC+2/CEST.


We hereby make available the draft of an amendment to the Rules of Procedure 
of the Board of Directors (https://wiki.documentfoundation.org/TDF/BoD_rules).


The amendment is to change the internal delegation of responsibilities (“areas 
of oversight”) in § 3 Rules of Procedure only regarding “contracts, legal 
compliance, GDPR, trademarks”.


The members of the legal oversight group regarding “contracts, legal 
compliance, GDPR, trademarks” are Emiliano Vavassori (Deputy Chairperson of 
the Board of Directors) and Paolo Vecchi. All other oversight groups remain 
unchanged.


Members of the Board of Directors who are in conflict shall explicitly declare 
their abstention.


The Board of Directors at the time of voting consists of 7 seat holders (not 
including deputies). In order to be quorate, the vote needs to have 1/2 or more 
of the Board of Directors members, which gives 4.


A total of 2 Board of Directors members have participated in the vote.

The vote is not quorate.

Florian



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