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From: Riley Martinez-Lynch <shunpiker@gmail.com>
In-Reply-To: <5618456A.5090506@lojban.org>
Date: Fri, 9 Oct 2015 20:20:17 -0400
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To: llg-board@lojban.org
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Subject: Re: [llg-board] Bylaw amendment proposals
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Bob,

I=92m afraid I didn=92t make my intention clear in sharing the drafts of th=
ose proposed amendments. I=92m not looking for formal process within the Bo=
ard for those proposals. Rather I=92m sharing them to solicit feedback befo=
re they are published along with the announcement of the meeting.

I probably confused things by sending them along with an actionable request=
, which is for you to approve that the meeting will be convened on Saturday=
, October 24. My understanding, and please correct me if I=92m mistaken, is=
 that the bylaws uniquely authorize you (or in the case you are absent or u=
nable, the vice president) to call the annual meeting. When you authorize a=
 date, I=92m ready to serve the notice.

Regarding the overall procedure of the board, I apologize, on my own part, =
for not understanding however it has traditionally been operated. I want yo=
u to know that I have attempted to familiarize myself with the code of parl=
iamentary procedure, which suggests that governing boards (its preferred te=
rm for boards of directors) operate, like committees, which is to say under=
 informal procedure. It elaborates to say that in the absence of rules to t=
he contrary, a committee or a board is free to determine its own procedures=
 and degree of formality. It also suggest that general consent (without obj=
ection) is how most decisions are made, but that the formalities like votin=
g and amendable motions may be necessary in the absence of consensus.

Which I think is a roundabout way of saying: I think you are already author=
ized to rule by consent. And you have mine to continue doing so!

Regarding minutes: I published minutes for the annual meeting. As for board=
 minutes, hitherto I=92ve taken refuge in the doctrine that the mailing lis=
t serves as minutes. Since the minutes of the board are only intended for t=
he eyes of directors, I don=92t think this is as serious a problem as was t=
he previous unavailability of minutes of the member meetings. That said, th=
e organization would be well-served by a more transparent board, so I would=
 be open to taking up the preparation of formal minutes of the board=92s pr=
oceedings on a quarterly basis. I would circulate a draft here before publi=
shing.

This was all much wordier than I hoped. The most important part:

* I seek the president=92s consent to announce the member=92s meeting to be=
 convened October 24, allowing for the consideration of bylaw amendments ev=
en if attendance is less than 100%.

=97Riley

> On Oct 9, 2015, at 6:53 PM, Bob LeChevalier <lojbab@lojban.org> wrote:
> =

> On 10/9/2015 1:05 AM, Riley Martinez-Lynch wrote:
>> If the Board approves, I=92m ready to send out a notification of the
>> annual meeting as previously discussed. If there is specific information
>> that should be included with the announcement, please let me know. I
>> will not send anything until I have received specific approval.
> =

> All it takes is for someone to make a motion.
> =

> I'm half tempted to offer a bylaw amendment to allow the President to rul=
e by decree-with consent, giving the Board a couple days to object, since w=
e can't seem to even get the Board to act like we have a meeting with multi=
ple people present. (No, I am not serious, but somewhat frustrated).
> =

>> Along with the announcement, I=92d like to distribute the following three
>> bylaw amendment proposals, or to discuss them before they are distribute=
d.
> =

> You don't need our permission for this.  As I see it, ANYONE can make suc=
h proposals, and we are obliged to consider them during the meeting.
> =

> lojbab
> =

> =

> =

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