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2014-09-28 , 21:50
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#41
Originally Posted by joerg_rw View Post
You conveniently ignore that the term is "Foundation Council" which we had a referendum to make that council be the Maemo Council which it meant to be from beginning.
Let's ask Mentalist Traceur about this, shall we?
When he was in duty as councilor, he put it like this:
Since a few days ago we have been on our own and having a body that it's main function is to communicate with Nokia no longer serves a purpose. Another body with similar functionality is however provisioned by the ByLaws of the Hildon Foundation. We need to set up election rules for this new body (Hildon Foundation Council) and transform Maemo Community Council to Hildon Foundation Council.
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2014-09-28 , 22:22
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#42
Originally Posted by Win7Mac View Post
Let's ask Mentalist Traceur about this, shall we?
When he was in duty as councilor, he put it like this:
Thanks again! We did! (maybe you should check who else been council at that time. Hint: somebody you like to completely ignore resp bitch at now) Though from very beginning the term "transform" been inappropriate and "merge" was the better term that eventually got more commonly used.
No matter what, the purpuse been exactly what I told and you confirmed: establishing Maemo Council as elected by Maemo Community (according to Maemo Election Rules) to become the "Hildon Foundation Council" as mentioned in the bylaws. Which we finally established by a referendum which I promised I will make happen when community votes me for council again. Despite Rob blocking stuff and perverting the concept and killing my last nerve by bitching at me, just like you do now.
You seem to think instantiation of HiFo council same time liquidated Maemo Council and now "the council" (incl me) is only bound to HiFo bylaws. That's however completely ill conceived, actually Maemo council continues to exist, is bound to same Maemo Council Rules, and only "accepted a position" as HiFo council (and recently MCe.V. council), which was facilitated by a referendum putting Maemo Rules and HiFo bylaws in line. That's why I also insistend in MCeV bylaws being 100% in line with Maemo Rules and HiFo bylaws, which you promised would be the case.

It been YOU who wrote "The Board of Directors executes the Council's [...] rulings." into the MCeV bylaws, and it's been YOU (MCeV foundation members) who "voted" Maemo Council into the position of being MCeV council, and accepted that this sub-entity of the e.V from now on will get voted by Maemo Community according to http://wiki.maemo.org/Community_Coun...ection_process, and not by any "GA" or appointed by BoD.
Now you suggest to kill Maemo MCeV Council, just a few weeks literally after you founded that e.V. and got those bylaws approved by court? What's the common sense in THAT? Don't you think abolishing council would actually render the e.V broken, based on all those relations/facts?
Last edited by joerg_rw; 2014-09-29 at 00:37.
 

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2014-09-29 , 00:14
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#43
Originally Posted by chainsawbike View Post
we are trying to move foward, not prove who said what when.

joerg_rw in your last post you seem to be interperting the quoted section to mean the merged council has authority over HiFo,

to me, as a native english speaker it only says that its is responsible for communation beteween community and the board, i see nothing there giving it authority. is there some other documentation giving it authority?

aaron m
Please get it that we're distinguishing between LEGAL authority and ORGANIZATIONAL implementation, which was the whole purpose to establish the HiFo since being a legal person owning assets suggests you shouldn't change those every 6 months, while the organizational aspects were implemeted by rules like (even in MCeV) "The Board of Directors executes the Council's [...] rulings.
The fact that HiFo BoD (eventually MCeV BoD resp "the complete legal person 'MC e.V.', or did HiFo already transfer assets despite the whole thing not yet discussed and agreed upon proper regulations, at all?) legally OWNS the assets doesn't automatically imply that this BoD is ENTITLED by community to do whatever they like. Despite win7mac et al now trying to push for exactly this "we do whatever we like, since we are legally responsible". The organizational details are mostly not really dealt with in the bylaws which are first and foremost for the legal part, rather the organization got negotiated and discussed by community in the usual community channels (based on what I called "good will / cooperation"). Now fighting for organizational changes by (ab)using the only legally relevant bylaws means disregarding the community and the decision it made back when.
When community who discussed and finally voted for HiFo thought it would obsolete Council and take over Council's responsibilities and duties, then why did community install TWO entities to start with, instead of simply redefining Council into HiFo foundation resp creating HiFo and same time abolishing Council? Community decided to have TWO entities (or rather a discernible dedicated already existing sub-entity of the whole thing), so don't you think they should be complementary like MCeV council and MCe.V. BoD, rather than competing against each other inside same e.V./foundation? AFAIK even Nokia insisted in HiFo at least for one year keeping council alive, in a sidenote in the still NDAed contracts - probably inspired by Rob taking same approach of "now we own maemo, we do with it what we like".
HiFo and MCe.V. both have a "council" as only previously existing sub-entity even installed by those entities' bylaws. I don't think abolishing that council sub-entity is even possible, and the question who tells whom what to do seemed to be pretty obvious to everybody until Rob started to reject Maemo Council being HiFo council as well, and insisted in elections for said HiFo council.

In short Maemo Council doesn't "have authority over HiFo", it rather has some non-legal-level but nevertheless binding (and backed up by proper elections, by whole community) authority inside HiFo/e.V. over the BoD, since the Council is a part of HiFo and actually already also of MCe.V.

In its role as Maemo Community Council it's bound to obey the 5 years old (though updated) Maemo Council Rules. In its role as MCe.V. council is bound to obey the MCeV bylaws. We cannot do something that is allowed by one of those regulations when it's forbidden by the other one - though according to win7mac's holy vow that should never happen to become a real problem since both sets of rules are 100% compatible. I think a "the general assembly can change council rules by a 2/3 majority (OWTTE)" is already NOT compatible to "Changes to any of the above rules must be approved by community referendum." in http://wiki.maemo.org/Community_Coun...ection_process.
Generally nothing would be wrong with MCeV when it had no GA that clearly conflicts with Maemo Council Rules (and that can't get fixed thanks to German laws). The only way to cure things and get them on rails again: Limit the power of GA instead of trying to boost it. We already have a working "General Assembly" of whole maemo community, called "vote / referendum". We don't need any better concept replacing it, and actually trying to do so is the root cause of all problems. Limit the number of GA-members allowed in MCeV to maybe a 10 persons, who maybe even get elected by community vote before MCeV accepts them as regular members, and have those 10 people promise to *cooperate* with council and community instead of fighting against them, and everything should be fine for the next 10 years. It can be done! MCeV BoD has the power to reject any memberships(!) according to result of maemo community elections voting for a few community members who become regular members of e.V., there's no German law I know of that forbids, and there's also no law that forbids those regular members in their application to the community election giving such promise to cooperate.
Thinking of it, such limited-number-of-members elected-by-community General Assembly could fit pretty nicely into the (now obsolete) role description of the Nokia Community Manager to replace it, stepping in when things go completely haywire but the rest of the time simply staying in background and let community do their thing.
Last edited by joerg_rw; 2014-09-29 at 03:04.
 

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2014-09-29 , 00:47
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#44
joerg_rw

thanks for the explanation of your position,

i belive you are correct in saying the board cannot do whatever it likes, in most countries there are either regulations, or case law meaning they need to act responsible in regards to who put then in charge, that in its own right does not give anyone else authority over them though

your other point seems to be that because the council is elected that they have authority?

the way i see it the board of directors ( http://www.investopedia.com/terms/b/...fdirectors.asp ) is exactly that. and the council is essentially THE advisors for them, little more

so i respectfully disagree with your position
 

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2014-09-29 , 01:12
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#45
You still are mixing legal ownership/responsibility/liability with organizationally agreed upon chain of command that isn't based on any laws and thus can't get enforced. Do you? Please read my post again, I still hope it will eventually become clear, maybe on reading it a third time.

While legal liability (and thus power) is sorted (from high power/responsibility to low) like:
HiFo BoD
HiFo at large
Council
(community, zilch liability)

the chain of command is - not coincidentally - exactly other way around (sorted from boss to subordinate):
community (has all the power)
Council (serves as community's proxy, steward)
HiFo BoD (owner, thus serving as and usually called 'cashier' to make clear they don't decide on themselves what to do with assets)

The first hierarchy is written down in bylaws and legal laws. The second got agreed upon in community as model how stuff should work and thus the second established the first in result. Seems to me this is the basic concept of any democratic organization anywhere. "Lower" levels delegating power to "higher" levels, nevertheless expecting that those "higher" levels do what the "lower" level (the people, in the end) tell them to do. Every president gets sworn in to act in best interest of his people. The better constitutions even have means to asure he actually does (impeachment? Meh, probably the wrong country ;-D ) Anyway maemo community always been quite good at this, until recently.

PS: ""BoD can (not) do whatever they like"" - again depends of your POV. BoD actually legally can do whatever they like - first approach, since they are owner. However they are not supposed to and in bylaws there might be some rules that try to make sure they don't. In very hard cases (like giving away all assets without consulting community, to somebody that is not in line with the purpose of HiFo) they actually can get sued by law, and not only BoD but everybody faintly involved who agreed with any rogue activity and didn't try to stop it (thus my 'veto' which woody mistook as me self-appointing myself to any leader role - I didn't, actually I'm absolutely convinced maemo never had such leader role at all, and shouldn't get any now). I'm afraid this could bite our rear when we transfer assets to MCeV that doesn't adhere to the definition of "community" as written down in HiFo and Council bylaws/rules. Any GA is not the Maemo community, no matter how hard you try. It's at least highly questionable if this was legal according to PA laws that apply to HiFo .

PPS: http://www.investopedia.com/terms/b/...fdirectors.asp is about a commercial company which, no matter how hard you try by issuing shares or whatever, always is a hierarchical top-down management, aka "dictatorship". Maemo community however is the exact opposite: a true democracy and we don't want this to get turned into a commercial "dictatorship" by MCeV or HiFo - exactly the root cause for Rob eventually leaving.
Last edited by joerg_rw; 2014-09-29 at 02:43.
 

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2014-09-29 , 03:07
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#46
Originally Posted by joerg_rw View Post
The only way to cure things and get them on rails again: Limit the power of GA instead of trying to boost it. We already have a working "General Assembly" of whole maemo community, called "vote / referendum".
Wait a second. Why? Why are we trying to limit the power of the "GA", which is actually the Maemo community? GA=maemo community.

We don't need any better concept replacing it, and actually trying to do so is the root cause of all problems. Limit the number of GA-members allowed in MCeV to maybe a 10 persons, who maybe even get elected by community vote before MCeV accepts them as regular members, and have those 10 people promise to *cooperate* with council and community instead of fighting against them, and everything should be fine for the next 10 years. It can be done!
Is there any need for this? Many other organizations work just fine with a GA and an elected board of directors who then do what the GA wants. There's no need for any middlemen. Or is there? What's the purpose of having a middle-man in this scenario?

We do know that the Hifo and CC relationship was never a good one. There were too many questions of responsibility, liability, funding, etc... the MCeV concept essentially eliminates these issues and gives all the power to the community (the "GA".)

This is, of course, assuming that the GA is the most inclusive group it can be, and I believe it should be. I hope that the rest of the community rejects the idea of a small 8-10 GA. I don't believe that will represent the community at large, nor actually work in practice. We'll have the same power struggles and dichotomy that we have now, IMO.

But I'm curious, Joerg, why do you think the MCeV concept is flawed? I'm not asking about what the HiFO or CC is now, I'm asking about what the MCeV could be and how it might work better than what we currently have. Which you have to admit, is not working for various reasons.
 

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2014-09-29 , 03:53
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#47
Originally Posted by shawnjefferson View Post
Why are we trying to limit the power of the "GA", which is actually the Maemo community? GA=maemo community.This is, of course, assuming that the GA is the most inclusive group it can be, and I believe it should be.
GA is NOT "the community". No matter how hard you try to convince everybody it was. Aside from "the maemo comunity" clearly being defined in Maemo Council Election Rules as well as HiFo bylaws as "those with a garage account plus some other requirements regarding karma", and for sure nowhere is a note about "BoD can accept or reject applications for regular garage membership", I can give you two very simple examples:
1) one of our sysops will never become a regular member of MCeV since he doesn't like his identity / full name getting published/disclosed. It's been Council that managed this case assuring him to keep the data private. I wouldn't trust in a MCeV regarding that.
2) I know of several community members that live in countries that would not even offer any method to transfer membership fees to Germany, neither by PayPal nor by money transfer. Moving HiFo to Germany since the payments (when ever due) are less complicated than when done from USA to Germany, and then expecting all "community members" paying membership fees, doing same cumbersome money transfer from any place in the world? And those who already donated now have to pay *again* so they are allowed to have a word what's going to happen with their donations? Makes no sense at all. Remind me again please: why exactly we *need* that MCeV?
And I can tell you that FOSS communities are generally pretty averse of both disclosing their identity and paying for being allowed to participate in a FOSS project.
Originally Posted by shawnjefferson View Post
But I'm curious, Joerg, why do you think the MCeV concept is flawed? I'm not asking about what the HiFO or CC is now, I'm asking about what the MCeV could be and how it might work better than what we currently have. Which you have to admit, is not working for various reasons.
I never said that MCe.V. is flawed per se. Please read my post again, I actually said "Generally nothing would be wrong with MCeV when it had no GA that clearly conflicts with Maemo Council Rules"
And I disagree completely with a "is not working for various reasons". Except for all this bickering from those who want new things since new must be better than old, nothing is "not working" in current maemo community and its management. The biggest problem is that we already have too few volunteers, and many of those that are actually volunteering have no clue about what are the tasks pending. So excuse me when I don't see how a "GA assigning tasks to a new council invented by GA on demand" will ever fly. Best thing about GA: We don't need it as a maximum inclusive group, we have the true maemo community already. The only one who needs a GA is a German eingetragener Verein, but there's no law that tells that this GA has to be of a maximum possible size, nor that it's not allowed to listen and obey to the true maemo community that's already well defined and existing.
Last edited by joerg_rw; 2014-09-29 at 04:59.
 

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2014-09-29 , 04:15
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#48
Originally Posted by joerg_rw View Post
You still are mixing legal ownership/responsibility/liability with organizationally agreed upon chain of command that isn't based on any laws and thus can't get enforced.Do you? Please read my post again, I still hope it will eventually become clear, maybe on reading it a third time.
the above listed things - "ownership, responsibility, liability and organizationally" are very closely tied, i believe discussing them separately will only lead to mis-understandings.

Originally Posted by joerg_rw View Post
While legal liability (and thus power) is sorted (from high power/responsibility to low) like:
HiFo BoD
HiFo at large
Council
(community, zilch liability)
yes this is essentially how i see it aswell.

Originally Posted by joerg_rw View Post
the chain of command is - not coincidentally - exactly other way around (sorted from boss to subordinate):
community (has all the power)
Council (serves as community's proxy, steward)
HiFo BoD (owner, thus serving as and usually called 'cashier' to make clear they don't decide on themselves what to do with assets)

The first hierarchy is written down in bylaws and legal laws. The second got agreed upon in community as model how stuff should work and thus the second established the first in result. Seems to me this is the basic concept of any democratic organization anywhere. "Lower" levels delegating power to "higher" levels, nevertheless expecting that those "higher" levels do what the "lower" level (the people, in the end) tell them to do. Every president gets sworn in to act in best interest of his people. The better constitutions even have means to asure he actually does (impeachment? Meh, probably the wrong country ;-D ) Anyway maemo community always been quite good at this, until recently.
And this it were our interpretations differ:
council and HiFo members are voted in for, by voting you are entrusting the person whom you vote for to manage what their respective entities have responsibility( and authority ) over. there is no direct way to tell them what to do except the methods stated in their respective by-laws.

there is nothing in the bylaws of HiFo stating that the council can directly tell it what to do, only that the council can "communicate the needs of the membership to the Board"

of course you can also ask them, but the decision is up to them


Originally Posted by joerg_rw View Post
PS: ""BoD can (not) do whatever they like"" - again depends of your POV. BoD actually legally can do whatever they like - first approach, since they are owner. However they are not supposed to and in bylaws there might be some rules that try to make sure they don't. In very hard cases (like giving away all assets without consulting community, to somebody that is not in line with the purpose of HiFo) they actually can get sued by law, and not only BoD but everybody faintly involved who agreed with any rogue activity and didn't try to stop it (thus my 'veto' which woody mistook as me self-appointing myself to any leader role - I didn't, actually I'm absolutely convinced maemo never had such leader role at all, and shouldn't get any now). I'm afraid this could bite our rear when we transfer assets to MCeV that doesn't adhere to the definition of "community" as written down in HiFo and Council bylaws/rules. Any GA is not the Maemo community, no matter how hard you try. It's at least highly questionable if this was legal according to PA laws that apply to HiFo .
well kinda - they can do what they like in the sense that i can steal my neighbors car, its still illegal though.
if they do not act in the interests of the body whom elected them then there will be either federal(in USA) or case law (previous law suits used as precedent )you can use against them

please keep in mind the meaning of the word "veto" - http://en.wikipedia.org/wiki/Veto i think "boycott" is closer to what you intended to mean


Originally Posted by joerg_rw View Post
PPS: http://www.investopedia.com/terms/b/...fdirectors.asp is about a commercial company which, no matter how hard you try by issuing shares or whatever, always is a hierarchical top-down management, aka "dictatorship". Maemo community however is the exact opposite: a true democracy and we don't want this to get turned into a commercial "dictatorship" by MCeV or HiFo - exactly the root cause for Rob eventually leaving.
shareholder/stockholders == parties who hold a vested interest == maemo community ( as defined by bylaws is garage members )

and no, it is not a dictatorship - there are ways for shareholders to replace the board of directors
 

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2014-09-29 , 04:21
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#49
I give up, you refuse to appreciate that I'm talking about chain of command and not legal liability. You also refuse to even notice my "Maemo community however is the exact opposite: a true democracy and we don't want this to get turned into a commercial "dictatorship" by MCeV or HiFo". Rather you love to argue about how much of a (no doubt ever) hierarchical top-down and NOT democratic system a commercial company is.
Worst of all: you insinuate that community had no means to tell council what they want, other than elections. That community elects council for 6 months to do whatever council likes. That's evidently not true and would be pretty bad for council and community if it was. Maemo is no delegation democracy, it's meant to be a direct democracy, happening on lowest level by council listening to community at least once a week at council meetings and directly acting on whatever community asks for, to make it come true. A stewardship, no government. Council is *defined* as "listening to communityand doing what community asks for", that's what council got invented for basically. You turn that into "council is not legally obliged to do what community asks for". And that's exactly the mindset I dispise like hell in that whole MCeV thing as it's moving along right now. The "let's see what we are obliged to do, let's hope we find ways how to minimize obligations" instead of a humble "we're serving the community" mindset.

sidenote: I spent another factor 10 of what I can afford to spend of my time to maemo. So I will not show up another 10 timespans at least, if at all again.
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2014-09-29 , 05:12
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#50
maybe i need to clairify:

i believe that the maemo community is a form of a Representative democracy
http://en.wikipedia.org/wiki/Representative_democracy

and yes, the the maemo community cannot tell the board or council what to do, except for methods stated in the bylaws (elections are one way, i am unsure if there is a way for the community to force a referendum, but it is generally a good idea )


the community is free to give requests the board - but it is up to the board whether it will grant or decline it, unless their hand is forced by the community [i]using the bylaws.[i] the board also has a legal responsibility to act in the best interests of the body that elected it

the basic structure is essentially the same across all elected groups, from governments, the (elected) board of directors for a giant multinational company, or the (elected) committee that is organizing the fund-raising for the local pool. you elect whom you see fit. by electing them you give them both the authority and the responsibility for what you elected them to do, you cannot tell them directly what to do once they are elected without some prior agreement to back you up - in the case of an NPO ( i believe that is what HiFo is ) the agreement is in the bylaws

you are free to debate with them about the responsibilities you gave them and how things should be done. but you also also gave them authority,and the final decision is theirs unless the prior agreement lets you overrule them
 

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