[Linux-aus] Re: [LACTTE] Constitution Version 6 - Last one!

[Anand Kumria <akumria@linux.org.au>]

On Tue, Jan 06, 2004 at 02:26:50AM +1100, Pia Smith wrote:
> On Tue, 2004-01-06 at 01:36, Anand Kumria wrote:
> > > This is the final Proposal for Constitution changes unless anyone makes
> > > any other necessary suggestions. 
> > 
> > Well you are probably aware that notice needs to have been by the
> > secretary 21 days prior to an SGM (Section 26 part 2). Currently the
> > SGM/AGM is marked down for the 15th Jan -- so notice needed to have been
> > given by the 25th December.
> 
> Notice was given in due time about the SGM, and the AGM (although the 
> AGM only requires 14 days notice) > 
> Please read the email by Stewart Smith dated Dec 22nd, which had notice 
> and an agenda for both events.
> 

Okay, agreed but I think you can only examine the amendments you listed
in draft 5.

> This is a minor change, which I believe is acceptable, if not we already 
> had version 5 out at the time of notice, and we can pass that instead.
> 
> > > The only change from version 5 is creating the ability for the 
> > > Secretary to approve or reject applications without having to refer to 
> > > the committee unless necessary. This will remove the need to have a 
> > > meeting to approve members. The secretary may defer decisions to the 
> > > committee of course. 
> 
> > But it also means the secretary can reject membership, outright, with no
> > recourse.
> 
> No it doesn't, if you could please read the draft, and find:
> "As soon as practicable after receiving an application for membership,
> the Secretary is to approve the application or must refer the
> application to the committee which is to determine whether to approve or
> to reject the application."

That doesn't exist in draft5 (or 6 or 7).

Only the list of proposed changes is what is voted on, not the
incorporatations. As I said, your changes don't match the text. Only
change six <URL: http://www.linux.org.au/org/new/constitutionv5.phtml>
references rule 3 and it says:
	"In rule 3, APPLICATION FOR MEMBERSHIP, also replace clause (4)
	with the following:

	      (4) The Secretary must ensure all required member details
	      are kept in a central location, and are up to date on a
	      best effort basis."

> This says, that the secretary many outright approve, OR defer the
> decision to the committee.
> 
> > > Please find this version at
> > > http://www.linux.org.au/org/new/constitutionv6.phtml
> > 
> > [[ Note: it wasn't linked in from http://www.linux.org.au/org/, ]]
> > [[ nor was number 7. I've just updated that page so they are    ]]
> > 
> > While regarding over the proposed changes I was struck by how some
> > proposed mechanism, some policy and some specified both. Also some
> > changes listed in the amended version of the consitituion (e.g. Section
> > 3, parts 4, 5 and 6) don't appear in the list of proposed changes.
> > 
> > I've chosen to use the changes and apply them to a 'pristine'
> > consititution.
> > 
> > Some other problems:
> > 	- The Committee can award honourary lifetime memership but that
> > 	only requires a majority (4). Surely something like that ought
> > 	to require a unianimous decision?
> 
> I think quorum is ok. Does anyone else have an issue with this?
> 
> > 	- I'm unclear why change (6) is required. It says the same
> > 	  thing but more cumbersomely
> 
> the words 'best effort' are important. 

Which begs the question, why are they important? It isn't immediately
clear to me.

> Also someone being entered in the database doesn't immediately make 
> them a member. Other stuff is required.

Actually all that is required is that the committee (or the secretary on
behalf of the committee) accept them as a member.

> 
> > 	- Change 7, says that membership ceases at the AGM. I'm worried
> > 	  that there might be some strange interaction with that and the
> > 	  '28 days to pay rule' (Rule 3, Part 3). Also I think the
> > 	  second sentence of change 7 is unnecessary.
> 

> It is necessary otherwise life members are included in the cycle of
> payments, which they shouldn't be.
> 
> > 	- Change 8 needs to be modified unless there are lifetime
> > 	  organisation or group membership's available
> 
> Why not?

Imagine if it already existed and we gave lifetime membership to, say, 
SCO. Need I say anything more? Reviewing organisation affliations and 
membership regularly is healthy.

> > 	- Change 10, since you have Rule 2 part (c) is why I flag the
> > 	  second sentence of Change 7 as unnecessary.
> 
> it is easier to manage on an agm to agm basis.

> > 	- Change 19, doesn't appear to be required. If you have both a
> > 	  President and VP who won't call a meeting to order, this
> > 	  allows it to occur.
> 
> Anyone second this change?

We can just vote on it at the SGM I think.

> 
> > 	- Change 20; second part replaces "or by" with "and". Does that
> > 	  mean you need to have 3 present _and_ 3 proxy members?
> 
> No, you misread. The "and" is in part (2) and requires that a
> chairperson must be supported by three other members to have a poll.
> Part of the removing too many powers from _ALL_ individuals to ensure a
> democracy.

Actually I think you don't understand the impact that change will have.
what if the chairperson _doesn't_ want to have a poll on the issue? In
that case 3 members can force him/her to have one. The advantage of
being chairperson is that you don't need 2 other people to support you
in your need for a poll. 

> 
> > 	- Change 22; removes the ability of the membership to override
> > 	  the committee. Why is part (2) deleted? Surely you want money
> > 	  to be deposited as soon as possible?
> 
> Part (2) is not deleted, what crack are you smoking ;)

I'm reading change 22:

"In rule 35, FUNDS SOURCE, delete "general" from (1) and insert
"committee".

Delete (2)"

> > 	- Change 23; is unneccessary, Common/Company seals are no longer
> > 	  required for companies or associations in NSW (they are
> > 	  optional).
> 
> Actually, if you read the NSW organisations constitution guide, it _IS_
> still a requirement.

I can't see it anywhere, where are you looking?

<URL:
http://www.fairtrading.nsw.gov.au/business/associations/aboutincorporatedassociations.html>

Since ASIC don't require it of Company's (and we also fall under their
legislation) I'm sure NSW FairTrading don't require it either.

Regards,
Anand

-- 
 `` We are shaped by our thoughts, we become what we think.
 When the mind is pure, joy follows like a shadow that never
 leaves. '' -- Buddha, The Dhammapada