[Linux-aus] Governance versus Execution (was Can Linux Australia survive?)

Andrew Cowie andrew at operationaldynamics.com
Fri Jul 1 15:49:02 UTC 2005

[Preface: Yes, my comments today have been "big organization" comments.
But the quandary that Jon and Pia raise about Linux Australia's
sustainability force us to consider what the critical success factors
(and, indeed obligations) of such larger organizations are, in order to
decide what is appropriate for us. We are indeed at a growth point which
is indeed exceedingly difficult. It is the hallmark of maturity (not
immaturity, Brett) that we are grappling with these issues in a timely
and responsible manner. Many, many organizations have failed because of
their inability or unwillingness to address this question]


On Fri, 2005-01-07 at 16:09 +1000, James Purser wrote:
> "Administrator" position which can manage the day to day running of the
> organisation

That is exactly what Administrators do NOT do. Being responsible for the
day to day running of an organization is the job description of an

Adding an "Administrator" who does not have power to represent the
organization nor to take action on it's behalf (subject to the guidance
of the Board) is asking for trouble.

Of course, as Jeff alludes to, having an Executive Director who isn't
firmly under the policy control of an independent Board is equally a
formula for disaster. 

There is a middle ground between these points that represents a
functional and successful organizational governance model, but in the
case of a membership organization such as Linux Australia, the issue is

[ie, a Board is there to represent the stakeholder's views and (in our
case as a membership based organization) ensure the organization's
action accountable to the stakeholders (membership). On the other hand,
a President*/Chief Executive Officer/Executive Director's job includes
formulating and recommending strategy as well as representing the
organization publicly (to media, government etc) and so has a great deal
of responsibility on their shoulders in communicating the organizations
message. Trouble can come if there isn't a mechanism to keep that
person's message and actions in line with Board's guidance. Of course,
that is why the actual job description of a Board is very simple:
fiduciary responsibility for the organization, and the prime task of a
Board to that end is to hire, fire and manage the CEO. Period, full

* Note that Australian Associations tend to use "President" as the
person elected to be first-amongst-equals on an elected Committee of
Directors sharing collective responsibility. A better term for the
function within the board context is "Chairman" however "President" is
indeed accurate for the one whose task it is to lead the organization.
In not-for-profit and charitable organizations, the "President" is
typically a ex-officio, but non-voting member of the Board (since he or
she is an [indeed the] employee of that Board). That model is obviously
not quite appropriate for Linux Australia. The problem is that it's not
inappropriate either. Figuring this out is proving tricky.


>This could be mitigated somewhat by good record keeping and
> documentation

Also harder than they sound, and equally not actually a Board function -
these are functions that are best carried out by a Secretariat with the
organization whose purpose of supporting the Board and facilitating its


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