Governance Part II

I've changed "institutions" to "members" to reflect what I think we agreed on in Baltimore. This change is also consistent with the "Why these players and not others:" section.

Actually, I couldn't make the change. This page must be locked for editing. John, would you please cosider my suggestion in previous comment?

Who should be able to vote for board members? This is the question I'll approach here.

I think we should have electors, those voting for board members, come from those project members (each paying project member gets to identify/appoint one elector; or we can call them the official rep from the member organization) who have paid the $10K/$5K membership fee. Period. If organizations who are adopting or contributing code or other effort do not see fit to pay, that is their choice.

The other ideas above get us into too many potentially complicating issues and leave too many judgement calls in the hands of the board or existing members about who gets to be represented. If contribution is the criteria, then productive individuals (some not necessarily associated with any organization) would quickly have good cause to argue they should be voting. If adoption is the criteria then small organizations, not just schools, would be able to argue the same. If all three are criteria, we then get into too many questions about what constitutes adoption or contribution; there would be some clear cut cases and many cloudy ones. Too much time wasted.

The potential downside, of either too many organizations who are not committing more to the project than the $10K/$5K swaying the direction of things, or, more far-fetched, of fictitious 'organizations' popping up, are low enough probability as not to worry me right now.

In addition, this approach re-emphasizes the fact that influence in the project comes not just from board membership and actions; that anyone who is willing to commit resources (organizations or individuals) can determine the direction of areas of interest to them by digging in and working.

Can we try to tackle these in a systematic way, John? Maybe pick a particular item (or set of closely-related items) each week and really give it some focused attention over email? Or do we need to have regular VTC sessions instead?

The concern would be making sure that we were getting input from everyone who cared to contribute. Could we put out a formal call (as was done for the position papers) for institution representatives to both join and pay close attention to the advocacy email discussions over the next couple months? The task of the sub-committee would then be to lead these discussions and guide them to some consensus.

I think a note to the partners encouraging their participation is a great idea. Which lists should we send it to? Where else should we post it? How about to sakai-user and dev, the conference attendees, and any DG lists? with a post to the dashboard (we can do that, right?), collab.sakai signin page, and the sakaiproject.org homepage?

While I've been trying to keep up with some of the governance discussion through its various channels, I've been tardy in marking time to reply. My thoughts...

1. I like "members" defined as at those that are paying for SEPP or SCA. One benefit they get in an increasingly open Sakai Community is to be an "Elector" for board seats. I continue to be open to a price-reasonable way for individuals to be members as well.

2. Much of Sakai's real work in developing tools, advancing the framework, etc. will happen through the meritorious work of the community. Let's not get too far in thinking that the being on the board is all powerful in some way. The board will have a fiduciary responsbility regarding various legal matters, accounting for funds, and steering the good of the Sakai Foundation. Sure, the board will likely make some judgment calls re trade offs as well, but frankly, I expect much of the software decisions to be made in the DGs and WGs.

3. I favor a strong, independent Sakai Foundation. It needs to have a board of of directors who care for its strategic development to meet the needs of the Sakai Community. My view is that individuals would be elected to the board through appropriate processes. If I am on the board, I would be on as an individual with a responsibility to act in the best interest of the foundation – even if that wasn't what my home university would prefer. If I moved to another university or even out of higher ed, I would still complete my term as an individual director looking out for the foundation's best interest.

4. I favor a balanced approach in transitioning the board over the years. Think of it as a continuum where there are challenges at each end – especially in the younger years of the foundation. If the board were entirely self perpetuating, we can all foresee a real possibility for it to become unresponsive or insular over time. If the entire board is directly elected, there are challenges of electors knowing who they are voting for and why. We've all seen many low voter turn outs or voting in ignorance in large organizations. I also see a challenge in the board not being able to make strategic appointments as needed.

Others my feel differently, but I see wisdom in a number of the Sakai board appointments to date. They were each purposeful in adding representatives from Community Colleges, non-US with eResearch interests, and bringing in additional resources or specific expertise. I would hope that the Sakai Foundation Board has some ability to make appointments to fill specific strategic needs. Of course, these types of purposeful appointments might also prevail in a full membership election, and specific areas of expertise or resources could participate outside of a board seat. Fair point.

Thus, I would favor some blend of directly elected seats and some number of board appointed seats with an up/down approval from the membership. Members could still vote down appointments if things were to get silly.

5. Two year terms are good for board members.

Those are my thoughts...I may add more as time allows. Gotta go... --bcw

Brad's comments really resonate with me. Here is where I am sitting on a number of the issues raised so far:

1) I agree with swapping the term "member" in for "institution.

2) Initial continuity and two year terms seem right (I won't quibble if people want to make it three. But one year seems too short.)

3) "1 Elector" per membership works for me

4) I like the idea of having one or two appointed slots – This gives the board an opportunity to round out the vision and bring in other areas of expertise.

5) I think any member – whether affiliated with an institution or a vendor – should be eligible to sit on the board. I think the community bias will naturally limit the # of vendor reps, but if people are really concerned we could limit the # of seats available to vendor reps.

6) Non-members on the board? Yes, through the appointment process. I think there are outside expertise area that may not be reflected in the membership, but could help the community.

7) Board members representing what is right for the foundation vs. local is critical.

Other thoughts ================================

I see the board necessarily transitioning from being tightly bound to development and staffing resources to being loosely coupled. They may be required to ratify product direction that comes from a combination of product leadership and the associated projects (WGs).

Right now the board faces the challenge of being focused on getting the best of breed features for specific institutions, which requires us all to balance the vision of Sakai with local needs. One value has been that we have learned a lot about different institutional cultures and requirements in a very organic and sometimes intimate way. It has been a learning experience for me, although sometimes painful!

So where are the gaps in this vision of the board?:
Project/product management
Technical leadership
Requirements, UI, accessibility
QA leadership, and
Foundation operations such as tech support, communications, tools.

In my document I represented most of these as paid staff positions – or at least FTE requirements.

The issue of the board being responsible for QA has come up in previous conversations also. I do not thing the board is responsible for this at a detail level. I think they are accountable for overseeing the community and organization that is responsible for this. Quality assurance is a process and a set of guidelines. I do not want to elect board members who are expected to do bug duty. There are any number of ways board members can contribute to the success and strategic direction of the project. That said, I have learned a lot by doing bug testing on our local implementation and it does bring me closer to understanding the challenges the product faces. I am just not sure that is my responsibility as a board member. As a general member, maybe... I do agree that the board should work very hard to ensure that a solid QA process is in place and encourage a larger part of the community to participate in this critical area.

Side Note: I said in an earlier correspondence that I would take our governance document and revise it to reflect the discussion. I think that we should wait until more discussion and polling has taken place. I'll assume that if someone strongly wants me to do it, they'll let me know.

P.S. I would like to meet regularly via phone or VTC.

Can I respectfully suggest the excellent thread above has missed the point. I was asking the questions "who should be involved in deciding the constitution and how will the process work?". I think the discussion above has skipped ahead to "what should the constitution be?"

It may be that we are implicitly assuming we should just all keep expressing opinions until a consensus emerges somehow, but in that case I am a little concerned that not all may be following Confluence closely and so may not be aware of some of these posts. Can I suggest all such posts go to the Strategy and Advocacy lists as a minimum.

I would like it if we could be explicit about the process we think we are following. In Strategy and Advocacy we hava already had a quick exchange about polling and master contacts.