[Osmf-talk] Question to board members
mikel_maron at yahoo.com
Thu Aug 23 13:12:59 UTC 2012
> Personally I agree with Mikel that it'd be a step forward, not least because the meetings could then be held "in public" with any member able to watch proceedings - which would
> be good for openness.
Agreed that the Board meetings could be more public, in part. There are going to be topics that require private talks. Those topics are in the minority. So likely any Board meeting could have an open session, and a closed session. Topics for each could be made public prior to the meeting, as well as soliciting other topics for discussion by Board.
* Mikel Maron * +14152835207 @mikel s:mikelmaron
> From: Richard Fairhurst <richard at systemeD.net>
>To: osmf-talk at openstreetmap.org
>Sent: Wednesday, August 22, 2012 12:12 PM
>Subject: Re: [Osmf-talk] Question to board members
>Andy Robinson wrote:
>> Just one word of warning. Board meetings have to comply with the
>> Articles and company law. I’m not sure an IRC log will suffice or not.
>> That would need clarification. Certainly any resolution/vote at a Board
>> meeting needs to be dealt with properly.
>The articles say:
>"The Board may meet together for the dispatch of business, adjourn and otherwise regulate their meetings as they think fit, and determine the quorum necessary for the transaction of business."
>"The Board shall cause proper records to be kept of all Written Resolutions (and of the signatures). The Board shall cause proper minutes to be made of all appointments of officers made by the Board and of the proceedings of all meetings of the Association and of the Board and of committees of the Board, and all business transacted at such meetings. All such records (and signatures) and minutes shall be entered in books provided for the purpose."
>The Companies Act 2006 is less specific:
>"248 Minutes of directors' meetings
>"(1) Every company must cause minutes of all proceedings at meetings of its directors to be recorded.
>"(2) The records must be kept for at least ten years from the date of the meeting.
>"(3) If a company fails to comply with this section, an offence is committed by every officer of the company who is in default."
>So assuming that "the OSMF website" qualifies as "books provided for the purpose" (and if not, our phone meetings are non-compliant too ;) ) then I don't see anything to forbid IRC meetings.
>Personally I agree with Mikel that it'd be a step forward, not least because the meetings could then be held "in public" with any member able to watch proceedings - which would be good for openness.
>osmf-talk mailing list
>osmf-talk at openstreetmap.org
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