[Osmf-talk] Normal OSMF membership for mappers - is it active?

[Edward Bainton]

By accident I sent a reply to Michael Spreng off-list. Apt to re-post here*
following Mateusz's last:

> Associate members are as fully OSMF members as the Normal ones, just
avoiding the companies act. (Aug 6, 2021, 09:48 by osmf at m.spreng.ch)

This is wrong, I'm afraid. OSMF Members ('Members' is the term in the
Articles of Assocation) have statutory rights that Associate Members do not
have: eg, removing directors, calling for an audit, amending the AoA.

It's also not clear that an Associate Member would have standing in court
if they wanted to challenge a decision of the Board: 'avoiding the
Companies Act' means avoiding the benefits the Act gives members as well as
the burdens.

I've promised Amanda a review of the articles of association and am slowly
working on it: I will cover this, and my principal suggestion will be to
clarify the articles so these distinctions are clearer (see art. 76, for
example!). My fear is that many of us (and that includes me much of the
time) are unclear what the articles and companies law actually state.

Whether the privacy implications of being a Member are 'severe' is a
subjective question. Factually, the company has to provide a list of
members and their addresses on request to anyone (in practice) who asks for
it. (See ss. 113-119 Companies Act
<https://www.legislation.gov.uk/ukpga/2006/46/part/8/chapter/2>, especially
116.) I'm perfectly happy with that, while I wouldn't trust Facebook with a
burner email address. (And I can see why someone else might feel exactly
the opposite.)

*with very minor amendments


On Fri, 6 Aug 2021 at 11:01, Mateusz Konieczny via osmf-talk <
osmf-talk at openstreetmap.org> wrote:

>
>
>
> Aug 6, 2021, 09:48 by osmf at m.spreng.ch:
>
> Hi Mateusz
>
> To elaborate on Allans response: We need to update quite a few pages on
> the join.osmfoundation.org website. We need to explain on the front page
> what the differences are, that Active Contributor Normal Members are
> still on the hook for 1£ even though the membership is free. The sub
> pages need to be changed like the sentence you found. There has not been
> any real progress yet, sorry.
> We are also working on automating the sign up and renewal progress, and
> currently a wave of Active Contributor Associate Members renewals is
> taking a lot of time.
>
> Thanks for info! (I am not going to complain as I have done nothing
> at all to help here - and sadly it is unfeasible for me to start yet
> another project)
>
> By the way, I don't like the formulation "full" member that you chose.
> Normal members are governed by the UK companies act, which has severe
> privacy implications. Associate members are as fully OSMF members as the
> Normal ones, just avoiding the companies act. Of course that has also
> implications in slightly diminished voting capabilities: no vote on AoA
> changes.
>
> I know that
> - members with diminished voting capabilities where setup not
>   to have second-class members but as workaround for privacy
>   issue (that depending on situation may range from extremely
>   serious and infeasible to annoying)
> - membership for mappers being restricted was resulted of
>   mistake that is being corrected
>
> Nevertheless "full" seems a much better description, as
> Associate Members are unable to vote on AoA changes
> and from what I remember they are also restricted from being
> board members (anything else?).
>
> Maybe it is more clear for native speakers but for me it is not
> clear at all which one of "Associate Members" and "Normal members"
> gives more rights (at cost of revealing personal data to basically
> anybody).
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