[Osmf-talk] AGM

Courtney courtney.williamson at gmail.com
Sun Oct 20 14:52:13 UTC 2024


Edward, thank you for responding to the question of governance. To your
three point plan, quoted below, I would add two more:

(1) deprecate the mess as not how things should happen
(2) ratify board elections notwithstanding any breach of the rules: better
to have a legitimate board than chaos
(3) require the board to clear up the mess as fast as possible and as its
top priority

(4) name an auditor (internal is fine) who can reconcile the spirit of the
membership requirements with a rational set of rules for a database
(5) allocate sufficient funding to research, staff, and onboard a
functional CRM that can do the job, including at scale, and including in
support of fundraising.


On Sun, Oct 20, 2024 at 10:44 AM Edward Bainton <bainton.ete at gmail.com>
wrote:

> I agree with everything Courtney's said. The vote of members is the last
> word in the governance of OSM: if there's a problem there, then ultimately
> no other problem can be resolved - including board deadlock.
>
> In case we're all getting in the dumps, I have never yet met a
> mass-membership organisation that focuses on governance as much as it
> should. So OSM is not unusual.
>
> The complex membership rules that Simon mentions is also very common:
> successive minor changes that feel right at the time make a mess overall.
> Again, OSM is not alone.
>
> The question is how to resolve it, and become better than the norm.
>
> I would gently suggest that this thread should
> (1) not name names (except to agree or disagree), but stick with
> principles, and
> (2) focus on the question of member records and eligibility that started
> it off.
>
> Maintaining the members' register is a statutory duty of the directors,
> and they are in breach of that duty by not having done so. That's a matter
> of legal fact, but I don't say it as a moral judgment: there, but for the
> grace of God, go I.
>
> But in my view the members need to make it clear that the very top
> priority for the board is to resolve this. If we don't, then ultimately
> we'll be unable to resolve anything else.
>
> Steve's suggestion (on another thread) of a mass resignation of the board
> would leave OSM with no directors, which is illegal - so the directors
> couldn't do that even if they wanted to.
>
> In my view it would be better to call a general meeting at which
> resolutions are proposed which
> (1) deprecate the mess as not how things should happen
> (2) ratify board elections notwithstanding any breach of the rules: better
> to have a legitimate board than chaos
> (3) require the board to clear up the mess as fast as possible and as its
> top priority
>
> I have some ideas about how that clean-up could be done, but to keep this
> thread clean I'll put those on https://community.openstreetmap.org
> shortly.
>
> Edward
>
>
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