Bylaws

Under-construction monkies.gif This document is a work in progress. Everything in this document is subject to change.


NOTE: This is not (yet) a legal document. This is a working draft and the final version will be voted upon.

Preamble

The primary purpose of the (NAME MISSING) group is to provide an excellent social media experience for the end user through:

  • Encouraging positive community engagement
  • Minimizing harassment
  • Increasing accessibility
  • Governing by and for its user community
  • Encouraging a diverse Board and diverse user and developer groups

((NAME MISSING) will be replaced once we vote on a name.)

Name

The name of this organization is “(NAME MISSING)”.

((NAME MISSING) will be replaced once we vote on a name.)

The location of the organization

This organization will be located in (LOCATION MISSING).

((LOCATION MISSING) will be replaced with either Holland or Norway once we vote on it.)

Based off of feedback received, it seems like Holland and Norway would be the best locations to set up our organization. It will be the responsibility of an individual voted upon later in the third meeting to gather the information of running a non-profit in either Holland or Norway.

A comparison of running these organizations in each location must be presented at least ten (10) days prior to the fourth meeting, at which point the location will be voted upon during the fourth meeting. This section of the bylaws will then be updated with the winner of the vote, and the appropriate governing laws of that nation as it applies to the rest of the bylaws.

Purpose

The purpose of this organization is:

((NAME MISSING) will be replaced once we vote on a name.)

Encouraging positive community engagement

(NAME MISSING) encourages positive community engagement by:

  • Allowing individuals to find the community that best suits them
  • Training community administrators and moderators how to handle various situations
  • Keeping all administrators on a central, BCC mailing list to keep them updated on progress with the (NAME MISSING) group

Minimising harassment

(NAME MISSING) is committed to reducing harassment through:

  • Building privacy-focused social media
  • Focusing on community mediation
  • Strictly enforcing its Code of Conduct

Increasing accessibility

(NAME MISSING) makes its software accessible by:

  • Closely following current Web Content Accessibility Guidelines (WCAG)
  • Updating alongside other changes made in the future by the World Wide Web Consortium (W3C)

Governing by and for its user community

This section makes sense to add for parity with the preamble, but has not yet been written.

Encouraging a diverse board and diverse user and developer groups

(NAME MISSING) encourages diversity amongst its board by not allowing a majority of a single gender or race to hold a position on the board. In the case where adding a person to the board would violate the majority rule, said person is skipped and the next viable candidate is approved. Although (NAME MISSING) cannot control its communities of users and developers directly, we hope that by our example, our users and developers will show the same openness.

This section will be updated if necessary based upon the location vote in meeting 4. If not necessary, this notice will be removed. If necessary, this notice will be re-written to signify the effect of the country where the (NAME MISSING) group is located.

Members

Members are those who participate in the project through coding, conversation, or caring. These criteria for participation are to be understood in a charitable manner, to foster inclusion and confidence conducive to constructive contributions. Participants are eligible for Voting Member status if they have attended at least two Meetings, or made substantial contributions to a Working Group. Non-Members who qualify may become a Member by stating their intent to join.

Members are assumed to agree to the spirit of these Bylaws, the Code of Conduct, and any other Governance Documents for (NAME MISSING). Members who cause substantial harm to the Project or Community, as defined by the Code of Conduct, can have their Membership revoked along with their access to Member Resources, by feat of a vote of the Board.

Non-Members are welcome to attend Meetings and participate in Meeting discussions if they wish. They are also welcome to use and contribute to Shared Resources including, but not limited to, the code repositories and the wiki. Non-Members participating in (NAME MISSING) Projects or making use of Shared Resources are expected to abide by the Bylaws, Code of Conduct, and other Governance Documents for the duration of their participation.

Time of Operation

This section will be updated once (LOCATION MISSING) has been clarified according to the governing laws of said location.

The Board

The Board is responsible for executing decisions made during General Assemblies, as well as handling the ongoing operations of the Project.

The Board consists of a Chairperson, a Treasurer, a Secretary, and between two and six Board Members. If needed, a Deputy Chairperson can be appointed by the board from among its numbers. A single individual can not have two roles at once.

Elections for the board is detailed under the Elections section.

Economic audits

During Election Assemblies, one or two Auditors are appointed. An Auditor cannot be on the board, or hold any other formal position of authority within the Organization. Auditors do not have to be Members of the Organization.

This section will be updated once (LOCATION MISSING) is clarified, according to the governing laws of that location.

Nomination committee

In order to locate and nominate potential candidates for the elections mentioned above, a Nomination Committee can be elected during General Assembly. Every Member of the Organization is eligible, except Board Members.

See also: Nominating committee

General assemblies

The Board decides the times and places of General Assemblies. A General Assembly must be announced to all members at least two weeks before it occurs. This announcement must include the list of points to be discussed at the meeting.

General Assemblies take the following format:

  • A formal declaration that the meeting has begun
  • A vote on whether the meeting was properly announced
  • A recording of members present (Roll Call)
  • An account of what has happened since the last Assembly, given by the Board
  • An account of the economic state of the organization
  • An Auditor’s statement
  • Ansvarsfrihet [Swedish legal term for discharging the board; accepting that no foul play transpired; may or may not be relevant in international contexts]
  • An account of what the Board aims to accomplish before the next Assembly
  • An account of the latest budget
  • Any other points
  • A formal declaration that the meeting has concluded

Elections

Elections for the positions of board members and auditors are held yearly in a General Assembly on the third Saturday in July. There must be an announcement reminding members of the date of the Election Meeting at least two weeks beforehand,; this announcement must specify that elections will be taking place.

Extraordinary General Assemblies

If the Board, Auditors or at least half of the Members of the Organization demand it, the Board must call for an Extraordinary General Assembly. Extraordinary General Assemblies must be announced at least two weeks beforehand and take place within six weeks of the vote for an Extraordinary General Assembly.

Only points that are included in the announcement can be discussed during Extraordinary General Assemblies.

Recall Assemblies

If one third or more of the Members, excluding Members on the Board, call for a Recall Assembly, one shall be assembled within two weeks time. During this assembly there will be discussion and a vote solely on recalling and replacing one or more Members of the Board.

Signatories

The Chairperson and Secretary are Signatories for the Organization. If circumstances make it necessary, the Organization can appoint others as Signatories.

Signatories may sign documents on behalf of the Organization.

Right to vote

Only those who are present at the General Assemblies, according to the Roll Call, have the right to vote in General Assemblies. During Board Meetings, only Members of the Board have the right to vote. All Members have the right to vote in votes taking place asynchronously. Voting Procedure is is defined in a supplemental Governance Document.

Unless otherwise specified in the Bylaws, all votes are decided through simple majority and abstaining votes are not counted.

In event of a tie, a Representative of the Board will assign a number to each voting option starting from one and increment by a value of 1. The selection of the option will by streamed and done by using the random number generator on random.org

Changing the bylaws

These Bylaws can only be altered by a General Assembly. In order to take effect, these changes have to be approved by a two thirds majority. Proposals to alter Bylaws must be included in the Announcement before the General Assembly in which votes take place.

Changes to the Organization as pertains to §1, §3 or §14 have to be ratified by two consecutive General Assemblies.

Dissolution

Proposals to dissolve the Organization can only be discussed during ordinary General Assemblies. Proposals to dissolve the Organization must be clearly specified in the Announcements before those Assemblies.

Upon being dissolved, all debts are to be paid. Remaining funds are to be donated to a charity in good standing where no Members of the current Board hold positions.