Agenda for TDF board meeting on Monday, September 4th, 1800 Berlin time (UTC+2)

Board Discuss
#1

Dear Community,

find below the agenda for our TDF board meeting with a public section, and followed by a private section on Monday, September 04 at 1800 Berlin time at https://jitsi.documentfoundation.org/TDFBoard
For time zone conversion, see e.g. The World Clock - Time Zone Converter - Germany – Berlin – Berlin vs Romania – Bucharest,Turkey – Istanbul

Please note, that per board decision from 2023-03-08, board calls will be audio-recorded privately, for easier minuting: [VOTE] Start audio-recording TDF board calls again, for better minuting - #8 by thb - Board Discuss - The Document Foundation Community

AGENDA:

Public Section

  1. Discuss: Answering questions from the community (tdf-board, 5 mins)
    Rationale: Provide an opportunity for the community to ask questions to the board and about TDF

  2. Status Report: Schedule meetings during LibOCon in Bucharest (tdf-board, Thorsten Behrens, 5 mins)

  3. Discuss: Communicating board decisions - Drafting template (Thorsten Behrens, Cor Nouws, 5 mins)

  4. Discuss: Membership in other ABs and points of contact (KDE, GNOME, OSI, OASIS, OFE, OSBA) (Florian Effenberger, 5 mins)

Board-Private Section

  1. Vote, Discuss: Elect a new deputy chairperson (Thorsten Behrens, tdf-board, 10 mins)

  2. Status Report: Status on audit and annual report (Florian Effenberger, 10 mins)

  3. Status Report: consolidating bank accounts (Florian Effenberger, Thorsten Behrens, 5 mins)

  4. Discuss: Legal topic (Florian Effenberger, 5 mins)

  5. Discuss: Last minute item(s) (tdf-board, 5 mins)
    Rationale: if there is time left, and anything is popping up after sending the agenda

Total scheduled meeting time: 55 mins

– Thorsten

#2

Hi Thorsten,
I didn’t read anything about that topic on the lists, or maybe I missed it. What is the motivation to elect a new deputy chairperson? I see it’s a private topic, but I hope you can tell us more about it. And I hope also everything is going well for Emiliano.
Cheers

#3

Hi @sophi,

you haven’t read anything about it as the chairman came up with it this week and has been a shock for most of the board I suppose.

The motivation presented by the chairman which the board received are evidently made up to justify his desire for the change and the actual reasons are at best unethical.

I believe the item should be discussed publicly so that the community has a clearer idea of what is going on.

Ciao

Paolo

#4

Hi all,

Just a reminder of the last election of the board (2022 - 2024):

Full Members:
(1) Thorsten Behrens (elected chair since ~Feb 2021)
(2) Paolo Vecchi
(4) Emiliano Vavassori (elected deputy chair since ~Aug 2022)
(6) Cor Nouws
(7) László Németh
(8) Gábor Kelemen (full member since ~July 2022)
(9) Ayhan Yalçınsoy (full member since ~Nov 2022)

Deputy Member:
(10) Gabriel Masei

Numbers in brackets reflects ranking based on:

#5

Hi @S.t.e.p.h,

the ranking is not going to be taken in consideration.

If Emiliano did want to be replaced then of course the most logical choice would have been the second most voted director but Emiliano did not ask to be replaced.

If the chairman wanted somebody that understand laws and understand that the legal advice we have been provided to fix the issues we have been working on then Emiliano or myself would be the perfect candidates.

Those that follow events and discussions might come to the conclusion that the chairman wants to put a director fully aligned with his and Cor’s views in that position to use his tie break vote to fully control the decisions the board takes. Looking at the internal communications I would not be able to honestly deny that conclusion.

Also the proposed choice of a replacement, which has consistently shown to be happy to support the views of the conflicted members of the board, seems to support the above conclusion that one might reach.

I haven’t seen any rules that would allow the chairperson to unilaterally demand to replace the deputy chairperson when no faults or wrongdoings have been found so it is surely something that we should look at from a governance point of view.

In the meantime as the proposal of replacing the deputy chairperson might lead some to think to be “politically” motivated or even tainted with conflict of interests, in a moment where legal matters and changes are being discussed, I’ve requested our lawyers, which have visibility on other problematic decisions, to look into yet another problematic situation.

Ciao

Paolo

#6

Can someone explain to me why there are 9 full Board members listed here, when the Budget vote for 2023, or any other vote I’ve seen recently, only mentions that there are 7 Board members?

#7

Hi @iplaw67,

there are gaps in the numbering as 2 directors (Caolan ranked fifth and then Kendy ranked third) resigned.

See also here for final results listed in descending ranking:

Ciao

Paolo

#8

Thanks Paolo, that clears that question up at least.

#9

With regard to the appointment of new deputy chairperson, can someone please point me to the specific passage in the Satzung, where this is provided for ?

At the moment, the only specific reference of any kind in regard to a change of elected Board member, that I can see, is:

“(3) Das Amt eines Vorstandsmitgliedes endet nach Ablauf der Amtszeit mit Bestellung eines Nachfolgers, durch Tod und durch Niederlegung, die jederzeit zulässig ist. Ausscheidende Vorstandsmitglieder werden durch jeweils dasjenige Ersatzmitglied mit der nächstniedrigeren Präferenz ersetzt.”

Has Emiliano stepped down from his role or is otherwise deceased ?

#10

I think I am pretty alive. I did not step back from my role and I am surely not agreeing with the motion of the majority of the Board (this is quite obvious and well understood even without me speaking it out clearly).

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