Who did it?
Except that isnât what the Community Bylaws says, because it was agreed to be overly generic and easy to abuse. Now it is the following:
What the Community Bylaws doesnât give, but the âcommentâ does is some form of justification why this is claimed to be necessary: âbecause, in the past, people made decisions in the interest of their employers rather than in the interest of The Document Foundation.â
This claim badly needs further explanation: how exactly is that possible by being a regular member? (member of the Board of Trustees and not member of the foundationâs other bodies) What kind of decisions such a member can make where this even comes up?
The other problem with the claim is that itâs just an accusation, not a fact, at least as far as Iâm aware there is no conclusion to any legal claims affirming it, and Iâm sure the other parties claim they were also acting in the interest of the foundation. Either way, the respective paragraph is only applied while a legal claim is open, which makes the justification highly questionable: universally the possibility of people following other interest has to be mitigated in other ways, which the foundations claims to have done by introducing new rules.
Itâs understandable if the foundation doesnât want people affiliated with the other side to impact the chances of their legal claims, but members of the BoT have no impact on that. Being excluded from the Board of Directors, or standing in election to be a BoD member during that time could sufficiently cover that, but thatâs not what got into the Bylaws.
Thus my question is, why did the current wording get into the Bylaws? What is the interest behind forcing affiliated members out, how does souring relations with its contributors serve the foundation?
Dear @bearon,
not sure where you read about an agreement but one of your colleagues provided constructive feedback which has been taken onboard and we narrowed down the types of legal claims as it could have indeed been abused.
Now the full paragraph reads like this:
Members involved in legal claims for endangering the Foundation, eg. by means of putting the charitable status at risk, or misusing TDFâs funds, or by damaging any of TDFâs assets, or by attempting to do any of these must relinquish their membership by means of notification to the MC. If the legal claim, in relation to the mentioned matters, involves a company/organisation then also their affiliated members must relinquish their membership.
As you can see it is quite narrow as it applies to extremely serious cases and particularly to directors as they would be in a position of acting in such a damaging way.
Some have actually managed to generate situations and legal claims including all the element listed in that clause.
I would recommend you, and also your colleagues, to ask the managing director of the company you are working for to have a very honest chat to ask him whatâs the actual legal situation, at what stage we are in the legal process and why he decided to make up the story of TDF ejecting you instead of explaining to you that it would have been just a temporary inconvenience while things are being settled between TDF and his company.
In the meantime I recommend you read more in this forum to see if you start spotting that some people tried to warn the trustees that things were quite wrong since a while and also this official statements that gives you some clear pointers:
Dear @PaoloVecchi,
Thanks for taking the time to reply, but please donât waste it further by not answering my questions.
Dear @bearon,
apologies, I thought I gave you all the elements necessary to answer your questions.
Letâs try again:
As stated:
then
Generally it doesnât apart from cases such as the one present in the official statement I linked to in my previous answer.
Because it derives from cases of extremely bad behaviour which we need to prevent in future, they apply generally to directors but might affect also members of the BoT as in the case described.
There is absolutely no interest in forcing affiliated members out. Thatâs a spin entirely fabricated by your employer.
I recommended to have an honest talk with him to see if he would explain at least to you what strategy is behind his attempt to mislead not only his contractors but the community at large.
Souring relations donât help TDF, the company you are working for, its contractors, our contributors or our wider community.
There was no intention of souring the relations with you or anyone else. Members have been informed of the issues, read the Community Bylaws and understood why it was necessary to have clauses that would have only temporarily affected you and your colleagues.
However, relations are indeed sour with those that have and contributed to impose business interests that put TDF and its community at risk as stated in the Community Bylaws. Rules are now in place to limit the eventuality of seeing similar behaviours in a direct or indirect way.
Those that played no part in damaging TDF are very welcome to reapply for membership as soon as a settlement is reached between TDF and their employer.
I hope you are satisfied by the more direct answers to your questions.
Does not explain any reason why a BoT is harmful.
which also does not explain anything, why a member of the BoT harms the foundation.
Does not help the community.
Dear @PaoloVecchi,
Thank you for your reply, I appreciate you sharing your opinion on the main points this time.
Please correct me if Iâm wrong, but the only relevant part of the post I can find on âaffecting also members of the BoTâ is the following:
There are factual errors in this statement, as there are no âcompany representativesâ on the BoD, and any of them affiliated by a company were not âelected by employees of the same companiesâ, but by the membership as a whole.
Regardless, I already noted that the measure is only applied while a legal claim is open, so it is unable to prevent any future âbad behaviour.â However, if the issue is that a member affiliated with a company a legal claim is against could run for BoD membership, I gave a suggestion earlier on what could be done to mitigate that.
Please note that the ad nauseam repeat claims of âextremely bad behaviourâ to justify terminating the membership of upstanding members by association arenât helped by factually stating that indeed the expulsion is only mandated for a potentially fleeting period while a legal claim is open.
There seems to be a mistake in this statement, as the audit was done last year, while the Community Bylaws with the mentioned restrictive measure was accepted earlier this year.
To repeat:
- This rule is unable to achieve what it is claimed to be for,
- This rule wasnât needed for a positive audit outcome,
- There are other ways to avoid if eg. an involved party on the BoD affecting the chances of a legal claim.
I must ask again: what is the reason behind forcing out affiliated members who havenât done anything wrong, arenât involved in legal claims, and generally have done nothing but furthered the foundationâs goals with their contributions?
There must be one, because such an extreme measure ended up being voted in despite several members and board members expressing concerns. Has the board taken legal counsel on the proposal before the vote, and if so, what was its conclusion?
Dear @bearon,
if seems like we have different opinion in relation to the effectiveness of rules that have been implemented in the Community Bylaws to reduce the likelihood of seeing in a repeat of behaviours that led to the issues you have surely read about in the email the board sent to the members the 10th of February.
The dissuasive measure added to the Community Bylaws, that you donât seem to see as very effective, is complemented by the introduction of the Code of Ethics and Fiduciary duties, which provide (hopefully) clearer guidelines on how directors should behave and improvements in the Conflict of Interest Policy.
Like in all things there might be room for improvement so please do suggest how all these rules and policies can be made clearer and better.
In the meantime itâs important to me to understand if itâs clear for you that you can reapply for membership as soon as the legal matters have been settled.
Happy have you as a member of our community and soon (again) as a member of the board of trustees.
Ciao
Paolo
Actually, it isnât what the Community Bylaws say because what the BoD (and MC) claim are the community bylaws were never ratified by the BoT. And ratification/approval by the BoT is a condition for adopting community bylaws.
Of course - none of this matters. Once weâve allowed the BoD and the MC to break the statutes once, then twice - the floodgates have been opened. And now the TDF is an oligarchy controlled by a junta.
maybe it would help, if youâd read the statutes more carefully.
Your statement is totally wrong.
And possibly a look into § 10 I last sentence of the statutes would be a good idea.
So, when are the votes for the BoD which should happen in 2025?
maybe it would help, if youâd read the statutes more carefully.
I did read them carefully. §10(3) of our statutes says:
The details of the induction and exclusion from the Board of Trustees shall be regulated by a community by-law[s] from the Board of Directors. Modification of the by-law[s] may only be decided by the Board of Directors and also requires a vote of approval from the members of the Board of Trustee[s] before entering into force.
It looks as if you have overlooked the work âmodificationâ (in the binding German version: âĂnderungenâ) in the second sentence.
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This means that the second sentence of that paragraph applies only to modifications of Community Bylaws.
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There have to be at least a first version of the Community Bylaws.
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The second sentence donât apply to the first version of the Community Bylaws.
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Because the Community Bylaws, approved by the Board of Directors, was the first edition of this document, it didnât need an approval by the members of the Board of Trustees.
Thus your statement are wrong. The Community Bylaws in their first version are in place since they are approved and published by the BoD.
What are you talking about, @andreasma ? The initial community bylaws were adopted by the BoD shortly after the formation of the foundation in 2010 (with a procedure for objections from the trustees/members, before coming into effect). The bylaws have been on the wiki since forever.
Also, even if that had not been the case, introduction of new bylaws after 15 years and 60 cycles of BoT induction would still require BoT approval - as the current state of affairs, by definition of the statutes, is the prevailing âcommunity bylawsâ. If bylaws had not been set explicitly, then the custom constitutes the bylaws in effect.
What a sad state our foundation is in, when our oversight body is committed to trying to justify and excuse the autocratic behavior and statute violations of a ruling clique, rather than actually holding it in check.
We canât really have valid elections anyway until people are recognized back as BoT members. Elections right now based on contra-statutory/illegal explusions from the constituency would be invalid anyway.
We have now well and truly descended into organizational hell of illegality and illegitimacy:
- Unelected Board of Directors
- Membership Committe whose composition was tampered with though elections manipulation
- Board of Trustees whose composition has been tampered with through invalid explusions
There is literally nothing correct about this sentence. To start with, TDF has been incorporated in February 2012, not in 2010.
Well, the TDF was founded before its legal incorporation was completed, as our history page remind us. If we were to start our consideration at the date of incorporation, that simply means we had initial community bylaws from the get-go. This would actually make sense given the wording of the statutes, which assumes the community bylaws always exist and do not discuss the possibility of bylaws-less BoT composition.
But hey, if you can try to scrounge up some excuse for another power grab - changing the guidelines against the will of the trustees, and tearing up our community - then why not go for it right?
No, Eyal. What you write is wrong. Even if you present it here vocally, it does not match the history. Even the wiki page you seem to refer to says: âContents of this page are outdated with the creation of the legal entity, and are solely kept for historic reasons.â
Hi @EyalRozenberg,
it seems like unfortunately you are not doing a minimum of research and validation before coming here to post your opinions.
Looking through this forum youâll find that most are fully aware that no bylaws have been ever voted in and that the bootstrap provision was still considered valid also by those that wanted to have the bylaws voted in by the board âaround FOSDEM (2024)â before the current board was seated.
As the board vote didnât happen in 2024 it allowed this board to review long standing governance issues that afflicted TDF for way too long which also led to the legal issues that hopefully will be settled with the company and the individuals responsible for the misuse of funds during a planned mediation.
It seems like you havenât yet grasped the seriousness of the things that some people did so you do not probably understand the need of having included in the Community Bylaws, Code of Ethics and Fiduciary Duties and Conflict of Interest Policy provisions aimed at avoiding the repeats of these behaviours.
Of course also the provision to remove members affiliated with a company with which TDF has a specific range of legal disputes has been checked for legal validity so your opinion doesnât override the opinion of lawyers that actually know what they are talking about.
Behind the scenes the board had also to deal with 6 former members that challenged all sort of things, using their employerâs lawyer (specialised in Intellectual Property laws), with incorrect statements and assumption in an attempt to invalidate the adoption of the bylaws.
TDF had yet again to spend time and donors money to get one of our lawyers, actually specialised on the matter, to reply to the former members which, like you, didnât seem to have thoroughly evaluated the situation.
It would have been great if their employerâs lawyer validated the instructions he received so that he could have told them that their assumptions were incorrect and there was no point in sending that letter.
It would also have been great if the former members told their employer that that there was no point in mounting that challenge as he decided that they should focus on something else and without contributions to LibreOffice their membership would have expired anyway.
Obviously, if the former members are not bound to limiting clauses in their contracts they keep contributing to LibreOffice in their own time, once the legal matters with the company they are affiliated with have been settled they can apply again for membership. The situation will be different for those that deliberately chose not to comply with the relevant clause of the Bylaws as requested by the MC with their communication dated 26/02/2026.
Then, as you carry on complaining about the removal of a candidate for the MC, we have to assume that you are totally OK with having in TDFâs supervisory body a person that has been found of having misused funds as confirmed by audits. In my opinion, even without counting on the legal advice received which validates the removal, your position is questionable also from an ethical point of view.
I hope my comments helped you in catching up with the actual situation and that your future comments will benefit from more thorough research and validations before you post them.