I hereby formally OBJECT to the removal of me from the results of the Membership Committee elections by the board and CONTEST the validity of the decision.
There is no provision for removal of elected members of the foundation by the board in the Statutes so that constitutes an extraordinary procedure, which requires similarly extraordinary and very narrow circumstances especially given that the foundation has various rules that do give the Board of Directors and/or the Board of Trustees the possibilities to address the presumed issues or to effectively handle specific situations resulting from the membership of a individual of a foundations body.
The information in the decision and comments in the discussion on the topic however show arbitrariness rather then very narrow or extraordinary circumstances to the Trustees.
Rationale:
Indeed that is what our statues read, literally. The question is: what needs to be done in this specific case, of which there is no notion. The board gives the impression that their decision is based on strong legal advise, though.
I STRONGLY OBJECT the statement that my affiliation was unclear, at least not at the start of the elections.
Rationale: In my nomination I clearly wrote “the past five years I’ve also been part of Collabora’s team” (I.e. the past) and did not write ‘since 5 years I am working for Collabora’ (i.e. ongoing).
That is perfectly aligned with what I wrote as well: "Affiliation: Nou&Off¨. For those that may have not fully understood, my reply to Daniel should have really removed all doubt.
I OBJECT that the board is applying a rule that is not at all meant for a situation like these elections, and that has never been discussed with the Trustees in this regard. Notably the board is doing this to justify their violation of one of the most fundamental rights of the Trustees!
I STRONGLY OBJECT the boards conclusion that I didn’t disclose my affiliation, according to the rules of our statues, in my first statement. As shown above here, my second statement only made it more clear. Both statements were made before the elections started.
I STRONGLY DISAGREE with this reasoning and the action resulting from it.
The board shows nothing close to a proof for their assumption that the community would have voted substantially different and/or would have not been able to digest the information given. While the board suggests it is protecting the community, in doing so, it actually violates the fundamental right of the Trustees.
I OBJECT the boards statement that I rejected to answer.
The boards statement is an incomplete and incorrect reference to what I wrote and denying the fact that I gave all information about my affiliation according to what our statues read wrt affiliation: “at the same firm, organization or entity or one of its affiliate organizations.” (The binding German version is even clearer:
“für dieselbe Firma, Organisation oder Einheit oder einer ihrer Tochterorganisationen als Angestellte arbeiten.” )
Additionally I provided information that is relevant to understand my personal interest (think of family income), as related to our CoI policy
Not having replied to the specific questions one by one, is since some of the questions there were not relevant for affiliation and even about matters that are that are none of the board’s business at all. Nevertheless I maintain that I did give the necessary information (as explained above).
Finally I’ve also shown clear and positive will to look at possible questions left!
I OBJECT the use of an NDA as an argument for possible exclusion of people in our foundation.
An NDA does not have hinder free choice and speech of those involved, other then related to confidential information related to the company/organization. NDA’s are a common part of employment contracts and will be present all around with people in our community. There should be strong rationale provided by the board why an NDA should be a problem, but is it not.
I STRONGLY OBJECT the boards statement that it was impossible to determine my affiliation with (notably even) reasonable certainty!
With all information given (see above) that is a position that is impossible to maintain.
Again: I STRONGLY OBJECT the suggestion that I made a false or fundamentally incomplete statement.
Then (though clearly not relevant in this case) it cannot be other than, to protect democratic processes, there must be a very strong proof of a false or incomplete statement for such a measure.
This board statement is irrelevant for the situation since September 1st this year, since when there is no affiliation any more from me with Collabora.
(Apart from that, the form/useage of the statement has been challenged at the time.)
I OBJECT this misleading, incorrect representation of how the practice is or should be. The MC is overseeing that the Board is correctly providing all information, the process. Since in that setting it is extremely unlikely that one MC member can convince the board or staff to withheld information from the auditor, the board should provide the strong evidence for their suggestion. The board does not.
I STRONGLY OBJECT object that the boards uses all that as argument against my person!
I’ve always been serving as director and doing my work in the board with the objections and goals of the foundation in mind, with a strong notion of broad and fair cooperation in our community.
Any existing or supposed issues, referred to, are the result of a combination of factors, and it is fundamentally unfair to put that much blame on me. (note: I’ll get back to this separately.)
I urge the board to lead by example and not feed further division by piling up accusations at one party.
I OBJECT the boards arguments here.
The foundations statues tasks the board as follows: “initiates and supervises the election“, meaning that they oversee that the process is done correctly. Nowhere do the statues give the board explicit ability to strike candidates from the outcomes of elections; only the task to remove members of a body in the relevant circumstances.
I FIERCELY OBJECT this false and mean accusation.
I have not withheld other directors information relevant to resolutions or their tasks, nor taken away the possibility for other directors the to engage in voting or discussion.
It is not less than regrettable that this accusation, that has been rebutted several times in the past, is used again now even in a boards resolution to argue against the will of the Trustees.
Again I have to urge the board to lead by example and not feed further division by piling up accusations at one party.
I OBJECT this statement
This statement is clearly misleading since the statues just provide the means to handle the situation, notably in a way that would not have violated the Trustees rights, as well as would have allowed to look at facts more closely etc. which clearly must be the preferred path to follow in case there seems to be some non clarity.
I have to notice as well that the board violated the rules for the elections by failing to meet the dates of various phases, all without being open and transparent to the Trustees .
I FIERCELY REJECT that the board is not following the process that our rules provide of removing, that would allow proper and full consideration of the facts. E.g. cf the CoI policy, “#5.2 “the Board of Directors shall offer the obliged person an opportunity to discuss the matter with the Board of Directors”.
I OBJECT the given impression that urgency left the Board no other choice.
Since the facts were clear some 10 days before the start of the elections, the appeal to urgency for breaking fundamental rights of the Trustees, must be considered very unreasonable.
Finally, again I have to STRONGLY OBJECT the boards statements that I would not have given necessary information, which in it’s repetition looks as nothing less than implying bad intentions on my side.
I consider the vote VOID, or at the very least revocable, and CONTEST its validity.
Regards,
Cor Nouws