[VOTE] Adopt version 1 of Community Bylaws

Hi @PaoloVecchi ,

not everything you disagree with ‘violates the communication guidelines’, nor is everything based on ‘undisputable facts’ automatically ok to say (in particular, if the facts were actually disputed).

But this seems a distraction - the question was, why did @floeff not do at least the minimally-required edit, and recorded @webmink 's dissenting statement, and an abstention vote?

Are you saying that someone instructed @floeff to ignore @webmink 's vote? Then indeed, apologies for chasing Florian for it. The even more concerning question though would be, why the ruling board faction would do that then.

Best, Thorsten

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Votes must be clear and unconditional. If they are not, they are not to be counted, as they are not valid votes. And not valid cannot have dissenting opinions either.

As you seem to think following regulations and rules is petty, this conversation is pointless. The assumption someone had instructed me makes it even ridiculous.

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I was both polite and clear that my vote was unconditionally “no” if and when the vote proceeded, and my comments were not conditional either.

Since the vote is disputed let’s void it and rerun it as a roll-call vote at the meeting next week.

By the way, where are the rules of procedure that are being followed here?

S

Hi,

if you use an if clause in front, your declaration of intention is not unconditional and thus it is void.

Regards,
Andreas

I fear this thread now needs a bit of explanation to the community.

There is a public board vote. Some votes are explicit and clear:

  • “+1”
  • “-1”

Then there is a participation in the vote thread that has introductory and explanatory text, and then a “NO” preceded by an if clause.

This means I cannot easily summarize the vote and proceed. Instead, I remember such votes are not possible, but anyways I do research on this. This costs time and money and energy.

The outcome of that research is that if the vote is not a clear one, and in particular if it contains conditional clauses (which the word “if” is), it cannot be counted at all. It is to be treated as if it was not casted. This is not related to our rules of procedure, but to civilian law.

This is also logical. Imagine three people vote “yes” with such an “if” statement like
“If the majority supporst this obviously fantastic vote, I vote yes.”
and three others vote explictly “no”.

Is the vote valid? Was it casted? Was the decision approved? Is it undecided?

Now what if I simply had counted the vote and be “relaxed”, so to say? There would be a risk that others challenge it for this very reason. In result, no matter how it was summarized, someone could have complained. This is a situation one cannot resolve easily, which is why clear votes are so very important.

Now we have an ongoing discussion. This again costs time.

All this happens when we have other topics we could work on to further our mission:

For all these items, I would love to see a comparable “passionate” participation from everyone, instead of spending more time on the vote counting.

The vote was done in public. All board members comments are visible in public. Nothing is lost, nothing is hidden, nothing has been obfuscated. No matter how that particular message is counted or not, it does not change the outcome of the vote.

The irony is that from some I’ve repeatedly heard in the past to “Never challenge a board decision in public” or “Follow the chairperson and don’t challenge them”. Oh, the irony…

I would like to move on and work on actual problems, not on an academic discussion how to count votes, as this does not help us to further our mission, neither does it address our most pressing topics.

As for some of the words used here: Working at TDF you grow a thick fur, but this is not the communication style I want to see in this community.

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never occurred that you, as a founder and full time appointed, may just get the communication you deserve ?

" we are all human after all "

I fear this one would too :wink:
Arrangements for Board Election? - #3 by aszucs

this one certainly also :expressionless:
Community Bylaws initial version - #36 by caolan

… and, just for the fun, this one maybe : Task #3842: Disable hyphenation in WordPress - Websites - The Document Foundation Redmine


definitely a critical topic on the (fosdem or not) agenda.

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That is factually incorrect. As you know, any declaration of intent needs to be interpreted by examining the understanding of it by a reasonable person, and “…has to be explored without clinging to the literal meaning of the expression.”

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And this is exactly why a clear, explicit vote is so very important. Otherwise things are left open for interpretation, which may change over time or depending on who interprets. A clear +1 or -1 prevents that.

Votes cannot be open to interpretation. They must be clear. Otherwise they are not to be counted, which is exactly the situation here.

I hear you and understand the rule you have devised but still insist my vote be recorded.

Then let’s discuss whether any of the “votes” conducted the way this one has been are valid. They are conducted outside the scope of any meetings so there’s no notice of a meeting, often no board proposer and never any seconder, no discussion of the motion, no consideration if the matter is ripe for decision, an arbitrary voting and counting process by a person outside the board, and no record of a decision in any minutes. Many votes are at best indicative and at worst invalid.

S

Asking me to change the vote count is asking me to act contrary to the regulations I’ve found, which I will not do, and cannot be asked to do either. Of course, the board is always free to overrule the counting, by its own majority decision.

How votes at TDF are conducted are regulated in laws, regulations and our statutes. The statutes allow votes via e-mail or in discussion forums like these.

Sad to read concerns that “a person outside the board” does the vote summaries. The duties of the board are clearly outlined in our statutes § 8 II:

“Its main tasks are: management of the foundation’s assets, use of the foundation’s resources, preparation of a budget plan, proper accounting and collection of documents, and preparation of the annual financial statement and activity report”

Should there be concerns around these as well, and you want to handle the February accounting, collecting of documents and the related VAT filing, the budget preparation for FOSDEM and the writing of the annual report and final closing ledgers, please express these in advance, so we avoid double work.

Otherwise I will continue with that now, to prepare an effective and successful FOSDEM meeting.

Simon writes* that ‘for reasons <X,Y,Z> voting is not OK, but if the vote continues, he votes NO’.
Vote did continue, so he voted no.
Suggesting that there is any room for misinterpretation, looks a bit weird.

*) [quote=“webmink, post:8, topic:13472”]
If the Board majority group insists on proceeding with this misguided and premature motion, I vote NO.
[/quote]

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Hello everyone!

Discussions about the semantics of conditional votes can be unproductive. To ensure clear and effective decision-making within our Foundation, a Board vote must, naturally, be a straightforward act. Our official record reflects clearly stated positions, regardless of the opinion held.

After the Board’s approval of version 1 of the Community Bylaws, our focus now moves to the important work ahead of us in Brussels. We have a full agenda with FOSDEM, with a booth to welcome people and meetings of the Board, the MC, and the staff, and that is where we must dedicate our energy.

I hope it will be a productive week for the Foundation.

Have a nice day!

Best,

Eliane Domingos

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I would suggest that legitimate looking into why the vote of a director is obfuscated are useful to the community,

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I really don’t think we need a Turing-complete voting system at TDF. Generally e.g. voting systems at parliaments have only three voting buttons, “yes”, “no”, and “abstain”, and I think that’s for a reason.

Using forum posts as a voting mechanism will of course give voters the opportunity to try slip in conditionals, much like using paper ballots in local elections will give me the opportunity to try to write conditionals there. But that would just result in my vote being discarded.

@webmink could just have done what @nemeth did, that is, give an unambiguous vote combined with a statement.

So I give √-1 on the ongoing silliness and suggest we move on.

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Hi @floeff ,

Of course nobody is asking you to violate rules or regulations - but me and others are obviously puzzled, what those regulations are. If you want to avoid the impression that this is a fairly arbitrary (and seemingly convenient) exclusion of significant dissent, then please be specific, what your personal decision to exclude @webmink is based on.

It is clearly not Germany’s civil code, nor is that regulated in the board’s rules of procedure. Quite obviously, if the rules of procedure would actually be followed, then according to § 11. General Rules, “TDF employees are barred from holding or seeking elected position in TDF” - and then perhaps other votes should not be counted.

Please clarify.

Best, Thorsten

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What’s the problem with that at least? @floeff I mean, the community starts creating statistics about abstaining members… Simon was clearly involved in that vote. :woozy_face:

Dear Florian, dear Trustees,

For your information, the decision is not correct, because the disputed vote of Simon Phipps, our Deputy Chairperson was a clear disapproval. Moreover, not only for me, but must be for the majority of the Board and our supervisory body, the Membership Committee, and our ED, too, according to the following evidence. In a previous vote, my similarly strong disapproval (but with a really conditional NO, i.e. using 3rd conditional tense) was accepted a few weeks ago:

-------- Original Message, redacted text annotated by […] --------
Subject: [DECISION] […]
Date: 2025-12-19 15:30
From: Florian Effenberger […]
To: tdf-directors@lists.documentfoundation.org
Cc: […non-affiliated Membership Committee members…]

[…]

Result of vote:

[…] disapprovals: […] Laszlo

[…]

Statement Laszlo: "I suggest to abort this rushed vote, because […],
and […] Otherwise I agree with […] (and with […] about our fiduciary
duties), and I would have voted with -1.

[…]

Florian

-------------------------- End of Message -------------------------------

Changing this fair practice, and not interpreting a disapproval (or approval), as it was intended, moreover, and not reporting this and the suspected problems in a timely manner puts the integrity of the recent vote at risk. So at the very least, I suggest fixing the decision by following the previous practice or re-voting, if the board majority really does not need consensus on our Community Bylaws. I would note, however, that such harsh treatment of our Deputy Chairperson’s vote may make consensus more desirable than ever.

Best regards,
László

Reopening past votes might not be a good idea.

However, as in yesterday‘s board meeting we learned by surprise that [REDACTED: name of company] is a customer of a board member’s company, which was not revealed at the time of voting, there might be a CoI problem.

I talked to other participants of the meeting and several confirmed they heard the same, so we may have to follow-up on that.

I do confirm that Laszlo clearly stated that he has or had the company of one of the former members of the board of directors, and former trustees, as a customer.

I had indeed to remind him once again of his duty to disclose his affiliations or interests that might influence his decisions.

Laszlo hasn’t yet explained his failure of disclosing a personal interest that might turn into a conflict of interest as the vote was related to the company with which he might have a financial dependency.

I’d be very interested in receiving more information about the matter as I presume also other member of the board are interested in a clarification and evaluation of a potential violation of our Conflict of Interest Policy.

Reopening past votes might not be a good idea.

I tend to agree - and yet the current TDF board does this all the time.
It regularly undoes votes where it thinks it is convenient while not
undoing others that it also claims are/were (partially?) invalid: it’s a
mess.

As I read Laszlo’s mail (and perhaps I’m confused) he showed rather
clearly with examples that your behavior in vote tallying was arbitrary
in this case. So then we have this random distraction conflated that
deserves its own thread:

However, as in yesterday‘s board meeting we learned by surprise that

with some unverified and (I imagine inaccurate) hearsay - casting vague
accusations against an unnamed director, who weirdly then Paolo names as
Laszlo in the next mail. Yet still without a clear accusation that can
be clearly answered - that’s just terrible practice.

We should address and clarify that of course rather than turning it into
yet another ‘truthy’ accusation of badness with no basis in fact.

Either way - lets not get distracted by that. Lets get back to the
topic. It would be nice if votes were impartially and consistently
tallied - do you have a proposal to ensure that they are ? Laszlo’s was
to re-do the vote - that seems unlikely to produce a different result
and is easy to do, so why not ?

Regards,

Michael.

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