[Owasp-board] Electronic Vote

seba seba seba at owasp.org
Sat Apr 30 09:33:05 UTC 2011


All,

Can I have your feedback on the proposed paragraph:

Local Chapters Governance
A local OWASP chapter may establish local chapters within the geographical
boundary of a chapter, such as country or a city. The bylaws of a chapter
must not contain anything that is at variance with the expressed purposes of
the OWASP Foundation or with the OWASP Foundation Bylaws, and must be
approved as specified by the OWASP Foundation board of directors before
becoming effective. A chapter may not change its bylaws, its name, or its
boundaries without approval as specified by the OWASP Foundation. Chapter
Bylaws may be produced in the native language of a nation, but must be
translated into English for submission to the OWASP Foundation.
The chapter leader and local chapter board has to manage the local chapter
according the guidance and rules defined in the Chapter Leader Handbook. The
Global Chapters Committee provides the support required by the local
chapters to thrive and contribute to the overall mission and goals of the
OWASP Foundation.
The OWASP Foundation may, by affirmative vote of at majority of the board of
directors, suspend or annul a chapter if, in the judgment of the board of
directors, such action is in the best interests of the OWASP Foundation.

Following up on my remarks/questions in the proposed bylaws (attached):

   - Add election procedure. Not in complete details as that would make the
   bylaws too heavy. I would reference the Membership Committee's
   responsibility to propose the procedure, with approval of the board.
   - Clearly use board of directors everywhere
   - Clarify the roles and responsabilities of the board directors,
   president, treasurer and secretary. (drop chairman, it is confusing to have
   a chairman and president)
   - Clarify the delegation of operational management to OWASP Officers and
   Committees, including right of signature & money transfers
   - Drop advisory boards, focus on the committees and add the committee's
   governance reference
   - Clarify section 2.05 and increase notice to at least one week, I'd
   prefer 2 weeks.
   - Members should include Educational members, giving them voting rights
   (1)
   - Use Foundation everywhere in stead of corporation
   - Add the applicable law

+ see the attached documents for smaller remarks/questions
Sorry for pulling this ot of the Google docs, but for some reason I was not
able to edit the online version: can somebody fix that? I'll then integrate
the remarks online.

We should probably schedule a seperate meeting to nail a final version down?

--Seba


On Wed, Apr 27, 2011 at 4:01 PM, Kate Hartmann <kate.hartmann at owasp.org>wrote:

> This idea flows along the lines of the OWASP regions that has been
> discussed by the chapter’s committee, the membership committee, the industry
> committee, and, to an extent, the conferences committee.
>
>
>
> If we are going to work towards a centralized organization with “branches”
> then it seems that we would only have ONE set of by-laws approved at the
> Global level that can be translated to the local chapters with approved
> modifications based on regional requirements.  If we have the Chapter
> Handbook and the By-laws of the Foundation, then the conversion to a local
> charter should really be one of translation as the “rules” have been set
> forth.
>
>
>
> As we are on the eve of establishing the OWASP EU entity this clarification
> on governance is critical.
>
>
>
> Kate Hartmann
>
> Operations Director
>
> 301-275-9403
>
> www.owasp.org
>
> Skype:  Kate.hartmann1
>
>
>
> *From:* sebastien.deleersnyder at gmail.com [mailto:
> sebastien.deleersnyder at gmail.com] *On Behalf Of *Seba
> *Sent:* Wednesday, April 27, 2011 8:40 AM
> *To:* Matt Tesauro; Eoin; dave.wichers at owasp.org; tomb at owasp.org;
> jeff.williams at owasp.org; Kate Hartmann; OWASP Foundation Board List
> *Subject:* Re: Electronic Vote
>
>
>
> Hi Matt, All,
>
>
>
> Is it feasible to have your "how to allocate OWASP funds" proposal by the
> next board call next Monday?
>
> Did you have a change to look at the questions/remarks I had on the new
> bylaws?
>
>
>
> I propose to add a paragraph on local chapters governance. Something along
> the lines of:
>
>
>
> Local Chapters Governance
> A local OWASP chapter may establish local chapters within the geographical
> boundary of a chapter, such as country or a city. The bylaws of a chapter
> must not contain anything that is at variance with the expressed purposes of
> the OWASP Foundation or with the OWASP Foundation Bylaws, and must be
> approved as specified by the OWASP Foundation board of directors before
> becoming effective. A chapter may not change its bylaws, its name, or its
> boundaries without approval as specified by the OWASP Foundation. Chapter
> Bylaws may be produced in the native language of a nation, but must be
> translated into English for submission to the OWASP Foundation.
> The chapter leader and local chapter board has to manage the local chapter
> according the guidance and rules defined in the Chapter Leader Handbook. The
> Global Chapters Committee provides the support required by the local
> chapters to thrive and contribute to the overall mission and goals of the
> OWASP Foundation.
> The OWASP Foundation may, by affirmative vote of at majority of the board
> of directors, suspend or annul a chapter if, in the judgment of the board of
> directors, such action is in the best interests of the OWASP Foundation.
>
> Regards,
>
>
>
> --Seba
>
> On Sat, Apr 16, 2011 at 6:33 PM, Matt Tesauro <matt.tesauro at owasp.org>
> wrote:
>
> Eoin:  I agree with staggering but technically speaking, that's not what
> we're voting on.  We should communicate this to the committee chairs first.
>  I sat in on the committee chair call earlier in the week and warned those
> on that call that OWASP is not flush with cash and we may need to scale back
> the committee budgets in the near term.  However, we need to make sure
> committees understand this is not us hindering their work but the current
> fiscal realities.
>
>
>
> My votes:
>
>
>
> No on remaining budgets.
>
>     More time is needed to understand fully the impact of the summit's
> expense on this years budget.
>
> No on the ByLaws.
>
>     I'd like to have some time to review what Seba sent.
>
>
>
> I propose we re-vote these issues next Friday (April 22) to give us the
> time to look into them - especially the budget issue.
>
>
>
> I also have a proposal I'll be crafting on how to allocate OWASP funds
> going forward with respect to the global committees and overarching expenses
> (those that touch multiple committees).  However, I need some more time with
> the numbers I got from Alison before I can make a specific proposal.
>
>
>
> --
> -- Matt Tesauro
> OWASP Board Member
> OWASP WTE Project Lead
> http://www.owasp.org/index.php/Category:OWASP_Live_CD_Project
> http://AppSecLive.org <http://appseclive.org/> - Community and Download
> site
>
>
>
> On Sat, Apr 16, 2011 at 4:46 AM, Eoin <eoin.keary at owasp.org> wrote:
>
> Yes, bit let's stagger committee funding or provide when required.
>
> Sent from my HTC hero.
>
> owasp board member
>
> On 15 Apr 2011 13:48, "seba seba" <seba at owasp.org> wrote:
>
> All,
>
>
>
> 1. Yes, but under the condition that these are part of an overall 2011
> budget?
>
> 2. No - I have some questions & remarks on the Bylaws attached. There are
> references that are not clear, roles that are not defined and committee's of
> which no governance is defined. Furthermore I'd like to add a paragraph that
> clarifies the International role which provides a legal umbrella for legal
> entities in other countries or regions that fall under it.
>
>
>
> --Seba
>
> On Fri, Apr 15, 2011 at 2:20 PM, Kate Hartmann <kate.hartmann at owasp.org>
> wrote:
> >
>
> > As per the board...
>
>
>
>
>
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