[Owasp-board] OWASP Europe Foundation - next step

Seba seba at owasp.org
Fri May 13 18:51:36 UTC 2011


Hi,

Find attached for review the English translation of the proposed bylaws of
the OWASP Europe Foundation.

I have based these bylaws on the standard template provided by the notary.
There are a lot of articles in the Bylaws because of Belgian regulation
(which is quite relax on non-profits).
It provides the governance framework to start light and increase/decrease
control upon the foundation's growth/shrinkage.

The OWASP Europe Foundation is in essence the prolongation of the global
Foundation and provides OWASP with an address and a EU bank account in
Europe.
The mission, strategy and operations are governed by the OWASP global board
& committees.

Practically this results in the startup of the EU non-profit with 3 board
members (required minimum) with a yearly 'official' annual meeting (can be
done remotely).
I propose them to be Eoin (EU representation of the global board), Tom
(Governance representation of the global board) and myself (Belgium chapter
leader).
We also appoint 2 officers (called daily managers in the bylaws): Kate &
Alison who can act on behalf of the OWASP Europe Foundation.

Upon agreement on the above points I can have the bylaws updated with the
directors / officers coordinates and have them made official.
Eoin, Tom, Kate & Alison can sign by proxy.
Or you can come over and have a beer and some chocolate :-).

I propose all the proposed directors & officers can perform payments, but
execution of payment always requires 2 signatures (this can be done
electronically).
Payments should of course be in line with the global direction of committees
& the global board.

Some extra notes:
"Working Members" referenced in the bylaws is not to be mixed with OWASP
membership. This is a legal naming convention of people who participate
officially in the non-profit.
The mentioned membership referenced (€ 50) is mentioned for legal reasons as
well, we don't actually have to pay this.
The directors and officers are not personally liable for the non-profit
actions.

*To be decided (cast your vote):*

   - Board of directors: Eoin, Tom & Seba: *Yes / No*
   - Officers: Kate & Alison: *Yes / No*
   - Payment approval for at least 2 of directors/officers: *Yes / No*

If you have any questions, don't hesitate to contact me!

--Seba
+32.478.504.117
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