[Owasp-board] Board Attendance Fabio - VOTE REQUEST

Josh Sokol josh.sokol at owasp.org
Tue Aug 18 19:54:24 UTC 2015


My vote is "Confidence" for Fabio to remain on the Board on the basis of
the current Bylaw being unspecific, but I think that the Board needs to
clarify this discrepancy immediately following the vote and I think that
Fabio needs to be put on notice that missing any other meetings puts him
under 75% with no ability to go back over 75%.

On Tue, Aug 18, 2015 at 2:31 PM, Jim Manico <jim.manico at owasp.org> wrote:

> My vote is "Confidence" for Fabio to remain on the board.
>
> --
> Jim Manico
> Global Board Member
> OWASP Foundation
> https://www.owasp.org
> Join me at AppSecUSA <http://appsecusa.org/> 2015!
>
> On Aug 18, 2015, at 9:14 AM, Josh Sokol <josh.sokol at owasp.org> wrote:
>
> No motion should be necessary as the Bylaws specify that a vote is
> automatically initiated.  Board, the Bylaws specify:
>
> *Failure by a board member to meet the 75% attendance requirement after
> any tabulation will cause a mandatory vote of confidence by the remaining
> board members, whose votes will be publicly recorded.  An overall vote of
> "no confidence" is recorded if half or more of the board members vote for
> it, which causes the board member in question to be instantly removed from
> their seat on the board.*
>
> As already stated, Fabio has fallen below the minimum 75% attendance and a
> mandatory vote of confidence is necessary.  Please provide your vote of
> "CONFIDENCE" or "NO CONFIDENCE" for Fabio's participation on the Board.
>
> ~josh
>
> On Tue, Aug 18, 2015 at 1:54 PM, Jim Manico <jim.manico at owasp.org> wrote:
>
>> The vote is mandatory per bylaws. Let's do it.
>>
>> *I move we vote to decide whether to remove Fabio from the board per our
>> bylaws. Any second?*
>>
>>
>>
>> *Failure by a board member to meet the 75% attendance requirement after
>> any tabulation will cause a mandatory vote of confidence by the remaining
>> board members, whose votes will be publicly recorded.  An overall vote of
>> "no confidence" is recorded if half or more of the board members vote for
>> it, which causes the board member in question to be instantly removed from
>> their seat on the board. *Does anyone second this request to vote?
>>
>> Thank you all,
>> Jim
>>
>> PS: When it comes back to me, my vote is NO do NOT remove Fabio from the
>> board.
>>
>>
>>
>>
>> On 8/18/15 4:22 AM, Fabio Cerullo wrote:
>>
>> Hi,
>>
>> There are a few boards members that are in the verge of non-compliance
>> with the 75% attendance so I think we need to review that requirement at
>> the next Board meeting.
>>
>> To my view, this requirement is in place if a board member is not engaged
>> in his/her duties… I believe all current board members are quite active and
>> dedicate countless of hours to the Foundation.
>>
>> Out of the 3 times I missed the meetings, 2 of them were at midnight
>> which unfortunately I couldn't attend.
>>
>> If the Board believes a vote is needed under the current bylaws I’m fine
>> with it.
>>
>> Thanks,
>>
>> Fabio Cerullo
>> Global Board Member
>> OWASP Foundation
>> https://www.owasp.org
>> Join me at AppSecUSA 2015 <https://2015.appsecusa.org> in San Francisco!
>>
>> On 17 Aug 2015, at 04:55, Andrew van der Stock <vanderaj at owasp.org>
>> wrote:
>>
>> As noted above, the pain needs to be shared around. I've made more than
>> my fair share of unsociable board times, including 4 am and 5 am meetings.
>> I don't expect 100% attendance under those circumstances, as there's no
>> good time for all of us, and I am sure with missing two board meetings this
>> year, I am perilously close to hitting that 75% mark as well. That said, as
>> long as the unsociable hours done for me and Jim for the rest of the year,
>> there's no reason why I will not be at the rest of the Board meetings this
>> year.
>>
>> thanks
>> Andrew
>>
>> On Sat, Aug 15, 2015 at 8:24 PM, Tobias < <tobias.gondrom at owasp.org>
>> tobias.gondrom at owasp.org> wrote:
>>
>>> I agree.
>>>
>>> We could make changes if the board wants.
>>>
>>> My mean reason is that we now have a much more global board and that
>>> finding time slots that are ok for most is not always easy. Equally, I
>>> would not want us to discriminate board members from other regions just
>>> because the timezone is making attending very hard.
>>> Technically, there have been board meetings for some participants (from
>>> Hawaii, Australia and Asia) at times like 6:00am, midnight, 1:00am (and at
>>> the beginning of the year also two times I believe also at 4:00am Australia
>>> time).
>>> We try our best to find good times and to spread the pain more equally,
>>> but it is not always easy.
>>>
>>> Maybe the 75% mark is a bit high considering the global distribution of
>>> our board.
>>> And/or we change from "must" to "may".
>>>
>>> Up to what the board and community feels is tolerable.
>>>
>>> Just a thought.
>>>
>>> Best, Tobias
>>>
>>>
>>>
>>>
>>> On 15/08/15 03:29, Jim Manico wrote:
>>>
>>> Well said Paul. I do not think a forced vote is necessary. I agree with
>>> your suggestion that we change the bylaws on this.
>>>
>>> --
>>> Jim Manico
>>> Global Board Member
>>> OWASP Foundation
>>> <https://www.owasp.org/>https://www.owasp.org
>>> Join me at AppSecUSA <http://appsecusa.org/> 2015!
>>>
>>> On Aug 14, 2015, at 5:34 AM, Paul Ritchie <paul.ritchie at owasp.org>
>>> wrote:
>>>
>>> Hi All:    I double checked the policy on the 75% Rule we just approved
>>> back in May of this year, and it does allow some flexibility.
>>>
>>> However, the wording does say "*Failure by a board member to meet the
>>> 75% attendance requirement after any tabulation will cause a mandatory vote
>>> of confidence....." *
>>>
>>> Personally, as we make other changes to bylaws, I would recommend we
>>> change this to* "...may cause a vote..."*    This will give the Board
>>> flexibility to have a off-line, profession talk with anyone missing a few
>>> board meetings 'first', before going to a vote.
>>>
>>> So, for now, we can add this to the Sept. board agenda under "house
>>> keeping", and simply "acknowledge the attendance gap, with a legitimate
>>> explanation".
>>>
>>> I think we all recognize and greatly appreciate the work Fabio is doing
>>> on behalf of OWASP, so a change to the wording of the bylaws may be the
>>> best path forward.
>>>
>>> Best Regards, Paul Ritchie
>>> OWASP Executive Director
>>> <paul.ritchie at owasp.org>paul.ritchie at owasp.org
>>>
>>>
>>> On Fri, Aug 14, 2015 at 8:05 AM, Josh Sokol < <josh.sokol at owasp.org>
>>> josh.sokol at owasp.org> wrote:
>>>
>>>> I will admit that the last meeting time was inconvenient for me as
>>>> well, but the the idea was to spread around the pain of meeting times.
>>>> Andrew and Jim have suffered through early and late meeting times as well.
>>>> It is not a big deal, and is almost expected, that you will miss a meeting
>>>> or two.  That is OK.  But I'm not sure you can say "It was at midnight" for
>>>> the February and March meetings that were missed as well and I think that
>>>> was Jim's point.  Right now, you are OK, as long as you make the remaining
>>>> meetings this year.  If you don't, then a vote COULD be taken to remove
>>>> you.  That said, considering you aren't running for re-election, I'm not
>>>> sure what the point would be in removing you so close to the end of your
>>>> term anyway.
>>>>
>>>> ~josh
>>>>
>>>> On Fri, Aug 14, 2015 at 5:04 AM, Jim Manico < <jim.manico at owasp.org>
>>>> jim.manico at owasp.org> wrote:
>>>>
>>>>> Fabio,
>>>>>
>>>>> I was in the process of updating the board attendance when I noticed
>>>>> this.
>>>>> <https://docs.google.com/spreadsheets/d/1wpaOCBP-qrnde0sLiglDMJOUCtse6oB-zf3ONCkWgZk/edit?pli=1#gid=6>
>>>>> https://docs.google.com/spreadsheets/d/1wpaOCBP-qrnde0sLiglDMJOUCtse6oB-zf3ONCkWgZk/edit?pli=1#gid=6
>>>>>
>>>>> I do not blame you for missing meetings at midnight. We might want to
>>>>> revisit this policy since the board is so global.
>>>>>
>>>>> --
>>>>> Jim Manico
>>>>> Global Board Member
>>>>> OWASP Foundationhttps://www.owasp.org
>>>>> Join me at AppSecUSA 2015!
>>>>>
>>>>>
>>>>>
>>>>> On 8/13/15 10:37 PM, Fabio Cerullo wrote:
>>>>>
>>>>> Jim,
>>>>>
>>>>> Thanks for checking my attendance to the Board meetings.
>>>>>
>>>>> The meeting this week was at midnight (Irish time) based on the
>>>>> schedule published:
>>>>>
>>>>> <https://www.owasp.org/index.php/Board#tab=Agenda_for_2015_Meetings>
>>>>> https://www.owasp.org/index.php/Board#tab=Agenda_for_2015_Meetings
>>>>>
>>>>> I’m afraid cannot attend during those hours so will appreciate if the
>>>>> times could be reviewed?
>>>>>
>>>>> Please don’t worry about the next one, I will be in San Francisco time
>>>>> zone (PST).
>>>>>
>>>>> Regards,
>>>>>
>>>>> Fabio Cerullo
>>>>> Global Board Member
>>>>> OWASP Foundation
>>>>> <https://www.owasp.org/>https://www.owasp.org
>>>>> Join me at AppSecUSA 2015 <https://2015.appsecusa.org/> in
>>>>> San Francisco!
>>>>>
>>>>> On 13 Aug 2015, at 22:30, Jim Manico < <jim.manico at owasp.org>
>>>>> jim.manico at owasp.org> wrote:
>>>>>
>>>>> Fabio,
>>>>>
>>>>> Your attendance to OWASP Board meetings in 2015 dropped to 62%
>>>>> yesterday which puts you under the required 75% per our bylaws.
>>>>>
>>>>> If you attend every other board meeting this year, you will be at
>>>>> exactly 75% attendance, your minimum required attendance.
>>>>>
>>>>> If you miss another meeting, you are NOT immediately removed from the
>>>>> board. It requires a vote.
>>>>>
>>>>> FYI,
>>>>>
>>>>> --
>>>>> Jim Manico
>>>>> Global Board Member
>>>>> OWASP Foundation
>>>>> <https://www.owasp.org/>https://www.owasp.org
>>>>> Join me at AppSecUSA 2015!
>>>>>
>>>>> _______________________________________________
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>>>>>
>>>>>
>>>>>
>>>>>
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>>>>>
>>>>
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>>
>> --
>> Jim Manico
>> Global Board Member
>> OWASP Foundationhttps://www.owasp.org
>> Join me at AppSecUSA 2015!
>>
>>
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