[Owasp-board] Call for Vote: Bylaw Change to Section 3.03 Regular Meetings

Josh Sokol josh.sokol at owasp.org
Fri May 1 15:22:47 UTC 2015


Since we didn't have time to cover this during the meeting, I would like to
call for a formal vote offline for Bil's proposed Bylaw change.  I formally
motion that we approve Bil's proposal as written:

*PROPOSED*



*SECTION 3.03 Regular Meetings.* The Board of Directors shall have regular
meetings as needed.  A link to the board meeting agenda’s and the
historical minutes is here:
https://www.owasp.org/index.php/OWASP_Board_Meetings.  Meetings shall be at
such dates, times, and places as the Board shall determine in December of
the preceding year and as amended by the Board. In no event will there be
less than one meeting per quarter.  These meetings will be open to public
attendance, however, certain portions of the meeting may be closed to board
members  and their delegates when required for legal reasons, or to shield
liability, or to handle personnel issues, or similar.  Attendance in person
or virtually by board members is required at no less than 75% of the total
meetings each year and shall be highly encouraged to meet in person at
least once annually at a date to be announced and agreed upon.  Attendance
is tabulated after every scheduled meeting for the purpose of determining
if the 75% attendance requirement has been met, and the tabulation is based
upon the entire calendar year.  Cancelled meetings are considered attended
for the purposes of the tabulation.  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.  Vacancies on the
board are handled as per Section 3.10.





2 OWASP Board of Directors will hold quarterly board meetings lasting 4­6
hours each. The schedule of meetings will be set by the board in December
before the year. It is likely the the board meetings will take place on
Saturdays or on a dedicated day before a large OWASP conference. This
change is a result of the success of the longer format board meeting and
also a result of the Executive Director role that has enabled full time
involvement and focus on OWASP operations. Board members must attend (in
person or virtually) 3 of the 4 meetings to fulfill the attendance
requirements. This will take effect in January, 2014. Changes passed August
19, 2013.

3 “and shall be highly encouraged to meet in person at least once annually
at a date to be announced and agreed upon” amendment to document passed
June 10, 2013.

Do I have a second?

~josh
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