[Owasp-board] [Governance] Proposal to change our bylaws about board member rotation and term limits

Jim Manico jim.manico at owasp.org
Tue Oct 13 05:29:32 UTC 2015


Yup. But I see this as something non-critical. We can go through this 
process over email.

I think a better use of board meeting time is to reserve that time for 
discussions that we /*need*/ to discuss in person. This is not one of 
them, IMO.

Aloha,
Jim

On 10/13/15 6:59 AM, Tobias wrote:
> Hm. I could send out a motion on the board list for this proposal.
>
> But practically this time, I think it is more efficient and faster to 
> raise this motion at the board meeting tomorrow (Wednesday). First, we 
> can not simply move to voting on this without some discussion wait 
> time. So the board meeting will happen before that wait time expires 
> anyway. And if no discussion is needed for this change, this can 
> simply be voted within a minute. (And if there is discussion it should 
> be clarified or tabled for later discussion on the list and brought up 
> again at the following meeting.)
>
> Best regards, Tobias
>
>
>
> On 13/10/15 05:45, Jim Manico wrote:
>> I'd vote for it as well. Call the vote and let's do this.
>>
>> --
>> Jim Manico
>> Global Board Member
>> OWASP Foundation
>> https://www.owasp.org <https://www.owasp.org/>
>> Join me in Rome for AppSecEU 2016!
>>
>> On Oct 13, 2015, at 4:53 AM, Matt Konda <matt.konda at owasp.org 
>> <mailto:matt.konda at owasp.org>> wrote:
>>
>>> I support reducing maximum terms from 8 years to 6 years per the 
>>> language Tobias recommended.
>>>
>>> Personally, I would like to see this proposed and voted 
>>> electronically since we have 5/7 recorded as supportive in this thread.
>>>
>>> Matt
>>>
>>> On Fri, Oct 9, 2015 at 4:30 PM, Josh Sokol <josh.sokol at owasp.org 
>>> <mailto:josh.sokol at owasp.org>> wrote:
>>>
>>>     I generally like this proposal and am inclined to vote "yes" if
>>>     so motioned.
>>>
>>>     ~josh
>>>
>>>     On Fri, Oct 9, 2015 at 8:10 AM, Andrew van der Stock
>>>     <vanderaj at owasp.org <mailto:vanderaj at owasp.org>> wrote:
>>>
>>>         All boards need renewal and to ensure long term survival of
>>>         the organisation. With such a wide field of candidates last
>>>         year and this year, we do not have any problems in
>>>         recruiting new blood for the board, but that new blood may
>>>         be held back by folks who have been here a long while and
>>>         using their prior incumbency to gain a slot that might deny
>>>         new ideas for OWASP that we might otherwise miss out on.
>>>
>>>         I think three terms in 10 years is okay if towards the top
>>>         of my expectations. I am actually quite okay with the idea
>>>         of two terms in 10 years as we only have 7 Directors. The
>>>         maximum number of directors would 7 * 5 = 35 directors in
>>>         total, and realistically, most of us will go for a second
>>>         term and even a third term, which reduces it to 7 * 5 / 2 =
>>>         lets call it 18 directors in 10 years with two terms, and
>>>         possibly as low as 7 * 5 / 3 = 12 directors with everyone
>>>         maxing out their three terms. I am not sure a max of three
>>>         terms is healthy, as if everyone affected by this rule
>>>         tapers off at once, there will be a period every few years
>>>         with many new directors, and few experienced directors.
>>>
>>>         Willing to discuss further. If the majority agree on three
>>>         terms I am still very likely to vote yes, and of course, to
>>>         take effect once the 2015 elections have been finalised.
>>>
>>>         thanks
>>>         Andrew
>>>
>>>         On Fri, Oct 9, 2015 at 11:42 PM, Jim Manico
>>>         <jim.manico at owasp.org <mailto:jim.manico at owasp.org>> wrote:
>>>
>>>             I personally think this is a great idea and of course
>>>             should not effect current elections to be fair to Tom.
>>>
>>>             --
>>>             Jim Manico
>>>             Global Board Member
>>>             OWASP Foundation
>>>             https://www.owasp.org <https://www.owasp.org/>
>>>             Join me in Rome for AppSecEU 2016!
>>>
>>>             On Oct 9, 2015, at 1:57 PM, Tobias
>>>             <tobias.gondrom at owasp.org
>>>             <mailto:tobias.gondrom at owasp.org>> wrote:
>>>
>>>>             Hello dear community,
>>>>
>>>>             I like to raise a thought about term limits defined in
>>>>             our bylaws and how to encourage more board member
>>>>             rotation in the future, strengthening our governance
>>>>             and bringing new blood in the organisation.
>>>>
>>>>             Last month, I had a very interesting discussion with
>>>>             the chair and some board members of ISC2 and they are
>>>>             currently moving to a more restrictive way of term
>>>>             limits to encourage new board members and rotation to
>>>>             improve oversight.
>>>>
>>>>             Our current OWASP bylaws state in section 2.02
>>>>             "An individual is limited to 4 consecutive 2 year terms"
>>>>
>>>>             I like to put this in context of other organisations
>>>>             like ISC2 bylaws:
>>>>             In the past they had "No member may be elected to the
>>>>             Board more than twice in any seven year period. "
>>>>             (Their term is for 3years.). They noticed a problem
>>>>             with people staying on very long after a one year break
>>>>             and hindering renewal of the board. So they are now
>>>>             moving towards*"Service as a Director may not exceed
>>>>             six years in any ten year period"**. *
>>>>
>>>>             I had a longer conversation with several ISC2 directors
>>>>             and I think this is a good idea and move, to enhance
>>>>             governance, democratic processes and bring in new
>>>>             people with new ideas (and avoid that the same people
>>>>             continue to sit on the board for too long). As you know
>>>>             many democratic elected presidents have term limits.
>>>>             The US president being a good example.
>>>>
>>>>             I think we should consider to as well strengthen our
>>>>             bylaws in that regard and make ourselves more open and
>>>>             encouraging for new blood on the board.
>>>>
>>>>             *=> My proposal idea would be to adjust section 2.02 of
>>>>             our bylaws to state: **
>>>>             *"An individual is limited to 3 consecutive 2 year
>>>>             terms and serving as a Director may not exceed six
>>>>             years in any ten year period."
>>>>
>>>>             Please note: Naturally this change could not affect the
>>>>             currently ongoing board elections (as they are already
>>>>             in progress), so it would take effect only going
>>>>             forward for all new upcoming elections.
>>>>
>>>>             What are your thoughts on this?
>>>>
>>>>             Best regards, Tobias
>>>>
>>>>
>>>>
>>>>             Tobias Gondrom
>>>>             Chairman OWASP Global Board
>>>>             email: tobias.gondrom at owasp.org
>>>>             <mailto:tobias.gondrom at owasp.org>
>>>>             skype: tgondrom
>>>>             twitter: @tgondrom
>>>>
>>>>
>>>>             _______________________________________________
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>>>>             Governance at lists.owasp.org
>>>>             <mailto:Governance at lists.owasp.org>
>>>>             https://lists.owasp.org/mailman/listinfo/governance
>>>
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>>
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-- 
Jim Manico
Global Board Member
OWASP Foundation
https://www.owasp.org

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