Resolution 2003-01-06.wta.2: Charter for the bylaws committee

January 6th, 2003

This resolution was adopted by the Board of Directors of SPI at their meeting of January 7, 2003.

This resolution is superseded by 2023-04-06.jln.1.

Charter for the bylaws committee

A charter is hereby granted for the formation and operation of a committee within the guidelines and objectives stated herein. The committee shall operate in the best interest of SPI and is responsible to the board of directors and membership of the organisation.

Preamble

The current by-laws of Software in the Public Interest need to be updated to reflect the current status of the organisation. Since the current by-laws were written SPI has grown, gained an active membership and accepted resolutions that require a revision of the current by-laws.

Purpose of the Committee

It is the responsibility of this committee to propose changes to the existing by-laws to the SPI board of directors and its membership. These changes will be reviewed and voted upon in accordance with article twelve of the current by-laws.

In particular, the Committee is directed to consider:

  1. The changes needed to make SPI a membership-controlled, rather than Board-controlled organisation, including:

    • Election of the Board by the Membership
    • Recall of (members of) the Board

  2. Specific authorisation for the Board (and other similar bodies established by the bylaws or otherwise) to regulate their conduct, including to give explicitly the power to determine other methods of passing resolutions than by meeting.

  3. Review and clarification of the guidelines for granting contributing membership.

  4. Other clarifications and improvements that may be helpful.

Operating guidelines

This committee shall operate openly in view of the public. The committee itself shall determine reasonable procedures for transacting its business, both for its operations and decisionmaking. The board reserves the right to veto or modify those procedures.

Membership and organisation

The committee will consist of five (5) members selected by the board of directors, all of whom have to be contributing members of SPI. It will present its proposals in time for the next general meeting in July. After completing its intended purpose the committee will be dissolved.