User:TerryE/Draft Constitution2

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Charter of the Site Management Group

Scope of this charter and interpretation

This charter relates to the affairs of the group ( "the group" ) having charge of the website (or any successor to that site) ("the site") and its sub-domains.

The paramount purpose of the site is to provide information and support relevant to the use of the software produced by the owner of (or any successor to that website).

The group may adopt any other purpose which in its judgement supports the paramount purpose of the site or the performance of the group's functions.

Members of the group are referred to in this charter as volunteers.

All times and periods shall be measured according to Greenwich Mean Time.

The charter shall be deemed to be enabling and not to impose liability.

Particular provisions are for the sake of clarification or extension and not intended to reduce the fullness of the group's power and authority.

Any notice relating to the site may be given to a person by email.


This charter was submitted to a vote of founding members of the site and the group in September 2007. [editing note: who votes this in?]

Membership of the group

Anyone registered with the site may join the group.

Functions of the group

The primary purpose of the group is to govern the site. The group may

  • govern, regulate and supervise membership, content, management and administration of the site
  • administer its own affairs as fully as those of the site
  • appoint officers ( "officers" ) to perform any functions
  • enlist any assistance it sees fit
  • delegate any power or function
  • conduct polls
  • amend or replace this charter.

Volunteers may hold discussions using any vehicle or vehicles they choose.

Initial structure

The founding volunteers intend to appoint the following officers and adhere to the provisions outlined in this and subsequent clauses until deciding otherwise.

The group intends to appoint:

  • Three executives who shall together comprise the board empowered to exercise the group's powers ("the board")
  • An ombudsman.

Officers other than executives or ombudsman may be appointed by the board.

Only volunteers may be appointed as officers of the site but temporary authority may be given to any person to perform a function deemed to be for the benefit of the site.

Volunteers may hold more than one office except that any person may not hold at the same time office of ombudsman and that of an executive.

A vacancy in any office will not invalidate other appointments or any action.

Officers may hold office until resigning, removed or replaced.

The tenure of any officer or officers and of all officers may be reviewed at any time.

The Board

The board may exercise all and any powers of the group.

The board may conduct its affairs as it sees fit.

The board may elect one of its members as Governor and confer special authority on the Governor.

Any decision or action of the board or any executive (including the Governor) may be overridden by a decision of the group.

No appointment or other decision by the board or an executive shall be valid until lodged in a record which is on the site and accessible by any ombudsman.

Decisions on access to records of decisions of the board by persons other than ombudsmen shall be made by the board. [User:TerryE see discussion on this point]


An executive may exercise any power of the board but no exercise will be effective until notice has been given to an ombudsman and the other executives and then only for 4 days unless ratified by the board during that time.

The board may overrule any such exercise.

These provisions relating to executives do not apply to the exercise by the Governor of any special authority conferred on him by the board.

[I think the naming of duties will vastly uncomplicate things, even with the above provisions]

The Board shall consist of the following 3 Executives

  1. President of the Group
    1. Shall be the official spokesperson for the organization on issues related to the porpose of the group,
    2. Shall publicly adhere to and abide by the statement of purpose of the organization.
  2. The Director of IT
    1. Shall be the manager of all IT initiatives and projects of the group,
    2. Shall publicly adhere to and abide by the statement of purpose of the organization.
  3. Director of Publicity.
    1. Shall coordinate and facilitate the publicity of all events and meetings of the organization,
    2. Shall abide by all local regulations when promoting the organization or its views,
    3. Shall publicly adhere to and abide by the statement of purpose of the organization.

Alternates: The first three are required for setting up the forum, which is the current burning goal. The next 2 are important for the future growth of the project.

  1. Director of Funding (since we are hoping to be able to provide more than just the forum).
  2. Director of Content (since content is king, a named editor for content and "look & feel" might be very useful).


The elected ombudsman has authority to request additional volunteers for the Ombudsman's Office, with approval of the board.

An ombudsman may investigate any matter pertaining to the governance of the site.

An ombudsman may make a report about any matter or matters to the group, to an executive, a volunteer, one or more members of the site, or any combination thereof.

An ombudsman may act as mediator in disputes between any members.


Polls of volunteers may be called by

  • the board
  • an executive
  • an ombudsman
  • anyone else given authority by the board or the group
  • any two volunteers acting jointly.

A vote may be cast by email from a volunteer to an address provided for that purpose.

The results of polls shall be determined by simple majority of the votes actually cast without any requirement for a quorum and shall be binding on the group until amended or revoked by a subsequent poll.

An ombudsman may suspend the effect of a poll once only for up to 14 days so that a further poll may be held.

The effect of a poll confirming a previous poll may not be suspended.

Annual Review

Notwithstanding other polls which may be conducted, the group will hold a review each calendar year.

The site officers will use their best endeavours to conduct and complete the review after August and before November in each calendar year [editing note: this period has been chosen so as not to conflict with major holiday periods].

Any volunteer may place any matter on the agenda for the review at any time by email to an address provided for that purpose but consideration of any matter may be deferred until after the review if notice from the volunteer is received after August in that year.

Any officer authorised by the board may produce an agenda and send it to volunteers.

If no agenda has been sent by midnight on August 15th any officer may produce and send the agenda and may be provided with email addresses and other information for that purpose.

Polls relating to matters on the agenda may be conducted at any time six weeks after the agenda has been sent to volunteers.

[ The first draft is at this page. ]

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