[HCoop-Discuss] Bylaws revision - increasing size of board, etc.

[Nathan Kennedy]

> On Sat, 2007-12-29 at 14:02 -0500, Nathan Kennedy wrote:
> <SNIP>
>> As for S Taylor's concerns, of course others may also be qualified.
>> That's why the main purpose here is to increase the size of the board to
>> allow more people to be involved and each member to have a
>> proportionately
>> smaller role and power in the reconstituted board.
>
> I don't agree that running for the board should be a member's only
> recourse to influence the co-op. On the whole, I think things have been
> well-run, but I have seen a trend towards oligarchy here.

How is there a trend towards oligarchy when there has constantly been a
call for increasing involvement, volunteerism, and discussion?  Also the
move to increase the size of the board, which I have been pushing for
quite some time, seems directly contrary to oligarchy to me.  Our original
number of three directors was at a time when it seemed that this was about
as many people as we could count on to be available.  I see five as a
stepping stone, not as an end-point.  I don't think groups of more than
about 20 can function effectively as boards (although many more may be
involved in management or other committees), but in the future I certainly
think that having 12 or so members would be in order.

> The plan appears to be to grow Hcoop as much as possible,

I don't think it is "as much as possible." I do think that HCoop has a lot
to gain from managed growth.  Economies of scale provide great benefits. 
There are risks to growth, but right now we are still very small and I
believe the benefits to be realized are much greater.

Plus there is the fact that the first principle of cooperatives is "OPEN
and voluntary membership." If we become a closed clique to which none need
apply, then we are hardly open. So far all of our growth has been with a
zero marketing budget and no organized membership drives.  And for what
seems to me without checking to be about half of our existence as a
corporation, we have been turning away prospective members because our
membership rolls were "frozen."

> have paid
> staff

This is absolutely not an independent "goal" for me.  As a nonprofit,
democratic consumer cooperative, I see the goal as providing the best
service at the best value to our membership, while being mindful to our
unique hosting values (free software, maximum user control and
flexibility, etc.).  Paid staff seems necessary to attain a service level
that we can't currently provide, and to maintain any acceptable service
level if our operations are significantly larger than they are now.

I don't paid staff as necessary to provide the current level of service
(which has risk of significant downtime in the event of an untimely large
failure).  I think right now we need to concentrate on finishing up
migration and entering a period of quiescence whereby we work out the
kinks at our existing setup.  In my estimation we should stay put with our
Peer1 quarter cabinet for at least 18 more months or so, although I can't
pin any exact timeframe.  During this time we can refine our hardware and
software without drastic interventions and gradually grow our membership
to greater utilize the hardware and proportionately reduce costs for each
member.

We certainly shouldn't have any new migration plans or hiring until we are
secure (financially and otherwise), larger, and have a detailed plan
written to accomplish it with less pain and expense.  Which will likely
require paid help but we'll cross that bridge in the future.

> and retain a single level of membership under 'representative'
> democracy. This centralized control is a change after all the early talk
> of consensus.

I'm not sure what you mean by "single level of membership." And I'm having
trouble identifying your particular concerns.  Would you not agree that
most people here are interested in being part of a cooperative hosting
environment but do not want to be required to take part in every technical
decision? Do you think that such members are somehow less important or
should use standard commercial hosting?

I don't think that we are moving towards centralized control as opposed to
consensus, but that we are enabling a system whereby every member has an
opportunity to have input in the process without derailing the process. 
Board members do have the ultimate authority, but they are elected
directly by the membership, and all technical minutiae still gets
discussed openly.

Since you are worried about disturbing trends, perhaps you remember our
preincorporation days.  Adam was our one-man board and owner, ad-hoc votes
were occasionally called although there was no procedure or legal basis
for them, and Adam mostly went by them but he sometimes acted
unilaterally.  I'm not sure you are being accurate that there has been a
trend away from consensus and towards oligarchy.  Perhaps you simply mean
that we are no longer a little clique of 20 geeks and are now a small
cooperative of 115 members.

>> But relegating the
>> board's routine operations to be subordinated to minority membership
>> involvement can often subvert the will of the majority and derail
>> operations.
>
> What's to stop the will of the majority from being subverted by elected
> representatives and their appointees?

See below.

>> There are plenty of safety mechanisms in place for unpopular
>> board actions that ignore the mandate, including the mailing lists and
>> the
>> threat of removal, bylaws amendment, and future elections.
>>
>> -ntk
>
> I don't know if these safety mechanisms are enough. It's a long time
> between elections.

I am really not sure you understand our bylaws.  Before you seemed under
the impression that our bylaws allowed directors carte blanche to suspend
the elections and impose martial law.  Now you seem to think that removal
and bylaws elections can only happen once a year, which I don't think is
that long anyway, and is not the case.  Elections happen once a year,
bylaws amendments and removal of directors can happen at any time at all,
initiated by any member at all.  You can call for a vote to remove all of
the board and have a new election, or to rewrite the bylaws from scratch,
right now if you are so inclined.  There's nothing holy about my proposed
revisions.

Hope this helps,
-ntk