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2013 OSMF Articles of Association Update: Difference between revisions

Updated to reflect discussions in the board
(Updated to reflect discussions in the board)
 
Please provide your input either on the OSMF talk mailling list or use the discussion page on the [http://wiki.openstreetmap.org/wiki/1st_revision_of_the_OSMF_Articles_of_Association OSM wiki]
 
'''Overall update''': change the text to make it gender neutral.
 
(1)
* board members do have to be members of the company according to the companies act.
* the new text should include the right of board members and officers to inspect the membership records of all different kind of membership classes.
* on request the board will make a membership list available for inspection to members subject to conditions that ensure the privacy rights of the members are not violated
* open point: inspection of the member list by members (of all classes)
* the board can refuse membership in any class, this can be apealed to the AGM
 
(2)
Notes:
 
* resons for expulsion is behavious not compatible with the goals and values of the foundation
* appeal could be made to a commitee elected by a GM
* automatic expulsion is membership fee is overdue by more than a year
 
 
Note:
" clarification* the fees for memebra havemember has to be paid and received for the term in which the AGM/EGM is held in
* we currently do not have the membership fees synchronized with the financial year and do not specify this in the AoA, only the minimum membership term will be included in the AoAs
* <s>a grace period (after the end of the financial year) should be provided for late payment without loosing rights</s>
" clarification the fees for memebr have to paid for the term in which the AGM/EGM is held in
 
(4)
* Notices should go to all members registered e-mail addresses
* Notices will also be published on the website of the Foundation.
* Online voting should be permitted
* General Meetings is quorate if the lower of one tenth of the membership or twenty-five (25) members are in attendance.
* The Chairman chairs the meeting. If he/she is not present, someone else of the board will chair the meeting.
* <span style=" text-decoration: line-through;">At a General Meeting, at least half of the board members need to present.</span> Removed since it would allow the board to sabotage GMs at will
* Meetings can be held via video-conferencing.
* An EGM can be called by the board, or by a member request supported by at least 10% of the membership.
* Allow the board to invite guests to a GM
 
Further possible changes:
 
* <span style=" text-decoration: line-through;">Members can propose written resolutions where they have "support of x percentage of the members submitted y days before the meeting." where x=20% and y=1 month.</span>
 
Note: "in advance" for resolutions needs to be concretized (by counsel)
== Proposal ==
 
Create an appropriate membership class with higher membership fees and no/same voting rights.
 
Note: this is the only real controversial item, we need alternative text here that specifies no voting rights.
 
(8)
 
Note: will not be included in this update.
 
(9)
= Determination of membership fees =
 
== Issue ==
 
Currently the AoAs do not determine who sets the membership fees and does not state some practical details.
 
== Proposal ==
 
The board will propose a membership fee schedule at the AGM for acceptance by the GM.
 
Membership starts when fee is received, the membership fee due, is the sum that would have been required on the renewal date of the memberhip.
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