FW: [OpenAFS] Foundation Board - Grandfather In The Elders?

[Russ Allbery]

"David Boyes" <dboyes@sinenomine.net> writes:

> My 2 cents worth: Boards containing more than 4 or 5 slots rapidly
> become unwieldy and hard to actually execute anything, so proposal C is
> probably difficult to actually manage in reality. If option B is chosen,
> it will be important to have limits on consecutive time in office, both
> from professional development and new blood development POVs.

I am opposed to the idea of term limits for Board of Director members.  I
don't think it's a good idea to arbitrarily eject your most experienced
contributors because they *might* burn out instead of letting them manage
their own burnout.

I also don't buy the training argument for doing this.  In a non-profit
foundation, there shouldn't be a lot of domain-specific information that
isn't publicly available and that would require terms on a board in order
to learn.  Particularly given that, in my view, the Board is not, in a
fundamental way, about AFS as a technical product; rather, it's about the
finances and management of the Foundation as a legal entity.

> Membership in either can be by written nomination, with two written
> seconds. Balloting by email, cryptographically signed with PGP key or
> similar. Current chair of foundation responsible for establishing a
> method to perform voting and designating a group to conduct same. If
> evidence found of attempts to do vote packing or other attempts to
> subvert vote, the candidate would be ineligible for a minimum of 3 terms
> for the position attempted.

I am opposed to an elected Board of Directors.  I think that risks failure
of the organization before we even start by wasting substantial amounts of
time on supposedly democratic processes when we don't have access to a
representative electorate for the community that the Foundation serves.
The only people to whom we have access who will vote in an election are
exactly the people on which the current development structure is focused.
The point of the Foundation is to provide a mechanism for people *not*
represented in that community a way of pooling their resources to help
OpenAFS.  All an elected Board does, in my view, is open us to various
attacks on the organization or unintentional skewing of the perspective of
the Board towards the people who have the interest and time to be active
in the pre-voting discussions.

The purpose of the Board is to represent the user community and public at
large, who aren't going to vote, and ensure that the organization meets
its legal requirements.  I believe the appropriate place for elections is
the TAC, which should represent the developer community.  The developer
community are the people who participate in these discussions and who will
vote, so we have a correspondance between the voting base, their
expertise, and the role of the people being elected that doesn't exist for
the Board.

I've been involved in a few different volunteer governance processes over
the years and have had a lot of experience with Internet voting sytsems
and the problems of selecting an electorate.  I think that people may be
drastically underestimating the amount of time and effort that goes into
periodic elections and drastically overestimating the benefits.

The point of the Foundation is to serve as a nexus for organization
financial contributions and dealing with them in a responsible manner.
The Foundation is not OpenAFS the software.  The Foundation cannot succeed
unless OpenAFS succeeds, but it can and should be able to fail
independently and allow OpenAFS to continue even if the Foundation doesn't
work.  I think people are over-solving problems of checks and balances.
If the Board is not an effective steward of donations, people won't give
money to it, and the Foundation will fail.  OpenAFS will still continue.
If there are additional measures that we should put in place to ensure
that OpenAFS continues to survive even if the Foundation doesn't work, I'm
all in favor of expending effort on that; I think that effort would be far
more worthwhile and useful than spending time and effort on elections for
the legal Board of Directors.

-- 
Russ Allbery (rra@stanford.edu)             <http://www.eyrie.org/~eagle/>