In my experience on the LITA board (which Code4lib most emphatically is
not), there are sometimes discussions where all the substantive issues have
been put on the table but we have not managed to make a decision, and
eventually I realized that is because unstructured discussion is not a
mechanism for making decisions. In the LITA context, the remedy for
indecisiveness is to *call the question* - to put a motion on the table and
make a vote happen, because votes, unlike discussions, are decisions.

I believe this discussion has already put the substantive issues on the
table, and Code4lib is failing to reach a decision - the same decision it
failed to reach last year - because it lacks a mechanism for calling the
question; discussion thus eventually peters out without a mechanism for
closure. Do-ocracy has been, and I hope and expect will continue to be, a
fantastic means for Code4lib to produce deliverables - conferences,
journals, discussion spaces, codes of conduct - but those are all
situations where self-nominating do-o-crats speak for the *project*, for
the deliverable, and not for the governance of the community as a whole. I
don't think any one of us, or even defined group of us, has the legitimacy
to speak for us all in that way.

So we are...not making decisions about governance because we lack a
governance structure with which to make decisions?

That said, I have seen an actual decision-making mechanism proposed in this
discussion: fire up the diebold-o-tron and vote on incorporation/do
nothing/fiscal sponsorship (with a second vote, if needed, to choose among
sponsors). This seems like a very *Code4lib* way of doing things. Assuming
we reached some quorum (to put a number on the table, say "70% times the
number of posters to the list in the last year"), is there anyone here who
would not find the outcome of that decision to be legitimate?

On Mon, Jul 24, 2017 at 6:36 PM, Kim, Bohyun <[log in to unmask]>
wrote:

> Jonathan is right, Cary. I am on this year's LPC for the next year's C4L
> conference at DC, and we are already working with DLF as a fiscal sponsor.
> No legal entity status was required.
>
> Bohyun<http://www.hshsl.umaryland.edu/>
>
>
> ________________________________
> From: Code for Libraries <[log in to unmask]> on behalf of Jonathan
> Rochkind <[log in to unmask]>
> Sent: Monday, July 24, 2017 6:18 PM
> To: [log in to unmask]
> Subject: Re: [CODE4LIB] Governance for Code4Lib (was: What's so bad about
> bylaws?)
>
> > The bottom line is that we need some sort of entity if we want enter into
> an agreement with a fiscal agent or sponsor. Otherwise, there is no "we” to
> enter into said agreement.
>
> I've said this before and I'll keep saying it, this is not true that you
> need a legal entity to have your project fiscally sponsored by a fiscal
> sponsor. I know of many projects (not library related, generally
> 'charitable') which become fiscally sponsored without having any legal
> incorporation or other legal entity. The project is legally a project of
> the fiscal sponsor.
>
> It is very common. It is a common way for "charitable" projects to start
> out, without legally incorporating at all, perhaps to legally incorporate
> and separate from the fiscal sponsor at a later date.
>
> If the people we are talking to for fiscal sponsorship are fine with this,
> it is a common thing.
>
> Jonathan
>
> On Mon, Jul 24, 2017 at 6:04 PM, Cary Gordon <[log in to unmask]> wrote:
>
> > This is what the FCIG has been working on.
> >
> > The bottom line is that we need some sort of entity if we want enter into
> > an agreement with a fiscal agent or sponsor. Otherwise, there is no "we”
> to
> > enter into said agreement.
> >
> > Cary
> >
> > > On Jul 24, 2017, at 1:03 PM, EDWIN VINCENT SPERR <[log in to unmask]>
> wrote:
> > >
> > > Again, it is great that things have worked out so well for so long. And
> > there is nothing about the process of formalization that requires (or is
> > even intended to bring about) the sidelining of the folks who have worked
> > so hard to make the Conferences, the Journal and everything else such a
> > success.
> > >
> > >
> > > However, there are over 3300 folks currently subscribed to the list (it
> > is by far the largest list that CLIR hosts), and I'm not sure about
> > Conference attendance, but the FCIG report tells us that "Recent total
> > budgets for the annual Code4Lib conference have exceeded $250,000" [
> > https://wiki.code4lib.org/FCIG_Report#Description_of_Current_Practice <
> > https://wiki.code4lib.org/FCIG_Report#Description_of_Current_Practice>].
> > Frankly, if there has *ever* been a time when we could somehow ascertain
> > the consensus of the entire community about "what it wants" in an
> informal
> > way, I would argue that it passed a while ago.
> > >
> > >
> > > There is no need for governance to imply a top-down centralization
> > (though formally electing Roy Tennant as God-Emperor and being done with
> it
> > is certainly an option open to us). Instead, it can be structured in many
> > ways as a formalization of existing practice. There is no absolutely no
> > reason that our existing Trustees can't be elected as officers. And when
> > they want to set their burden down for a bit, the Community can elect new
> > ones. Making this process explicit may be more trouble in some ways, but
> > it's also considerably more democratic.
> > >
> > >
> > > Not least, this is a discussion that will likely be forced upon us if
> we
> > try to proceed with partnering with a fiscal sponsor for future meetings.
> > Instead of just randomly copying some bylaws from somewhere, let's start
> > thinking about how to intentionally adopt a form of governance that
> > preserves the things that we currently like.
> > >
> > >
> > > Edwin Sperr
> > >
> > > Clinical Information Librarian
> > >
> > > AU / UGA Medical Partnership
> > > [log in to unmask] <mailto:[log in to unmask]> | [log in to unmask]
> > <mailto:[log in to unmask]>
> > >
> > > ________________________________
> > > From: Code for Libraries <[log in to unmask] <mailto:
> > [log in to unmask]>> on behalf of Eric Hellman <[log in to unmask]
> > <mailto:[log in to unmask]>>
> > > Sent: Monday, July 24, 2017 12:08:31 PM
> > > To: [log in to unmask] <mailto:[log in to unmask]>
> > > Subject: Re: [CODE4LIB] Governance for Code4Lib (was: What's so bad
> > about bylaws?)
> > >
> > > I've been pondering about this a fair amount.
> > >
> > > I don't think Code4Lib is an "amorphous entity with no systematic way
> of
> > arriving at a decision or definable point of contact". Rather, it is a
> > decentralized community with long-established norms and consensus-based
> > procedures for discerning the will of the community.
> > >
> > > The community has been able to accomplish a great deal using volunteers
> > and, for the lack of a better word, trustees. The trustees have been
> > largely self-appointed or have responded to community requests. These
> > trustees manage assets and capabilities for the benefit of the community.
> > The asset that has put the largest burden on the part of the trustee has
> > been the annual conference and the corresponding fiscal liabilities.
> > Because of the burden of this trusteeship, it has been handed off from
> > trustee to trustee.
> > >
> > > I think it would help if we reframed the discussion away from
> > "formalizing governance of Code4Lib" to "improving the fiscal continuity
> of
> > a trustee for one (or more) of the Code4Lib community
> assets/liabilities",
> > which I think the fiscal continuity group has advanced considerably.
> > >
> > > There has been some good work done in developing and documenting the
> > norms and procedures in our community. For example:
> > >
> > > https://code4lib.org/about <https://code4lib.org/about>
> > > About | code4lib<https://code4lib.org/about <
> https://code4lib.org/about
> > >>
> > > code4lib.org <http://code4lib.org/>
> > > code4lib isn't entirely about code or libraries. It is a
> > volunteer-driven collective of hackers, designers, architects, curators,
> > catalogers, artists and instigators ...
> > >
> > > About | code4lib<https://code4lib.org/about <
> https://code4lib.org/about
> > >>
> > > code4lib.org <http://code4lib.org/>
> > > code4lib isn't entirely about code or libraries. It is a
> > volunteer-driven collective of hackers, designers, architects, curators,
> > catalogers, artists and instigators ...
> > >
> > >
> > > https://wiki.code4lib.org/How_to_hack_code4lib <
> > https://wiki.code4lib.org/How_to_hack_code4lib> <
> > https://wiki.code4lib.org/How_to_hack_code4lib <
> https://wiki.code4lib.org/
> > How_to_hack_code4lib>>
> > > How to hack code4lib - Code4Lib<https://wiki.code4lib.org/How_to_hack_
> > code4lib <https://wiki.code4lib.org/How_to_hack_code4lib>>
> > > wiki.code4lib.org <http://wiki.code4lib.org/>
> > > Hop into the #code4lib IRC channel and listen for a while. The
> > conference back channel on IRC is the most invaluable tool available to
> > help you quickly get the feel ...
> > >
> > > How to hack code4lib - Code4Lib<https://wiki.code4lib.org/How_to_hack_
> > code4lib <https://wiki.code4lib.org/How_to_hack_code4lib>>
> > > wiki.code4lib.org <http://wiki.code4lib.org/>
> > > Hop into the #code4lib IRC channel and listen for a while. The
> > conference back channel on IRC is the most invaluable tool available to
> > help you quickly get the feel ...
> > >
> > >
> > > https://docs.google.com/document/d/1m-9VtL7L_fUxl2hTF_
> > YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.99orczg96qj5 <
> > https://docs.google.com/document/d/1m-9VtL7L_fUxl2hTF_
> > YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.99orczg96qj5> <
> > https://docs.google.com/document/d/1m-9VtL7L_fUxl2hTF_
> > YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.99orczg96qj5 <
> > https://docs.google.com/document/d/1m-9VtL7L_fUxl2hTF_
> > YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.99orczg96qj5>>
> > > [https://lh6.googleusercontent.com/QNBNsGIckkoGTAfhTZn3mAJGHTD-
> > 1AGkFTMViVGoNiYuMAADkx94tfyT-JrQgOI0y2-ilg=w1200-h630-p <https://lh6.
> > googleusercontent.com/QNBNsGIckkoGTAfhTZn3mAJGHTD-
> > 1AGkFTMViVGoNiYuMAADkx94tfyT-JrQgOI0y2-ilg=w1200-h630-p>]<h
> > ttps://docs.google.com/document/d/1m-9VtL7L_fUxl2hTF_
> > YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.99orczg96qj5 <
> > https://docs.google.com/document/d/1m-9VtL7L_fUxl2hTF_
> > YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.99orczg96qj5>>
> > >
> > > Code4Lib indoctrination<https://docs.google.com/document/d/1m-
> > 9VtL7L_fUxl2hTF_YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.
> > 99orczg96qj5 <https://docs.google.com/document/d/1m-9VtL7L_fUxl2hTF_
> > YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.99orczg96qj5>>
> > > docs.google.com <http://docs.google.com/>
> > > How do we make code4lib a more inclusive place for newcomers? or, how
> do
> > we quickly indoctrinate newbies to our values and ways of doing things?
> If
> > any, what made you feel like an “outsider” at the Code4Lib community
> (IRC,
> > Listserv, etc)? Inside jokes in IRC or listserv suggestions? Maybe we
> s...
> > >
> > > [https://lh6.googleusercontent.com/QNBNsGIckkoGTAfhTZn3mAJGHTD-
> > 1AGkFTMViVGoNiYuMAADkx94tfyT-JrQgOI0y2-ilg=w1200-h630-p <https://lh6.
> > googleusercontent.com/QNBNsGIckkoGTAfhTZn3mAJGHTD-
> > 1AGkFTMViVGoNiYuMAADkx94tfyT-JrQgOI0y2-ilg=w1200-h630-p>]<h
> > ttps://docs.google.com/document/d/1m-9VtL7L_fUxl2hTF_
> > YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.99orczg96qj5 <
> > https://docs.google.com/document/d/1m-9VtL7L_fUxl2hTF_
> > YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.99orczg96qj5>>
> > >
> > > Code4Lib indoctrination<https://docs.google.com/document/d/1m-
> > 9VtL7L_fUxl2hTF_YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.
> > 99orczg96qj5 <https://docs.google.com/document/d/1m-9VtL7L_fUxl2hTF_
> > YZSdFRfucaLtmHvLSzom6XPVM/edit?pli=1#heading=h.99orczg96qj5>>
> > > docs.google.com <http://docs.google.com/>
> > > How do we make code4lib a more inclusive place for newcomers? or, how
> do
> > we quickly indoctrinate newbies to our values and ways of doing things?
> If
> > any, what made you feel like an “outsider” at the Code4Lib community
> (IRC,
> > Listserv, etc)? Inside jokes in IRC or listserv suggestions? Maybe we
> s...
> > >
> > >
> > > https://github.com/code4lib/antiharassment-policy/blob/
> > master/code_of_conduct.md <https://github.com/code4lib/
> > antiharassment-policy/blob/master/code_of_conduct.md><htt
> > ps://github.com/code4lib/antiharassment-policy/blob/
> > master/code_of_conduct.md <https://github.com/code4lib/
> > antiharassment-policy/blob/master/code_of_conduct.md>>
> > > [https://avatars2.githubusercontent.com/u/1158447?v=3&s=400 <
> > https://avatars2.githubusercontent.com/u/1158447?v=3&s=400>]<https://
> > github.com/code4lib/antiharassment-policy/blob/master/code_of_conduct.md
> <
> > https://github.com/code4lib/antiharassment-policy/blob/
> > master/code_of_conduct.md>>
> > >
> > > antiharassment-policy/code_of_conduct.md at master ...<
> > https://github.com/code4lib/antiharassment-policy/blob/master/code_of_
> > conduct.md <https://github.com/code4lib/antiharassment-policy/blob/
> > master/code_of_conduct.md>>
> > > github.com <http://github.com/>
> > > antiharassment-policy - Code4lib anti-harassment policy drafting space
> > >
> > > [https://avatars2.githubusercontent.com/u/1158447?v=3&s=400 <
> > https://avatars2.githubusercontent.com/u/1158447?v=3&s=400>]<https://
> > github.com/code4lib/antiharassment-policy/blob/master/code_of_conduct.md
> <
> > https://github.com/code4lib/antiharassment-policy/blob/
> > master/code_of_conduct.md>>
> > >
> > > antiharassment-policy/code_of_conduct.md at master ...<
> > https://github.com/code4lib/antiharassment-policy/blob/master/code_of_
> > conduct.md <https://github.com/code4lib/antiharassment-policy/blob/
> > master/code_of_conduct.md>>
> > > github.com <http://github.com/>
> > > antiharassment-policy - Code4lib anti-harassment policy drafting space
> > >
> > >
> > >
> > > It may be useful to further document Code4lib's consensus-based
> > procedures and policies for the benefit of legal entities that need to
> work
> > with us, but a formal governance structure for the community (as opposed
> to
> > that of an asset trustee) is something that I don't think the community
> > needs or wants.
> > >
> > > Also, I think the notion that we're indebted to "dumb luck" forgets
> that
> > "luck" is created by a lot of hard work.
> > >
> > > Eric
> > >
> > >
> > >> On Jul 24, 2017, at 11:01 AM, EDWIN VINCENT SPERR <[log in to unmask]>
> > wrote:
> > >>
> > >> It is true that the Community has held 12 annual conferences without
> > formalization. And yes, it is likely *possible* to continue with the
> > current model of every conference being essentially a separate entity,
> and
> > support from the larger community being on an ad-hoc basis. But the
> reason
> > we are having this discussion is that this is not a particularly good
> > option -- it depends not only on good will, but (as Coral has noted) dumb
> > luck as well. It also means more stress and effort on the part of each
> > year's organizers than necessary.
> > >>
> > >> However, if we *do* form a relationship with another entity (or
> > self-incorporate), some person or persons will sign an agreement that
> binds
> > us, however you define "us", to a course of action that will likely span
> > several conferences. This is indeed a significantly different type of
> > decision than has come before, and it requires a different way of doing
> > business. Everybody has had a bad experience or two with bureaucracy, but
> > the current approach of trying to maintain Code4Lib as an amorphous
> entity
> > with no systematic way of arriving at a decision or definable point of
> > contact has real and tangible drawbacks.
> > >>
> > >> So, in the spirit of the current way of doing things, I propose the
> > formation of an ad-hoc, self-nominated committee (perhaps the last of its
> > kind) to investigate a formal governance structure for Code4Lib and then
> > assist the Community with its implementation.
> > >>
> > >> If you're interested in joining me, please contact me off-list:
> > [log in to unmask]
> > >>
> > >>
> > >>
> > >>> Date:    Fri, 21 Jul 2017 16:35:13 -0400
> > >>> From:    Adam Constabaris <[log in to unmask]>
> > >>> Subject: Re: What's so bad about bylaws?
> > >>
> > >>> It's an interesting question, but code4lib -- whatever exactly that
> is
> > --
> > >>> has managed to make all sorts of decisions, about where to hold
> > >>> conferences, keynote speakers, etc. for over a decade without
> > formalizing.
> > >>
> > >>> I am unclear on the exact details, but there is some carryover of
> > >>> conference funds from year to year and if I had to guess -- and this
> > is a
> > >>> guess -- it relies on the good will of the previous year's fiscal
> > sponsor(s)
> > >>> transferring the funds to the upcoming year's fiscal sponsor(s).
> > However
> > >>> exactly that process works, it's happened multiple times at the
> > direction
> > >>> of the community; each time, though, different parties are involved.
> > >>
> > >>> The F*C*IG is attempting to address (among other things) the
> > tenuousness of
> > >>> that arrangement, and they've identified a number of proposals that
> > appear
> > >>> to yield enough formal organization to ensure continuity.   The
> > >>> decision doesn't strike me as more momentous or different in kind
> from
> > the ones code4lib has
> > >>> made in the past, and shouldn't require any new mechanisms.
> > >>
> > >> Ed Sperr
> > >> Clinical Information Librarian
> > >> AU/UGA Medical Partnership
> > >> Athens, GA
> > >> [log in to unmask] | [log in to unmask]
> >
>



-- 
Andromeda Yelton
Senior Software Engineer, MIT Libraries: https://libraries.mit.edu/
President, Library & Information Technology Association: http://www.lita.org
http://andromedayelton.com
@ThatAndromeda <http://twitter.com/ThatAndromeda>