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Sounds like a start! Don't have a copy of Robert's handy, but I think there are more-or-less established procedures for bootstrapping governance structures to get one started. Once initial bylaws are in place, you have a formal process for getting input for further iterations. One point of order -- if we're going to call a vote on an important issue, it's vital that all stakeholders know what's going on. So, a separate message (with a suitably "officialish" subject line) to the list announcing the vote? Is there any need to send a separate message to recent conference attendees, or is it a safe assumption that they are all subscribed to the list? Ed Sperr Clinical Information Librarian AU/UGA Medical Partnership Athens, GA [log in to unmask] | [log in to unmask] -----Original Message----- From: Code for Libraries [mailto:[log in to unmask]] On Behalf Of Andromeda Yelton Sent: Monday, July 24, 2017 9:32 PM To: [log in to unmask] Subject: Re: [CODE4LIB] Governance for Code4Lib (was: What's so bad about bylaws?) 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_conduc > > t.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_o > > f_ 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_conduc > > t.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_o > > f_ 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>