Removal

[jlivingood]

On 5/15/18, 9:41 PM, "Martin Thomson" martin.thomson@gmail.com wrote:

Just to be clear, can you state what 2/3 of 7 persons is in whole persons?

[JL] If there are 7 board members and you are voting to remove one, that one person presumably doesn't vote. So you have 6 people and would need 2/3, which is 4 people, voting for removal.

I assume that it is 5 and not 4, which would be effectively a simple
majority again.  And is it 2/3 of the current quorum or 2/3 of the entire
group?

[JL] It is a simple enough matter to make it a specific number, such as 5 in favor with a board of 7, 4 in favor with a board of 6, or 3 in favor with a board of 5. Or - unanimous, which may be the easiest.

I assume that if you go for unanimous you would force exclusion/recusal of
that individual.

[JL] Yes, that seems to make sense.

On Tue, May 15, 2018 at 10:27 PM Livingood, Jason <
Jason_Livingood@comcast.com> wrote:

> As a follow-up, here is specifically what ISOC’s bylaws say on the
subject of removal. This seems okay to me, unless we want to change from
2/3 vote to unanimous vote. We could certainly just use most of this text
verbatim.

[jlivingood]

We had some good back and forth on this last week, but I’d like to try to wrap it up for the -03 update this week.

One proposal was that, like ISOC, removal requires a vote in favor of removal by three-quarters of the board. This prompted a discussion of what would constitute quorum, which I think on such an important matter can be ignored in favor of a simpler rule saying that three-quarters of the seated board must vote in favor.

But considering this further, 75% of 7 members is 5.25 people. So that’s either 5 or 6 of the 7 in favor. If you force the abstention of the director in question, then 75% of 6 members is 4.5 people. So that’s either 4 or 5 of the 6 voters in favor. I could easily see a lot of subsequent debate over whether to round up or down, and this seems needlessly complicated.

I would prefer instead we consider a simpler rule that may be less likely to later be subject to debate. Such as one of these two options:

Note: The director that is being considered for remove from the Board shall not be permitted to vote on the matter. (Given past experience with a removal I recall at the IETF, that person may indeed be non-responsive or deliberately unreachable anyway.) 1 – Of the seated Directors, with the exception of the Director subject to the vote of removal, the vote in favor of removal must be unanimous. 2 – Of the seated Directors, with the exception of the Director subject to the vote of removal, the vote in favor of removal must be at least one less than unanimous.

Given that ISOC is not unanimous, this may argue in favor of option 2.

Any other suggestions? Reactions?

Jason

[jlivingood]

Russ: I prefer 1.

When the IAOC had a member simply stop participating, it would have been easy to get unanimous support for removal from the remaining people. In addition, I like the simplicity, which even covers the case where the is a vacant seat for whatever reason.

[jlivingood]

Lou: While I agree with Russ that 1 is the best of these options, another alternative is to stick with the community recall process defined rfc7437 - in other words this board isn't special in this regard from the community oversight perspective.

I think that rfc7437 process is sufficient and actually better then the board being able to self-eject as it provides a stronger type of checks and balances on board behavior and is better aligned with the rest of the IETF.

[jlivingood]

on mid-term vacancies, they must be filled in 6 weeks via normal IETF process. https://tools.ietf.org/html/rfc7437#section-3.5

[jlivingood]

On Mon, May 21, 2018 at 02:24:13PM +0000, Livingood, Jason wrote: 1 – Of the seated Directors, with the exception of the Director subject to the vote of removal, the vote in favor of removal must be unanimous. 2 – Of the seated Directors, with the exception of the Director subject to the vote of removal, the vote in favor of removal must be at least one less than unanimous.

I don't have a strong preference between these two; they both seem fine to me. The first feels slightly simpler to me.

Best regards,

A

-- Andrew Sullivan

[jlivingood]

Based on feedback so far, it seems there is more support for this option:

Of the seated Directors, with the exception of the Director subject to the vote of removal, the vote in favor of removal must be unanimous.