Board Voting Procedure

Purpose

This document explains the voting procedure for motions put forward to the OSGeo Board of Directors.

Voting Process

• Board voting occurs during monthly meetings, as well as a followup vote through email
• each Board member may vote “+1” to indicate support for the motion.
• each Board member may vote “-1” to veto a motion, but must provide clear reasoning and alternate approaches to resolving the problem within the two business days.
• A vote of "-0" indicates mild disagreement, but has no effect. A "0" indicates no opinion. A "+0" indicate mild support, but has no effect.
• A motion will be passed once all of the Board members place a vote, and no vetoes are received (-1).
• If a motion is vetoed, and it cannot be revised to satisfy all parties, then it can be resubmitted for an override vote, in which a majority of all Board members indicating +1 is required to pass it.

Board Quorum

For motions with quorum taking in a meeting (bylaw 4.5) we make use of loomio for tracking / record:

• Allow one week for a chance to review and respond
• Maybe shortened if a time sensitive motion (require email to board members, example emergency event funding)
• After one week consider motion passed based on quorum in meeting. Non responses will be considered as abstain (+0).

For motions taken purely by electronic voting (bylaw 4.6):

• We still need 100% response rate, provide a week to respond so that board members have both a weekend and weekday to respond.

FAQ

Q: How often to board members meet?
A: The foundation bylaws say the board meets after the after the annual members meeting and then at regular meetings on a schedule fixed by directors. In practice, the board schedules monthly meetings in addition to the annual face-to-face meeting after the AGM at the FOSS4G conference.

Q: How are board decisions made?
A: The bylaws (section 4.5) describe that a majority of members must be present for an event to be considered a meeting. At a meeting, each member present is given one vote. Strictly speaking (according to the bylaws) an affirmative vote by the majority of members present at a meeting constitutes a decision by the board. In practice, we don't consider a motion passed if there are any negative votes (see the page Board Voting Procedure that explains voting notations +1, +0, -0, -1).

Q: Is an IRC gathering a meeting?
A: The bylaws (section 4.4) say that an electronic medium may be used and an event will constitute a meeting if members can hear one another at the same time. In practice, we often have IRC meetings and then have a vote by voice if there are items that need voting on (TODO: document the convention on email voting if this is an alternative to voice voting).