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Subject: workprocess - default process comments
condensed by excision.
| THE DEFAULT OASIS COMMITTEE PROCESS
| 1999.11.01
| The OASIS process for technical committees proposed in the process
| outline would create a structure for the spontaneous and nearly
| self-regulating development of XML standards. If this effort
We had a flap recently over the use of the phrase "XML standards",
because it's most obvious meaning is the kind of Recommendation that
the W3C issues. Let's call them "XML applications", which may be
subject to standardization (though not within OASIS).
| succeeds, it may come to be judged the most important work we ever do,
| so I think we should take great care in its execution.
| The good news is that we are not working in a vacuum. The existing
| OASIS Bylaws actually specify a very detailed committee process, and I
| have come to the conclusion that we would be well advised to take
| advantage of this, as I will argue further at the end of this piece.
I pretty much agree with Jon's exegesis, editorial license, and conclusions.
I would say that Jon has squeezed the Bylaws, taken some judicious liberties,
and hauled in Robert's to obtain a very detailed process; I wouldn't
credit the existing Bylaws with specifying such. But no matter.
| ========================================================================
|
| ARTICLE Y (IMPLIED): BYLAWS FOR COMMITTEES APPOINTED BY THE BOARD
| Section 7. Regular Meetings
|
| Regular meetings of the committee shall be held at a
| minimum of four (4) times per calendar year or as the Board
^ committee?
| of Directors shall provide.
|
| [The board is added by provision of Art. 5 Sect. 3.]
I think "committee" is required by macro expansion.
| Section 8. Special Meetings
|
| Special meetings of the committee may be called by any two
| members, or by the chair, or by the Board of Directors.
| Such meetings shall be held at the place designated by the
| person or persons calling the meeting.
|
| [The addition of the board is implied by Art. 5 Sect. 3.
| It might seem dangerous to allow any two members of a
| committee to call a special meeting of the committee at
| any location they choose; travel is too expensive to let
| this happen in the general case. But the clause is
| harmless, since there is a hardwired quorum rule in
| place. Under Sections 11-13, the meeting actually
| happens only when at least half of the members (i.e.,
| members appointed directly by the board, or voting
| members according to rules yet to be specified)
Not so. Per Section 12, there can be a "meeting" at which
"a quorum ... is not present". It doesn't matter for this context,
for reasons you give below.
| physically show up for a meeting. Thus, the larger the
| undesirability of the travel, the smaller the
| probability that the meeting will actually occur.
| Allowing two members to call a meeting that has the
| physical support of at least half the voting members of
| the committee takes care of edge cases where the chair
| is out of action for some reason. Taken with Sections
| 11-13, it also licenses any subgroup consisting of two
| or more members of the committee to meet informally at
| any time and place they choose.]
I'm confused. Members of a committee may meet informally
anyway; if they're meeting informally they're not meeting as a
committee. Do you mean "hold a committee meeting without prior
notice"? (more below)
| Section 10. Contents Of Notice
|
| Notice of meetings not herein dispensed with shall specify
| the place, day and hour of the meeting. The purpose of any
| committee meeting need not be specified in the notice.
|
| [Thus it's not required that agendas be sent in advance
| of meetings.]
Let's consider, if only briefly, whether or not to require it anyway.
| Section 12. Quorum For Meetings
|
| A quorum shall consist of a majority of the members.
|
| [Note that the concept of a voting member is essential
| to making this work in practice if the committee is not
| appointed directly by the board. If "the members" is
| construed to include every OASIS member who expresses
| interest in the business of the committee, then most
| committees will not be able to assemble a quorum, either
| personally or through mail.]
Some concept beyond mere member is required; it need not be
"voting member". It could be "a majority of those members who
attended both of the last two meetings" without limiting voting
to that class. I'm not suggesting an alternative right now, but
perhaps I wouldn't mind OASIS members who only express interest being
able to vote on at least some issues. These are the folks who
don't get a round tuit until Last Call, but they have been listening
for the right moment.
| Except as otherwise provided in these Bylaws or in the
| Articles of Incorporation of this corporation, or by law,
| no business shall be considered by the committee at any
| meeting at which a quorum, as hereinafter defined, is not
| present, and the only motion which the Chair shall
| entertain at such meeting is a motion to adjourn. However,
| a majority of the members present at such meeting may
| adjourn from time to time until the time fixed for the next
| regular meeting of the committee.
|
| [It's very important to observe that here, as in Section
| 9, "adjourn" is being used in the parliamentary sense.
| It does not mean "stop meeting" but rather "continue
| what we're doing," either at a particular time and place
| or at the call of the chair. To adjourn a committee is
| to register an intent to reconvene the committee. So
| "may adjourn from time to time" means that members of a
| committee can hold a series of what we would loosely
| call meetings even though there is not a quorum. This
That may be the intent, but the wording is obscure. Again, I'm
confused: why cannot members meet casually without this wording?
| paragraph seems to allow a number of members less than a
| quorum to meet informally as often as they like without
| breaking the rules. A group of the members of a
What rules would they break if they met casually, so long as
they didn't call it a committee meeting and transacted no business?
| committee meeting under such circumstances cannot
| entertain motions or otherwise transact substantive
| business (other than stating its intention to
| reconvene), but that doesn't mean that members can't get
| together to talk things over. If my reading is correct,
| the rules relating to meetings allow (for example) for
| the occurrence of an ad hoc meeting of any two or more
| members who happen to encounter one another at an
| industry conference,
Yes, that's not prohibited (or even mentioned).
| and it further allows them, if a
| quorum is present, to hold a real meeting and conduct
| substantive business on the spot if this is unanimously
| upheld by their absent colleagues later on (see Section
| 11).
Yes. If a meeting happens spontaneously, it can be approved
retroactively by those not there. (end of confused thread)
I notice that there's no language saying when a meeting may
begin (I'm sure there's something in Robert's, but havn't looked
yet). It seems to me that I've been in meetings that could not
begin until a quorum was present. Clarifying the threshold for
meetingness may help a bit.
| Practical people would probably secure such
| consent in advance through an email note or a phone
| call, which in effect means that a committee can meet at
| less than 48 hours notice whenever someone can touch
| base with all of its members to make sure that they will
| all formally consent to having held the ad hoc meeting
| at the next regular meeting and to having that consent
| registered in the minutes of the next regular meeting.
| If given 48 hours or more, a committee may hold a
| perfectly proper formal meeting under the provisions of
| Section 9.]
|
| When a meeting is adjourned for lack of a quorum, it shall
| not be necessary to give any notice of the time and place
| of such adjourned meeting or of the business to be
| transacted at such meeting, other than by announcement at
| the meeting at which the adjournment is taken, except as
| provided in Section 10 of this Article.
|
| [Otherwise any two members could generate a process
| blizzard by continously invoking their right to call a
| meeting and thus calling into action the system for
| giving notice of meetings.]
Please explain. Can they not anyway?
| Section 15. Action By Unanimous Written Consent Without Meeting
|
| Any action required or permitted to be taken by the
| committee under any provision of law may be taken without a
We can remove "under any provision of law", can't we?
| meeting, if all members of the committee shall individually
| or collectively consent in writing to such action. Such
| $21 plus shipping from www.barnesandnoble.com, a vendor that I have
How much in shipping?
| OK, let's be honest. The mention of what some people call "Robot's
| Rules" cannot but send a chill up the spine of anyone who's had to
| work for a while within the kind of activities where this process is
| customarily employed. But further analysis shows that this
| apprehension may be unjustified. The real meaning and intent of the
| phrase "with such changes in the context of such Bylaw provisions as
| are necessary to substitute the committee and its members for the
| Board of Directors and its members" becomes evident if we consider
| that Robert's distinguishes between the kind of formality that governs
| a deliberative assembly per se and that which governs its boards and
| committees. The intent of Section 14 is not to apply the well-known
| rules in Robert's for general assemblies to the OASIS board and its
| committees but rather to apply to the board the rules in Robert's for
| boards and to committees the rules in Robert's for committees. The
| procedures for boards and committees are different from and decidedly
| looser than those for general assemblies.
Agreed.
| In Robert's (pp. 479-80 of the Ninth edition),
|
| ordinary committees are of two types -- standing committees
| (which have a continuing existence) and special committees
| (which go out of existence as soon as they have completed a
| specified task).
|
| Clearly, a technical committee as envisioned in the process outline
| would be of the second kind, described in slightly more detail a few
| pages later (p. 482):
|
| A special (select, or ad hoc) committee is a committee
| appointed, as the need arises, to carry out a specified task,
| at the completion of which -- that is, on presentation of its
| final report to the assembly -- it automatically ceases to
| exist.
Would that it were so. Docbook is a standing committee, or an
exceedingly long-lived special committee. We must expect that
other XML applications will have similar maintenance needs, and
we need to provide some skeletal process for that.
[lots of good stuff deleted; thanks for the hard work, Jon.]
| With the very important provisions of clause 3 included, this strikes
| me all in all as a pretty good set of rules for reconsideration in a
| committee.
Yes, if we like the Robert's approach (more at end).
| The third difference between process in a default committee and an
| assembly (aside from the very different role of the chair) is that
| committees under Robert's cannot limit debate. More particularly, the
| motions called "Limit or Extend Limits of Debate" and "Previous
| Question" cannot be made in a committee. Here is where I have a
| problem with Robert's: not allowing for any device whereby a question
| can ultimately be resolved in favor of the majority makes me nervous.
| I would like to see the OASIS rules for technical committees changed
| to explicitly allow both of these motions, or at least the motion
| called Previous Question. Under the rules for a full assembly,
| Previous Question requires a two-thirds vote of those present for
| approval, and I think that this rule should simply be extended to
| committees.
Find with me; I'll note that the IETF procedure is that the Chair can
declare consensus.
[agree with the rest except]
| 1. A process for allowing members to join committees after
| they have been formed and for removing them if they prove
| unsuited to the task without requiring case-by-case
| intervention on the part of the board.
Let's talk about that.
| CONCLUSION
[good argument, which convinced me when I read it again, deleted]
Robert's is pretty well written. I don't mind using it to run OASIS
as a whole - Jon has made an excellent argument for that (it's what
I deleted), but on the other hand this application of Robert's
to TC process specifically results in something drastically different
from the IETF process, which we know works, in the sense of producing
specifications. So I would be more convinced that Robert's will be
better for TCs if I knew of committees similarly productive to the
IETF that operated using Robert's.
This is a bottom-up consideration of TC process. I still feel the
lack of a top-down view. In the XML.org context, I still don't think
the group has agreed on its goals - at least it has no statement of
them - and that it needs to. Jon here gives a picture of an organization
much larger and more complex than OASIS, doing a big job. Can we
figure out where to discuss that, if only to agree that it is indeed
what we all are after? I don't think this picture is reflected in
the Bylaws (Article 2), even if you stretch "implementation framework",
which is language I'm not sure is applicable anyway.
In short, we need to revise the Purpose section of the Bylaws, and
agreeing on language for the revision will clarify the application
of Robert's to OASIS TCs.
regards, Terry
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