[Foundation-l] Future Board election procedures and guidelines

Ray Saintonge saintonge at telus.net
Mon Jul 16 22:39:18 UTC 2007


Jan-Bart de Vreede wrote:

>>I appreciate that you guys want to try to keep Danny out because he
>>ruffled some feathers, but let's not take it out on the rest of us, please?
>>    
>>
>Hold on. If the point of this excercise had been to keep Danny of the 
>board then we would implemented this proposal before the current 
>elections (there was enough time). That was not the intention and never 
>has been.
>
In retrospect it wasn't needed anyway.  Between the people who had been 
antagonized by Danny, and those who felt that it was wrong for a former 
employee to run, his vote count was not enough.  Some of us would say 
that it shows that the system works.

>>Plenty of companies have even *current* employees on the board, such as
>>the common chairman/CEO combinations and employee/trustees of
>>employee-owned companies; 
>>    
>>
>True, but one of the comments which came back after last years audit was 
>that we should separate our board of trustees more from the daily 
>operations and the foundation office. The same thing was confirmed by 
>our search firm when we hired them. When checking with them about this 
>issue the general feeling was that having (former) employees on the 
>board would be a step back in this process on which we are now making 
>more and more progress.
>
Until that progress could be made there was little choice.

>>I definitely don't buy the idea that having
>>knowledge of the operations of the organization from working inside it
>>would somehow make it bad for someone to become involved in running it,
>>  
>>    
>>
>Well, a common scenario:
>1) Person does not feel that the organisation understands his/her 
>brilliant vision
>2) Person gets fired/resigns
>3) Person then tries to get on the board and make the rest of the world 
>understand why he/she is brilliant and the rest of the world doesn't get it
>(Please note: this is an example and does not refer to anyone in 
>particular!)
>
This kind of person is often more effective at rallying opponents than 
supporters.

>Another scenario would be the former employee overruling the ED within 
>board meetings ("I know what is really going on") while not up to speed 
>on facts or other aspects.
>
How can a single Board member overrule the ED; if it happens it should 
be a collective action of the Board.

Ec





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