Chris and all who have spoken or read the thread.
This a great suggestion. I think that we need to request multiple changes to the charter in regards to the TSC. Plus I am not sure which of these require a charter change (Governing Board vote) vs a TSC vote.
1) Increasing the board size to 17 or 19.
I think that tying the size to the max number of Premium members sends an unintentional message that your money buys a vote (even though that is *not* the case or intent here). Also, keeping the size "smaller" should make the meetings easier to manage. we do have a lot of participation in TSC discussions from non TSC members so their voice is heard.
2) I am in favor of the proposal to require attendance.
I think missing two consecutive meetings is a good number to lose your voting rights until you attend your second consecutive meeting. So your first meeting back you can not vote. If you attend the following meeting you can vote. But you miss the second meeting you start prohibition all over. <cbf>As I think I noted, every case where we instituted an attendance requirement, we have also given chair discretion to forgive an absence if regrets are sent in advance and the excuse is reasonable in the eyes of the chair (travel, illness, etc). Excused absence should also be made completely transparent and be recorded in the minutes.</cbf>
3) Create the position of a TSC Vice Chair
Note that my thoughts here are about the process and are not intended as a reflection of the people.
It felt wrong to me that we allowed the Chair position to be passed around this year without input / official consent, when the elected, and then Chair appointed person, were both unable to fulfill their obligations / responsibilities. Also please keep in mind that the TSC Chair gets a seat and a vote on the Governing Board, so if the Chair is unable to attend the Board meeting, then the Vice Chair would automatically step up for that meeting. The Chair is an elected position and TSC should be able to vote on who the position falls to when the Chair is unavailable to fulfill the duties.
So, my thoughts were that the newly elected TSC would vote on both a Chair and a Vice Chair. We should decide if the Vice Chair is the second highest vote tally for the Chair position or if it is a distinct, and concurrent, election at the time we vote for the Chair position. <cbf>+1 - I agree it seemed odd to me, but I withheld comment. If we agree, then second highest vote total (for chair) would work from my perspective, unless of course someone ran unopposed. It is unclear to me whether we would need to have a charter change for this alone. Seems like we could decide on a vice-chair position that was exclusively for purposes of managing the TSC calls in the absence of the elected chair.</cbf>
4) Replacing a TSC member.
There should documented methods to replace a TSC member who is unable or unwilling to fill their term. This can be a single election by the community or an appointment by TSC vote (majority or super majority)?
<cbf>Depending on how we expand the TSC membership, if we had some number selected by the elected TSC members, then seems like a replacement could similarly be handled by the currently seated TSC membership.</cbf>
5) Removing a TSC member (vote of no confidence / impeachment)
There should also be a mechanism to strip someone of their TSC seat / privileges if it is determined that they are no longer willing or able to fulfill their role in good faith or in accordance with the Hyperledger Charter and or bylaws. This is a big deal so it should be "difficult" to do. So if it is a TSC elected position (Chair, Vice Chair) then a super majority of the TSC is required. If it is a TSC seat then a majority of the community, OR we can leave it to the Governing Board. <cbf>I would hope that this could be handled, without a formal process, by the Exec Director and/or TSC chair and would be limited to CoC violations.</cbf>
Also, if after five consecutive meetings missed you should lose your seat.<cbf>I could get behind this so long as the chair discretion rule applied and the consecutive absences were unexcused. One should not lose their seat because of a vacation or illness.</cbf>
5) Delegation of privileges.
There has been some private chatter of allowing a TSC member to appoint someone to fill in for them when the TSC member can not attend a meeting, etc. Again, TSC membership is a privilege voted upon by the community. It is not transferable. Just say no. <cbf>+1</cbf>
6) Remove the start up clause of the charter 4.a.i
This was only valid for the first six months of HYperledger. Not sure we need it any longer. <cbf>It no longer applies, but not sure that removing it is necessary as the caveat is clear.</cbf>
7) Reconcile modify the definition of Contributor between 4.a.ii and 4.b.i (see below)
Proposal to change 4.a.ii from:
"An Active Contributor is defined as any Contributor who has had a contribution accepted into the codebase during the prior twelve (12) months."
"An Active Contributor is defined as any Contributor or Maintainer who has had made a technical contribution during the prior twelve (12) months. This can include code accepted into the codebase, actively participating in Working Groups,Committees, etc " <cbf>given multiple projects, there is no "the codebase" per se. I would also extend to the Hyperledger Labs which are growing nicely and part of our broader community. So, maybe:
"This can include code or documentation contributed and accepted into an incubating, active, or labs project; active WG participation (as determined by the WG chair)."
Also modify 4.b.i to replace the word "codebase" with something more expansive to also reflect WG contributions, etc.
4. Technical Steering Committee (“TSC”)
i. Startup Period: During the first six (6) months after project launch, the TSC voting members shall consist of one (1) appointed representative from each Premier Member and each Top Level Project Maintainer, provided that no company (including related companies or affiliates under common control) shall have more than three (3) votes on the TSC.
ii. Steady State: After the Startup Period, there shall be a nomination and election period for electing Contributors or Maintainers to the TSC. The TSC voting members shall consist of eleven (11) elected Contributors or Maintainers chosen by the Active Contributors. An Active Contributor is defined as any Contributor who has had a contribution accepted into the codebase during the prior twelve (12) months. The TSC shall approve the process and timing for nominations and elections held on an annual basis.
b. TSC projects generally will involve Maintainers and Contributors:
i. Contributors: anyone in the technical community that contributes code, documentation or other technical artifacts to the HLP codebase.
ii. Maintainers: Contributors who have the ability to commit code and contributions to a project’s main branch on an HLP project. A Contributor may become a Maintainer by a majority approval of the existing Maintainers.