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Board Seat Appointments


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#1 Bruce Fenton

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Posted 18 December 2015 - 12:53 PM

Board appointments

The Bitcoin Foundation bylaws call for having a minimum of five board seats.  Given the two recent vacancies the board now has four seats filled.  Based on section 5.4(d) of the bylaws the board intends to create new board seats and appoint board members for these new seats in the individual, international (which will be part of the individual class) and corporate membership classes prior to voting on further matters.

Under section 5.4(d) of the Bitcoin Foundation bylaws, the board is able to expand the number of members in a class and appoint interim directors without election.

The logistics and time involved in a general public election are not practical right now given our focus, priorities and resources.  Once the new interim members join the board, as a first order of business it is the intent of the board to vote on how to fill the two newly vacated seats as well as the upcoming expiring seats.  It will be proposed and voted on that the bylaws be amended and the two newly vacant seats are appointed by special referendum rather than election as outlined in the current bylaws.  The current board is considering the most fair options for this including review of candidates in the previous election and appointing the ED as a board member which was the case for two of the last three EDs.  The board will also vote on whether to amend the bylaws to allow for appointments of expiring seats and to change the newly appointed interim seats into permanent seats.

There are two primary reasons for consideration of this plan of action.  First is the time and resources needed to conduct a fair and open public election.  During the last election there were significant problems with lists, the voting process and verification of voters.  The process is also time consuming and required significant staff and volunteers last election and the process from nomination through appointment takes a couple of months.  In the best case we could conduct this election but with our pressing needs to improve fundamentals at the foundation it is not possible now.

Secondly, the last months have shown the importance of a unified board who shares a common vision on such fundamental issues of whether the foundation should exist and continue or not.  While the board of the last several months was fully 100% elected by members, the vision on fundamental issues was strongly divided.  Spirited discussion, debate and alternate opinions can be excellent tools for decision making however fundamental and long standing disagreements and conflict can be counter-productive.  Regardless of whether one set of opinions was right or both were correct but different approaches, the differences of opinion, style and priorities made progress very difficult.

I'm confident that the new, unified board will be productive and efficient.  While transparency in decisions and our internal operations highlights any internal conflicts we may have, overall our organization has many great things going for it.  We appreciate the support of membership.

It is anticipated that a special board meeting will take place on Tuesday, December 22 for the purpose of adding new board members classes and appointing new interim board members for those seats.  If you would like to be considered for one of these seats, please let the board know.  Please also contact me with any, proposals, thoughts or comments you have which you would like to see discussed on this topic at the meeting.

Bruce Fenton, Executive Director



#2 Jim Harper

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Posted 18 December 2015 - 04:42 PM

I'll speak here as a member with knowledge of the board and its operation. I think the proposed course of action illustrates why the better course is to dissolve the foundation. In essence, because the foundation lacks funds/resources to perform an activity as basic as an election to constitute the board, the remaining board members have determined to disenfranchise the membership. I know the goal is to "save" the foundation, but it disenfranchises the membership all the same.

We joined an organization with an elected board, individual members electing some board members and industry members electing others. As a board member, I tried to raise the issue of whether the foundation could represent the interests of both constituencies, and what we might do if it can't, but my efforts were unavailing, and we never got anywhere near to discussing the vision and values that the foundation serves. (Doing so would have been a basis for fundraising and rebuilding.) The current board's unity doesn't mean a lot because the only point of agreement is wanting the organization to exist, not any purpose or plan.

With an election upcoming, I assumed that it would be simple enough to replace the resigned/expelled board members by election, which is what the by-laws require. Expanding the size of the board and appointing new board members is a cute technical trick, but it denies the foundation's membership their say, and it will only contribute to a reputation for unreliability. You and I know more than the general membership about why that reputation is deserved. Publishing the November board meeting minutes may help bring the membership up to speed.

Your plan has shades of "runaway board." It will give potential funders yet another reason to be wary of the foundation. I hope you'll recognize, Bruce, because you're least responsible for the foundation's condition, that there are no good options for keeping the foundation alive. It's all over but the shouting.

I don't expect you or my former board colleagues to receive this well, but you still have my good wishes. If you pull together a well-run board, a purpose and plan, and the funds to execute on it, I'll be happy to look like a fool!

Jim

#3 Olivier Janssens

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Posted 18 December 2015 - 06:03 PM

Ladies and Gentlemen, this is how freedom dies.

The first thing I told everyone after I was removed from the board, was that they should not expect any elections anymore. I fully anticipated a final power grab to take place. It seems my prediction came true. The excuse that elections take a lot of time and money, is obviously a convenient lie. You have (or had), plenty of volunteers to do that.

The real reason behind this whole charade? On december 31st 2015, 2 board members would have ended their term. At that point, it would have been a 4 member board (In essence: Jim and myself, vs Brock and Bobby). This would have produced a change of power dynamics, and at a minimum would require consensus instead of a 4 vs 2 situation. Behold, it might have finally broken the old boys club's power!

Planned or not, the fact that I was removed from the board for a sham reason, resulted in destroying whatever credibility the Foundation had left. Noone in their right mind would join a board that removes members, unless gravely warranted. A faith that not even Mark Karpeles suffered, after he performed possibly the biggest crime/theft in Bitcoin's history. Need I say more? Posted Image

Anyone joining the board at this point (elected or not), will merely be a puppet.

Bruce, I am also disappointed in you, for creating a rhetoric that it was the Boards fault, and that nothing has happened because of infighting. I think you have gotten all the liberty to execute whatever you saw fit over the last year. I also think it is inappropriate to insinuate I was actively going against the Foundation. You know all too well, that I went out of your way so you could succeed, even if I had my doubts that the Foundation's reputation could ever be restored. If anyone ever wants to verify that, you can read the minutes from the last 6-9 months, which outlines all the board meetings we had.

Bruce, I'm asking you to wake up. The board just turned a member ran(!) organization into a dictatorship. I'm sure you think Brock and Bobby are doing the right thing, but at this point it is all about ego and abusing whatever power the Foundation's name has left. You should not take part in this, I know you are a good person. The members haven't paid for this charade. If you have any honour, you would give them their money back. I will even help you to pay for it (individual members).

To the members: The board apparently measures "member satisfaction", by counting how many members actively resign. (you'd think they'd measure the amount of new signups instead). My reply to the board was that probably noone even bothers to send that letter anymore.

Still, out of principle, and as my final act, I hereby resign my lifetime membership to the Bitcoin Foundation. Don't bother with having me send a letter, that's just a hoop you put in place to make it more difficult. This post will also be the last thing I ever have to say about the Foundation, because honestly, I think everything has been said (and I mean that in the broadest way possible).

Let the curtain fall.

Good night, and good luck.

Olivier

#4 Brian Goss

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Posted 19 December 2015 - 02:42 AM

Two issues:
1) Elected board members serve until resignation, removal, or replacement by a vote of the members. Period.
2) Resigned or removed board members may be replaced by appointment until the annual meeting, at which time it is the responsibility of the members to vote for new directors.  Period.

Also, what has been accomplished in the last 6 months? I'm in favor of dissolving a fully elected board and chalking it up to a unique learning experience on how to run a foundation dedicated to Bitcoin than dissolving it entirely.  The board structure of balanced and opposing forces may not work...this is a good reason to abandon the structure, not kill the Foundation. Heck, it's a good reason to split the foundation into two parts, not to kill it entirely...

#5 David R Allen

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Posted 19 December 2015 - 04:31 AM

View PostBrian Goss, on 19 December 2015 - 02:42 AM, said:

Two issues:
1) Elected board members serve until resignation, removal, or replacement by a vote of the members. Period.
2) Resigned or removed board members may be replaced by appointment until the annual meeting, at which time it is the responsibility of the members to vote for new directors. Period.
Also, what has been accomplished in the last 6 months? I'm in favor of dissolving a fully elected board and chalking it up to a unique learning experience on how to run a foundation dedicated to Bitcoin than dissolving it entirely. The board structure of balanced and opposing forces may not work...this is a good reason to abandon the structure, not kill the Foundation. Heck, it's a good reason to split the foundation into two parts, not to kill it entirely...

I almost agree with you again, Dr. Brian Goss, but you failed to take into account the fact that any continuation of the Bitcoin Foundation in any way is in total opposition to the majority of the paid membership.


Have a vote to continue or dissolve.

Dissolve the BF and quit the BS.

P.S. Anyone who was/is a member has to be insulted by the path being taken by the current 4 member board and the volunteer Executive Director.

#6 Mike Hayes

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Posted 19 December 2015 - 03:53 PM

Olivier, you do raise and interesting point.  Did the then existent board vote to eject, or even to censure, Karpeles.  No.  The Board stayed 100% silent as did most of the members that worked for or with the Board at that time.  Forum admins, for example.  Did the Board vote to terminate someone who was voted in by the membership to reform a foundation plagued by corruption?  Yes.  Olivier Jannsens.

...the fact that I was removed from the board for a sham reason, resulted in destroying whatever credibility the Foundation had left. Noone in their right mind would join a board that removes members, unless gravely warranted. A faith that not even Mark Karpeles suffered, after he performed possibly the biggest crime/theft in Bitcoin's history....

I want to say that I sincerely appreciate the attempt at reforming the Bitcoin Foundation by Harper and Olivier.

Thanks.  We ever meet up, I will buy the beer.

With that said, at this time I resign my lifetime membership.   And just think.  What better moment to leave a sleazy casino, with low life characters all around, than after pulling the lever of a one armed bandit one final time, and HAVING A POST COUNT OF 777?

lol...

Good day.

#7 Theo Chino

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Posted 19 December 2015 - 09:18 PM

Frankly, I am somewhat disappointed by the Foundation as might be many others.

I have been alone fighting the State Government of New York when it should have been one of the foundation's goal.
After writing the lawsuit (without any lawyer's help) which is unfortunate.

The EFF did its job in California ... the Foundation could have done it here in NYS but they got played by the DFS.
After digging and digging, and while I wait until the Attorney General understand bitcoin (he asked for two continuance already); the foundation is disappearing.
WTF ??

So what fight did the Foundation put to save bitcoin in New York State ?
The fight continues: http://vdbtdtruakxhvcj4.onion

How much money is left at the foundation ?

#8 Brian Goss

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Posted 19 December 2015 - 11:12 PM

Money left? I think essentially none.

#9 David R Allen

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Posted 20 December 2015 - 12:19 AM

And let's be clear. Bruce was set up to be the fall guy as predicted before a new executive director was found.

Those responsible are the four existing board members, Elizabeth, Mickey, Brock and Bobby Lee.

There will only be two left in another week or so, and Bobby and Brock will simply need to follow the instructions of the membership, for a change.

Bruce Fenton has only one job. Find out what the membership wants to do. It is as simple as sending out an email to every member and giving them the options of what is possible, with a bankrupt organization. And who knows, maybe Dr. Brian Goss is right. Start over with a clean slate, or fold, it is the member's choice.

#10 Bruce Fenton

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Posted 20 December 2015 - 01:21 AM

Theo- I agree regs are a priority --  Did you volunteer to help the foundation do something in NYC?  We are a volunteer based organization....it's no more fair you you to expect others to volunteer time on things you feel are import ts than it is for someone to criticize you for not doing more as well.  We'd appreciate help and I've called for volunteers many times.
About 4-5 times a week I get an email saying "Why haven't you reached out in Africa?"  "Why doesn't the foundation align with more universities?" "Why don't you host a chat session?" Etc etc.  
We are all in this together.

#11 David R Allen

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Posted 20 December 2015 - 04:07 AM

I think you missed a Ƀ earlier Bruce.

Theo and many other members have been working hard to get things done, however as a drop in candidate, looking for a place in the kingdom of Bitcoin you were noticeably absent, and I wouldn't expect you to spend your time attempting to understand why this ship is taking on water so fast. You see it was built irrespective of the lack of management.

Stop insulting people with things you no intention of studying.

There are more than a few who have dared to speak to the Demi-gods who now sit in judgement of us all.

.... And close the door when you leave would you. There is a draft in here.

#12 Bruce Fenton

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Posted 20 December 2015 - 01:33 PM

David, you already said above that you want the organization shut down.  Why stick around?  

I'm not criticising Theo, I'm pointing out that we are all in this together - to say one is "disappointed in the foundation" because we didn't do more in NY assumes that we have more time or resources to do something.  It is essentially very much saying "You should spend more time on this issue".   That would be fine if we 1) had more time 2) did not receive a similar note like this nearly every single day -- if people want things done they can bring them up, help, volunteer and make suggestions.

#13 David R Allen

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Posted 20 December 2015 - 01:44 PM

Ask the memebrship what they want to do.

#14 Michael Perklin

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Posted 23 December 2015 - 01:21 AM

View PostDavid R Allen, on 20 December 2015 - 04:07 AM, said:

Stop insulting people with things you no intention of studying.
Wise advice, even with the missing word.

--MP

#15 Sam Johnston

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Posted 23 December 2015 - 08:00 AM

View PostBrian Goss, on 19 December 2015 - 11:12 PM, said:

Money left? I think essentially none.
October: http://bitcoinfounda...cials-oct-2015/

$24,148.60

November: http://bitcoinfounda...as-of-11-31-15/

$12,553.06

#16 Bruce Fenton

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Posted 23 December 2015 - 03:06 PM

UPDATE:  By the way, as some might have noticed, this original post was opinion by me on elections.  I ended up reccomending no change on the election portion of the bylaws for now.  The Board unanimously agreed.