Initial thoughts on Bylaws, questions and discussion *long

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paolad...@gmail.com

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Feb 17, 2025, 6:57:45 AMFeb 17
to Ronin Institute for Independent Scholarship
S
So glad that we are keeping the name
WARNING *long and tedious but needs attention

Thank you again to the Bylaws committee for drafting
Here is the URL again


I have read them today after a long time. and made a few edits/comments

I plan to read them again, hopefully before the end of the month
In the meantime, some comments below
These are not offered as criticism, just for discussion and filling gaps

We should definitely look ahead, but we should be aware of what went wrong
and avoid making the same mistakes, starting from the bylaws
The bylaws however solid, will not be able to cover the stuff that people are doing
under the radar.

In principle, the bylaws reflect quite well the results of the survey.

The membership requirement is now amended to some equivalence of academic qualification however the notion of equivalence remains still fuzzy and arbitrary I personally would like to see scholars who do not have academic qualifications and do not maintain a record of scholarly publications to produce some other kind of open contribution (talks or posters as a testament of ongoing scholarship)

One of the problem in the old Ronin is that WG made spurious decisions arbitrarily and used the do-ocracy thing to apply for funding that disappeared - there is no record of who these people were, what they did, when and how. 

Yet, the shadow of wrongdoing and mismanagement falls on all Ronin Scholars, this is unfair especially to those who contributed as volunteers, who never gained a single penny from their affiliation
and those who suffered abuse and a bad name without having any recourse.

RI did not keep record of decisions were made and if there was any consensus
reached. Quite the contrary, many meetings were held without notice, or at short notice, and fictitious records were kept, or people attending meeting were not given the chance to contribute to the decision making process. Because consensus was only on paper

The challenge is to make sure that these bylaws reflect the intended values *stated in the bylaws themselves  and to make sure that we create clear governance framework without creating unnecessary red tape.

Glad to note is that there is an explicit reference to the values *empathy, transparency and consensus in several paragraphs

However, I am not sure the bylaws are ensuring sufficiently that these important values  principles it seeks to uphold, especially the virtues and consensus process, are implemented. It is not enough to state that we conduct the business based on consensus  when scholars are not informed, nor invited to participate in the consensus process and there is NO RECORD for example of who is electing the interim committee:
There is nothing in the bylaws that says for example about record keeping for good  management and communication

The bylaws could include a clear statement that RIIS is going to KEEP RECORD
of all decisions, its representatives make. and that there will be a clear communication policy for the same.   It should not befall on any particular individual volunteer/committee member to make decisions and communicate them. There should be a clearly agreed consensus process included o the bylaws, which should be recorded and communicated.

Many volunteers during the last 4  years - since I joined - were going in and out of committees as if going through revolving doors. Something was wrong.

There are clear legal provisions that prohibit WORKPLACE HOSTILITY
yet, many volunteers over the years have been subjected to hostile treatment
There is no record was held of complaints and how these complaints were managed
*which led to bigger complaints, which were also swept under the carpet;

In addition, the bylaws defer much the governance framework to Policy and Procedures
which are not included in the bylaws themselves
should there be a schedule of such policies and procedures?
should be at a minimum a mention as to   how these are drafted/maintained/monitored?

if all the work is going to be done by WG volunteers, then the bylaws could at a minimum
Ensure the intended values are going to be reflected in the WG governance
Through diligent record keeping

I have turned on the line numbering for the document - so that each individual point to be revised can be identified with a line number, and I have entered some comments
I plant to continue to add comments and suggestions in the bylaws draft
until consensus is reached and the draft finalized, hopefully we would be given a date for that?

------------------------------------------------
See  comments added and More random notes below

Rercordkeeping
https://www.eeoc.gov/employers/recordkeeping-requirements

In addition to the obvious financial records, which are well understood and dealt with by certified accountant management records to ensure good governance are not so well understood nor regulated


Add reference to: Provisions to avoid Deliberately Hostile Work Environment
https://www.eeoc.gov/laws/guidance/enforcement-guidance-harassment-workplace#_Toc164808022

Characteristics of a Toxic Work Environment
 Lack of Effective Communication, High Turnover rate and Harassment
High Turnover of volunteers, and volunteers becoming estranged and abandoning their
commitment without being able to state a clear reason

So for example one volunteer may not be a good communicator, or could be unable to communicate
or busy with other work, but the Institute should have a clear communication procedure
to make sure the members/fellows do not feel mistreated or become demotivated because of the lack of communication

-------------------------------------------------

RECORD KEEPING
What are corporate records? Management, compliance & ...
https://www.diligent.com › resources › blog › what-cor...
In addition to the meeting minutes, which other records should RIIS keep so that it can be managed transparently and accountably?

For example:
a record of all decision *who has nominated the interim committee member? when?by whom? who has been informed
has there been any meeting? who was invited? where are the minutes? how have these being communicated?

In section  Membership: should the membership approval process and timeframe be included? Say for example that new members applications are processed quarterly, also a record can be kept of all applications received *via shared google docs?

Section 4— Rules of Order:
Should any question of parliamentary procedure arise at any meeting of the Members, the  Policies and Procedures shall govern, insofar as such rules are not inconsistent with or in conflict with the articles of incorporation, these bylaws, or with provisions of law.   WHAT IS THE REFERENCE THE PARLIAMENTARY PROCEDURE FOR?


In section 5 there is a mention to Policy and Procedures?
where are these? are they part of the Bylaws?
if they are a separate document, what is the process for their drafting approval implementation and subsequent modification?
Ref https://nonprofitopspro.com/bylaws-vs-policies-and-procedures/


SUGGEST DELETION
There is no term limit on serving as a Councillor. BECAUSE THIS STATEMENT SEEMS TO CONTRADICT THE TERM DURATION OF 36 MONTHS
THERE IS NO DESCRIPTION OF HOW THE OUTGOING COUNCILLORS ARE SELECTED BY WHOM AND WHEN
out of 12 councillors. who is going out? on what basis ?

RECORD KEEPING
line 244

all candidates should submit a form that must be recorded and auditable. in previous administration there was no record kept about who submitted their candidature, or complaints or even general concerns

CONSENSUS
Section 7 — Consensus Decision-Making:
THIS SHOULD BE COMPLEMENTED BY A CLEAR COMMUNICATION POLICY AND PROCEDURE
SO THAT ALL VOTING SCHOLARS CAN BE INFORMED AND ARE GIVEN THE OPPORTUNITY TO PARTICIPATE IN THE CONSENSUS
PROCESS, WITHOUT BEING INFORMED THERE CANNOT BE ANY PARTICIPATION IN CONSENSUS

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