Process to select a Board

The Reef
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#1

Hello @ClaudiaPr and @Sarah,

Just in case it could be helpful I jotted down some thoughts about the proposal about the process to select the Board.

My main recommendation: don’t overthink this. Don’t hesitate to reach out though if you would have any questions eh.

I wrote the outline below just as scribbles, so no need to take any of it to the letter. Doer decides.

Question: do you think you can finish a proposal and present it at the plenary meeting of 23 March? If not, can you please let me know in time? TIA!

Legal aspects

  • What are the responsibilities and competences of people on the Board => check the statutes and summarize it in a couple of bullet points

  • What are the legal implications for people who are on the Board => check the law (personal liability etc) and summarize it in a couple of bullet points

  • Explain when people on the Board would come into action => take over the management of the asbl when we are no longer capable to sort out things based on our governance document (consent & mediation)

Number of people

  • The legal minimum is 3 (please check)

  • Look up how the Board takes decisions (unanimity + fall-back: voting?) and see whether it is better to have an odd or an even number of people => my guess is odd

  • The president and the treasurer should also be on the Board. Because of the legal responsibilities they have, these should be the same people as those who are taking up the roles of Coordinator and Treasurer.

How to approach the selection process in a sociocracy-inspired way?

  • Write up a short list of qualities that we look for in people (see “role description” in Many voices one song), e.g. minimal legal and financial literacy (or willingness to dig in when push comes to shove), conflict management, calmness, efficiency, …

  • Define the term (this can get longer and longer and then up to 1 or 2 years when we exist for a bit longer)

  • Invent a process that is a bit more elaborate than just voting, preferably a bit like a selection process (see Many voices one song)

  • If you want to go in 120% you can invent several options and then propose one that you think is the preferred one.

Possible process to select people

  • Round 1:

    • Every Reefling gets as many votes (possibly represented by an object like marbles or so) as there are people to be selected

    • We do rounds and start by giving our marbles to certain people, saying why we are selecting them. Other people who want to select these people for the same reasons, also give their marbles (and skip their turn)

    • We count everybody’s votes / marbles and hear from the people with the most marbles whether they are willing to do it

  • Round 2:

    • Distribute votes / marbles again, but only speak if you are changing your vote, and say why you are giving a vote to somebody else

    • Count votes

    • If clear majorities, then this is the result

    • If ex aequo do a 3rd round among the final candidates, and make it just a simple vote

Note: in the possible process proposed above, every Reefling gets an equal say in the selection process (so it’s not per household, like it is set out in the statutes)

Who gets to participate?

Good question!

My suggestions:

  • Only Full Members can “vote”
  • Voting by proxy is possible, at least for the first round (i.e. tell somebody else who you want to vote for)

What is the administrative process to appoint people to the Board?

  • Call for a GA (or wait for the next one) and put it on the agenda

  • Confirm the result that was agreed in the plenary meeting

  • Write it up in the PV and have it signed by all attendants

Useful resources

Next step (nice-to-have only): update the statutes

  • To do:

    • Linguistic check / convert certain sentences in comprehensible French

    • Surgical intervention (add 1-2 sentences in the right place) to make it clear that rights and obligations are per household, regardless of the number of units they will own

    • Use the track changes function so that changes remain visible

    • Bring it to the plenary, explain, do the consent round

    • Carry the paper copy of the new version to the greffe

1 Like
#2

Thanks for the outline, it is very helpful. Will get on it!

Although I was hoping to get some help from that ex-colleague of mine (as their team had done a lot of thinking on the issue already), but she still hasn’t replied… So I don"t have the info that I was hoping would help… But I will try my best to make up for it!
Aiming for the 23/03, will keep you posted.

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#3

Thanks!

To avoid confusion I edited my post above with something I found out that was missing, which is “who gets to particpate?”. So I added my suggestions in the post above.

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#4

@reef-finance @reef-governance: Here is our proposal. Feel free to have a look at it and comment/review :slight_smile:

I’ll also message a couple of people from outside the teams to review it.

2 Likes
#5

@Lee : we’ve started to update the status, but haven"t finished. I will try to get at it this weekend. Claudia has told me that @reef-finance will probably have to add/correct quite a few things, so we won"t be able to finish this straight away anyway…
Here is the file I’ve started if anybody needs to get started on this.

#6

Thanks @Sarah , i understood the proposal was to let this be read by a lawyer (on status), not sure, but maybe Marc could help.

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#7

Thanks a lot @Sarah! I would need to set apart some time after the Reeflings weekend (I’m drowning for the moment), but at first sight it really looks good.

If it is the case that a change to the Board costs 150 euro because it needs to be published in the moniteur belge, then it probably makes a lot of sense to do the surgical changes to the statutes in one go.

For now the selection process of the new Board is scheduled for 03/04 (17/04 worst case). Do you think you could finish this task by then?

@ugne,

The current statutes are based on the statutes of l’Echappée and on a template I found on the website of a public authority. They have also been revised by Mark before they were agreed upon and published.

The thing Sarah is working on right now is just surgical changes 1) to correct a couple of things that could have been better in hindsight (e.g. only 2 people needed to make a binding decision => 3 would be better), and 2) to translate some sentences into French that French speakers understand :upside_down_face:. I don’t think we’ll need a lawyer for this.

2 Likes
#8

even better, thanks @Lee . Notifying @ClaudiaPr who we had this discussion with at the last team finance meeting. Can we agree to which budget the 150 euro cost (for publishing it in the moniteur belge) needs to be allocated : team finance or team-governance April-September 2024 budget? @Sarah, your thoughts ?

#9

We have decoupled the selection process of the new board from the update of the statutes and for the selection process we should be ready by 03/04.

Regarding the statutes, it seems that they are not yet in line with the new asbl law (“CSA”) and that some more updates may therefore be necessary to align them with the new law. Also tagging @VickyVanEyck as I understand she has some experience with the updating of asbl statutes.

#10

The “new” asbl law was adopted in 2019, so I would be surprised if the template that we used was not up-to-date. I also had a look at the list of changes, and I don’t see anything that we wouldn’t have covered in our statutes.

Decoupling the selection from the update of the statutes would cost us another 150 euro, so I would rather keep them together.

This is an essential task to be completed to be able to purchase a site, for which we set the deadline on 26/03. It seems like we are going to have to move that deadline to the end of April, which is ok, but which still means we need to use our time very wisely. Would it please be possible to indicate a clear deadline by when this can be presented to the plenary meeting?

#11

I undestand “finish the status by 03/04”, is that right? In which case yes, I think it should be doable on the surgical changes front. The problem is more on the legal front of updating it to be in line with CSA…

We also assumed so, but it seems that some things are not in line with it, like the fact that you have to call a GA 2 weeks in advance…

For the reason above, I’ll let @reef-finance, and more specifically @VickyVanEyck, let us know what is doable.

I think that this is more of a legal matter, as it is a legal obligation. But I might be wrong, and I’m ok if we decide it’s a team governance job :slight_smile:

2 Likes
#12

Even though the law is from 2019, existing ASBLs have until the end of 2023 to update their statutes and bring them in line with this law. That is why probably in 2019 the template statutes were not yet updated.

I understand from this list that we would need to pay twice, once for changing the board members and once for changing the statutes.

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#13

Actually this article does not refer to the CSA from 2019 but to another law from 2003, which I was not yet aware of… :sweat_smile:

#14

Ahaha! Ok! Never mind me I’ll erase my comment then!

#15

Thanks, @Sarah , let’s keep it under finance team budget (150€ publication on moniteur belge).

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#17

I’ve reviewed the document, but only made changes to some spelling and grammar.

Thank you @Sarah and @ClaudiaPr for all your hard work!!

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#18

@ClaudiaPr @Lee I’ve crossed checked some of the changes made to our statutes to bring them in line with the new law and the Reef’s statutes, and they need to be updated - one example is that there needs to be a mention of the new law in the statutes. But there are also some other things I saw like a new mandatory procedure for exclusion of members, the convocation period is now 15 days and not 10 etc. I just think it makes sense to have lawyers update our statutes accordingly so that they are future proof. Also, the new CCA does not put a restriction on trading activities on the ASBL as the previous law did - this could be interesting for the activities of the common areas.

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#19

Ok guys, here’s what I know about these statutes:

  • Alberto and I have drafted these with a lot of care in June 2022, based on a template that was pretty up-to-date. It is true that we chose to get rid of boilerplate nonsense where we thought we didn’t need it, but as far as I can see it may not be as bad as you think. In the template for example the 15 days convocation period are mentioned as optional, and so for the sake of being able to purchase a site quickly, we decided to go for only 10 days. Likewise Article 9 of our statutes includes an exclusion procedure, so I’d be interested to know what is missing.

  • I am very grateful that you want to update these statutes with the new law, and at the same time I think it is also important to use our resources wisely. Therefore I would recommend to go through the statutes, but to limit the changes only to things that are absolutely necessary.

Next up, in relation to our “work programme” I would like to request the following:

  1. Can you please finish this task by 17/04? (we won’t have enough time on 03/04)

  2. Can you please look into all the insurances that we need (civil liability for the asbl, and civil liability for the Board) by 03/04 (deadline for the budget)? After having had a quick look on the internet, this may be as simple as sending an email to request a quote to a couple of companies (Ethias, DVV, KBC, …)

TIA!

#20

OK, I had previously understood that our statutes were from 2019 and not from 2022, so it is good to know that you consulted this up-do-date template. Nevertheless, I am afraid the statutes from the other cohousing project that we also used as a basis were not yet updated as in our statutes there is for instance still a reference to the old law from 1921. I don’t know if or what other discrepancies there are as I am pretty much a newcomer to the “asbl legislation”.

I actually understand from that template that the convocation period can be more than 15 days but not less (15 being the minimum number of days).

#21

You are right about the 15 days. We can change it in the statutes if you like, but in practice I don’t think this we can uphold, at least not as long as we are in our informal way of governance.