I designed the director role into the constitution in such a way to remove as many obstacles as reasonable in allowing an active supporting member to accomplish the most that they can for HamWAN. Fast voting periods, no need for quorum, discretionary spending without approval required up to a certain limit. While not expressly written down, it's my hope that anyone holding such a position will take advantage of these provisions to move the project forward as quickly as they can. --Bart On 2/14/2014 10:46 PM, Tom Hayward wrote:

For those who haven't looked it up, here's the section on director duties from the constitution:

*Article IV -- Decisions*

Director decisions or actions which: - impact HamWAN finances in excess of $100 USD - or contractually obligate HamWAN in any way - or are reasonably judged as significant shall be announced to all public HamWAN mailing lists. Voting will be considered complete 24 hours after the mailing list announcement of the issue at hand. Decisions shall be rendered approved by a majority vote of the Directors who voted. Directors unfamiliar with the issue at hand are encouraged to abstain from voting. Non-Directors cannot cast votes, although they can communicate with Directors to influence their votes on issues.

Over the past year, I saw only a handful of votes cast by directors. Many spending proposals were made and voted on by only Bart. I'd like to see the next batch of directors take a more active role. Moreover, I hope that they generally have a strong understanding of what they are voting on and can justify their votes to the membership.

Tom KD7LXL

On Feb 14, 2014 8:03 PM, "Rob Salsgiver" <rob@nr3o.com <mailto:rob@nr3o.com>> wrote:

I was going to ask if there were any specific duties, responsibilities, and/or expectations for directors -- then I went online and looked it up.

In the context of the current vote, is there any value in having a discussion on what expectations there should be of prospective directors?

Cheers,

Rob

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Rob, I agree that the directors need to play a more active role in the administration of the network. Particularly around voting. However, I have to disagree with some of the implications you've made. Organizations, businesses, and governments are built on trust. They simply cannot survive without them. At the end of the day you MUST trust somebody. To use your example "the potential for one person to drain the bank account or other (insert your favorite foolhardy) act." How is this any different from any business? You have an accountant or controller with the keys to the kingdom, being the bank account, and you trust them to do their job responsibly. You may trust them because you believe they won't violate it because they want to get paid or for fear of repercussions, but it is trust the same. Having a checks and balances situation here only gives you the opportunity to say "Hey, we didn't authorize that!", and doesn't actually protect you from them draining the bank account in the first place (from the aforementioned example). And while I agree that even what checks/balances gives us (deniability) is a good thing, requiring extraordinary measures (like requiring ALL directors to vote) will easily become a hindrance to the project, and buy us very very little in my opinion. Perhaps, at some point in the future, I would amenable to implementing something that I think is perhaps a bit more reasonable, say a majority of directors vote YAY. However, based on where we are now, considering the few people that (given the current constitution) are eligible to be directors, let alone are willing to serve in that capacity, I believe we stand where we've stood before, in that we have to trust the people we elect to be directors to make decisions for the good of the project and in a responsible manner, as well as expect them to be active in their elected roles. Lastly, this is certainly a personal opinion, and I cannot speak for others, but we are in amateur radio as a hobby. We do it because it is enjoyable. It is not a job, and while we strive hard to provide the best service possible, it's too easily forgotten that we are ALL volunteers. Our time, our money, our expertise is freely given to the project because we enjoy doing so. Let's continue to do that, and not make it another job that we will never get paid for. Thanks, Nigel On Tue, Feb 18, 2014 at 9:37 AM, Rob Salsgiver <rob@quailsoftltd.net> wrote:

Having a more "relaxed" set of rules has its place - up to a point. As I said earlier, HamWAN would not be where it is today without them. That said, there is a reason why governance standards have evolved. A quorum requirement ensures that a single individual cannot essentially "bring down" an organization - whether that be intentional or accidental.

It is hard to make a pitch to government or other EMCOMM entities to sign them up and/or pay taxpayer (or other) funds toward HamWAN when it doesn't even have basic checks and balances in place - i.e. - the potential for one person to drain the bank account or other (insert your favorite foolhardy) act. If I'm a director and I decide I want a fractal flux capacitor for my lab for testing and I'm the only one that votes because everyone else is asleep or out of town, this is a senseless risk that is easily avoided by REQUIRING a YAY or NAY from all directors - we're not talking rocket or microwave science here, it's pretty basic.

It ends up being a question of what arena you want to play in. If you want to operate a hobby network that has an EMCOMM element and (HamWAN) funds and supplies the equipment to the EMCOMM agencies, you can probably make it work as-is. If you are representing yourselves as a reliable EMCOMM solution and asking for entities to buy their own equipment and donate to support the network, you have to also pass muster on the organizational front. This includes marketing, support, and finance.

I believe we can get a LOT of EMCOMM interest and support (read FUNDS) for HamWAN if done the right way. We are missing a couple elements before we can say that we're doing it the "right way".

Cheers,

Rob

*From:* PSDR [mailto:psdr-bounces@hamwan.org] *On Behalf Of *Bart Kus *Sent:* Saturday, February 15, 2014 9:39 AM *To:* Puget Sound Data Ring *Subject:* Re: [HamWAN PSDR] director responsibilities

I designed the director role into the constitution in such a way to remove as many obstacles as reasonable in allowing an active supporting member to accomplish the most that they can for HamWAN. Fast voting periods, no need for quorum, discretionary spending without approval required up to a certain limit. While not expressly written down, it's my hope that anyone holding such a position will take advantage of these provisions to move the project forward as quickly as they can.

--Bart

On 2/14/2014 10:46 PM, Tom Hayward wrote:

For those who haven't looked it up, here's the section on director duties from the constitution:

*Article IV - Decisions*

Director decisions or actions which: - impact HamWAN finances in excess of $100 USD - or contractually obligate HamWAN in any way - or are reasonably judged as significant shall be announced to all public HamWAN mailing lists. Voting will be considered complete 24 hours after the mailing list announcement of the issue at hand. Decisions shall be rendered approved by a majority vote of the Directors who voted. Directors unfamiliar with the issue at hand are encouraged to abstain from voting. Non-Directors cannot cast votes, although they can communicate with Directors to influence their votes on issues.

Over the past year, I saw only a handful of votes cast by directors. Many spending proposals were made and voted on by only Bart. I'd like to see the next batch of directors take a more active role. Moreover, I hope that they generally have a strong understanding of what they are voting on and can justify their votes to the membership.

Tom KD7LXL

On Feb 14, 2014 8:03 PM, "Rob Salsgiver" <rob@nr3o.com> wrote:

I was going to ask if there were any specific duties, responsibilities, and/or expectations for directors - then I went online and looked it up.

In the context of the current vote, is there any value in having a discussion on what expectations there should be of prospective directors?

Cheers,

Rob

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PSDR mailing list

PSDR@hamwan.org

http://mail.hamwan.org/mailman/listinfo/psdr_hamwan.org

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-- Nigel Vander Houwen

Cool! Good to see some other folks chiming in here, and not just me talking into the wind. In spirit I agree with most of the comments - both yours and Nigel's. It's a common situation - on one hand you don't want to make it too cumbersome and "destroy" the hobby or "enjoyable" aspect of it - on the other hand it can limit how far you can go. If it becomes too much of a headache, why do it? How HamWAN decides to operate with respect to EMCOMM is certainly one of those aspects that can be changed (if needed), and perhaps that is where I am going awry. There have been dozens of Amateur technologies that have been offered, supported, and put into use by amateurs with varying degrees of success (in EMCOMM environments). In many cases individual hams or the agencies themselves have bought amateur equipment and have installed it. I believe most likely we can get agencies to foot the bill for their own installs as well - whether that is client station equipment or complete Cells worth of equipment. Additionally I think the case can be successfully made to have them provide ongoing financial support as well. This is where I think the current structure will get in the way. Public entities are wary of putting ongoing funds into things that might not hold up to scrutiny on the 6 o'clock news. IMHO this is a relatively simple thing to fix. If you're only looking to provide hobby level support to EMCOMM we can do that - we just need to make sure that it's represented that way. Then our equipment can be purchased, installed, used, and supported, and left sitting mis-aligned or unused on the shelf with the rest of the amateur gear - voice radios, packet TNCs, and so on. If you want HamWAN to be a solid and reliable solution that gains the support of the EMCOMM community and the agencies it supports, then you need to decide whether it's worth giving up some of the "hobby" aspect of it to make it work in that arena. I think that having public agencies as satisfied champions of HamWAN would help immensely - both in adoption by other entities, access to additional sites, and funds to support the network. This does not mean that amateurs cannot still have "fun" with their hobby - in fact it would help build and pay for the infrastructure TO have fun. The parallel to trusting employees is a good one - to a point. Yes, there is trust - but there are also consequences. An accountant or controller goes to jail if they cross the line because they broke a law. If you are running your business are you going to use a 1st year accounting student, or are you going to use a professional bookkeeper or accountant? Both answers can be right at different stages of your growth. Once you start having serious clients and business volume, you want to avoid mistakes and tend to go with professionals rather than amateurs (no pun intended). In another non-profit I serve on, expenditures over $200 require two signatures. Yes, that does not prevent someone from draining the account, but it DOES give us a defendable position if it happens. It also gives us a legal basis to file charges on. Under the current HamWAN method, all you can say is "Billy wasn't supposed to do that"; and there's nothing to prevent it from happening again. Both HamWAN and Amateur Radio get a bad rep for something pretty basic that should have been avoided. I think you have a definite point in the work vs hobby question. I have too many things that have become work that started as hobbies and I find myself in a continuing battle to balance the two. HamWAN can certainly go either direction, and there are trade-offs that have to be considered either way. There is a LOT of potential upside to having active EMCOMM support for the network - but to get it (and keep it) will require some WORK - whether that is in governance, customer support, training and use of the network, etc, etc. Not all of this has to be done by the same 2 or 3 people - but getting more people involved is one of those JOBS that needs to be taken on by someone - just like all of the more mundane/boring crap of creating and running the admin side of an organization. You can also decide that the potential benefits of getting the support of EMCOMM entities is too much work and not worth the extra effort - and that is fine too. Just be prepared to have your radio and dish join the packet TNC on the shelf when the 2 or 3 people supporting it burned and moved onto the next "big thing." The key to growing a successful organization is drawing the interest and participation of those people who are willing to put in the time in the areas that they have expertise in - whether that skill is schmoozing and obtaining sites, configuring a radio and antenna for an install, or designing routing and security backend services. When a network guru HAS to pay attention to finance and organizational structure, then the "fun" starts to disappear for that person and their interest fades - and so does their participation. A lot of ground covered, and I apologize for the length. Grand ideas and worthy causes are never simple. It requires many people to build the organization into what it needs to be. It also means that you need to be flexible enough to change when needed. It all depends on whether you want to keep moving forward, or be stuck in one place. </sermon> Cheers, Rob -----Original Message----- From: PSDR [mailto:psdr-bounces@hamwan.org] On Behalf Of Robert Johnson Sent: Tuesday, February 18, 2014 10:46 AM To: psdr@hamwan.org Subject: Re: [HamWAN PSDR] director responsibilities Hiya! I know I'm new around here, in fact this is my first email (my apologies, its a long one) to the group, I'd like to help, for what its worth, I'm an FSE for Ericsson. I've also served on several non or not for profit boards, and I have some thoughts. Good governance is really important, that said, you can do it without requiring approval for every expenditure, set a yearly budget (like for project or capital expenditures), don't allow money to be spent outside of those budgets without voting. Nothing you can do will stop people of trust from violating that trust of the group - in short, locks keep honest people honest, all you can do is make sure you have good records to ensure that if they do violate that trust, you can nail them to a wall. We can perform good governance without making this all feel like work. I would also suggest staggering the terms for the board in the future, so we don't run into a situation where we have no acting board because everyone termed out, there should always be enough of a board to have some quorum. Lastly, an inline reply: On 2/18/2014 10:22 AM, Nigel Vander Houwen wrote:

Lastly, this is certainly a personal opinion, and I cannot speak for others, but we are in amateur radio as a hobby. We do it because it is enjoyable. It is not a job, and while we strive hard to provide the best service possible, it's too easily forgotten that we are ALL volunteers. Our time, our money, our expertise is freely given to the project because we enjoy doing so. Let's continue to do that, and not make it another job that we will never get paid for.

Exactly, make the hobby feel too much like work, and it becomes work. EMCOMM is important, but it should work hand in hand with us doing this stuff for fun - meaning for me at least, if we can do EMCOMM and have fun, all the better, but doing either one at the exclusion of the other, is in my mind, wrong. EMCOMM is merely one facet of Ham Radio as a hobby and again, in my opinion shouldn't be the be all, end all of anything we as radio amateurs do. I'd argue the knowledge gained in building these networks is actually more useful in emergencies than the preexisting networks themselves, in a real emergency where commercial communication infrastructure goes down, in my mind there is very very little guaranty that high sites we use to build networks like HamWAN would stay up, that said, a group like this, with the knowledge and experience (and equipment) could set up an ad-hoc network in that situation that could prove much more fruitful to the situation at that time. Commercial infrastructure is not built for anything resembling worst case, most cell sites do not have a generator, microwave links can do strange things in earthquakes, and in any case, call attempts would spike greatly for both the wireline and wireless networks - causing both to temporarily at least have massive blocking problems - just look at the overload issues on the cellular networks during the Seahawks parade. Just some thoughts from newbie. Robert Johnson -- Gtalk/Jabber:aloha@blastpuppy.com AIM:AlohaWulf Yahoo:AlohaWulf Telephone:+1-562-286-4255 C*NET: 18219881 Email:aloha@blastpuppy.com Email:alohawolf@gmail.com -- "All of the problems of the world could be solved easily, if men were only willing to think." - Thomas J. Watson Sr. -- _______________________________________________ PSDR mailing list PSDR@hamwan.org http://mail.hamwan.org/mailman/listinfo/psdr_hamwan.org