Subject: Re: History of the NetBSD Foundation
To: Charles M. Hannum <mycroft@MIT.EDU>
From: Christos Zoulas <>
List: netbsd-users
Date: 09/02/2006 00:44:52
On Sep 2, 12:28am, mycroft@MIT.EDU ("Charles M. Hannum") wrote:
-- Subject: Re: History of the NetBSD Foundation

| Well, that's nice, but it doesn't alter my point.  The bylaws do not, in
| fact, meet requirements.

Anything else except the two points you mention below?

| > When we wrote the bylaws we did not have any monetary assets.
| So?  We did have equipment.

Yes, a couple of decrepit machines that we replaced shortly after we
got some money.

| > The only
| > asset we had was the code itself. The clause was meant to give the code
| > back to the original members, so that it would not get lost and someone
| > would retain ownership. Now that we have some money, we can clarify that
| > this refers only to the code (or remove it alltogether) and specify a
| > charity that will receive our money, or another Open Source project.
| The law does not make much of a distinction between "monetary assets"
| and "code", or anything else.  I believe this is intentional; you don't
| want buildings and such being misused.  The same legal theory, and the
| same result, applies to code.

As I mentioned, the intention was to give the code to the previous owners.
Nothing more or less. Again, it can be changed.

| > The debate between secret and open elections has been debated many times
| > before. There are advantages and disadvantages to both processes. I am
| > not partial to either.
| In case it isn't obvious, I have a very strong opinion on it.

What is your proposal? Regular direct elections with open public voting?
I have nothing against regular elections, but I am not sure about open voting.
Nevertheless it is up to the Foundation Members to vote it.

| It is impossible for me to tell why anyone was nominated or put on the
| slate, why any particular action was taken by the board, or who was
| responsible for any of the above.  The best I can do is ask why, and
| listen to the silence.  Everyone has plausible deniability, because 
| everything is opaque.  How can anyone really decide who to vote for, if
| they can't see what that person actually did?  Ferchrissake, even
| Congress is more transparent than that.

The nom-com interviews people who have been nominated (or self nominated
for the positions). The candidates voluntarily post the questions and
answers to the comments. The nom-com posts the list of candidates and
solicits feedback. Out of that feedback a slate is presented to developers
for vote.

| > Finally, if that's all you object in the bylaws, then we really
| > did an excellent job writing them. And had you made those points
| > four years ago, we could have made some changes (your first point
| > is entirely valid).
| I DID, AND THEY WERE IGNORED.  Perry even specifically used the tired
| old line of "ignore that; we can change it later" (I'm paraphrasing),
| which anyone with a clue knows is nothing more than a stalling tactic,

I had never seen a list of your objections until now.

| > We can still make changes to the bylaws; they
| > just have to be voted by the membership body, which you choose not
| > to be a part of. What is your big objection? I still don't understand?
| My big objection is that when you filed the changes with the State of
| Delaware, you were attesting that they were ratified, and they were not.
| I'm sorry, but that was a conscious act of fraud.  I cannot participate
| in good faith in the system under such conditions.

So you are claiming now that I filed the bylaws before the developers
ratified them? I can assure you that did not happen (and you can check
the filing date with Delaware). Or are you claiming that the developers
did not have the right to ratify them? Then who could? I did send mail
to all previous core members asking them what was the best way to proceed,
and the feedback I got was to place them under developer vote. You recall
that mail, or would you like me to re-send it to you?