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Constitutional Amendment GR: Handling assets for the project



Hi,

        In order to bring the constitution in line with current needs
 and practices of handling assets globally, and allowing the projet to
 add and remove partner organizations from the set of organizations
 currently authorized to hold assets for Debian, I would like to
 propose the following amendment to the Debian constitution.  This had
 been discussed at length last month, and suggestions and discussion
 have died down. I would like to seek seconds for this proposal at
 this time.

        manoj

------------------------------------------------------------------------
 4. The Developers by way of General Resolution or election
   4.1. Powers
    Together, the Developers may:
-    6. Together with the Project Leader and SPI, make decisions about
-       property held in trust for purposes related to Debian. (See §9.1.)

========================================================================
 4. The Developers by way of General Resolution or election
   4.1. Powers
    Together, the Developers may:
+    6. Together with the Project Leader  make decisions about
+       property held in trust for purposes related to Debian. (See
+       §9.).  Such decisions are made by announcement on a 
+       electronic mailing list designated by the Project Leader 
+       or their Delegate(s), which is accessible to all developers. 
-------------------------------------------------------------------------

------------------------------------------------------------------------
 5. Project Leader
   5.1. Powers
    The Project Leader may:
-   10. Together with SPI, make decisions affecting property held in trust
-       for purposes related to Debian. (See §9.)

===========================================================================
 5. Project Leader
   5.1. Powers
    The Project Leader may:
+   10. In consultation with the developers, make decisions affecting
+       property held in trust  for purposes related to Debian. (See
+       §9.). Such decisions are made by announcement on a
+       publicly-readable electronic mailing list designated by the
+       Project Leader's Delegate(s); any Developer may post there.

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

-9. Software in the Public Interest

    SPI and Debian are separate organisations who share some goals. Debian
    is grateful for the legal support framework offered by SPI. Debian's
    Developers are currently members of SPI by virtue of their status as
    Developers.

-  9.1. Authority
-
-    1. SPI has no authority regarding Debian's technical or nontechnical
-       decisions, except that no decision by Debian with respect to any
-       property held by SPI shall require SPI to act outside its legal
-       authority, and that Debian's constitution may occasionally use SPI
-       as a decision body of last resort.
-    2. Debian claims no authority over SPI other than that over the use
-       of certain of SPI's property, as described below, though Debian
-       Developers may be granted authority within SPI by SPI's rules.
-    3. Debian Developers are not agents or employees of SPI, or of each
-       other or of persons in authority in the Debian Project. A person
-       acting as a Developer does so as an individual, on their own
-       behalf.

-  9.2. Management of property for purposes related to Debian

-   Since Debian has no authority to hold money or property, any donations
-   for the Debian Project must be made to SPI, which manages such
-   affairs.

    SPI have made the following undertakings:
     1. SPI will hold money, trademarks and other tangible and intangible
        property and manage other affairs for purposes related to Debian.
     2. Such property will be accounted for separately and held in trust
        for those purposes, decided on by Debian and SPI according to this
        section.
     3. SPI will not dispose of or use property held in trust for Debian
        without approval from Debian, which may be granted by the Project
        Leader or by General Resolution of the Developers.
     4. SPI will consider using or disposing of property held in trust for
        Debian when asked to do so by the Project Leader.
     5. SPI will use or dispose of property held in trust for Debian when
        asked to do so by a General Resolution of the Developers, provided
        that this is compatible with SPI's legal authority.
     6. SPI will notify the Developers by electronic mail to a Debian
        Project mailing list when it uses or disposes of property held in
        trust for Debian.

========================================================================
+9. Assets held in trust for Debian

+  Debian has no legal presence in any country worldwide, and as such
+  cannot maintain any money or other property. Therefore, property will
+  have to be maintained by any of a number of organizations as detailed in
+  §9.2
+
+   Traditionally, SPI was the sole organization authorized to hold
+   property and monies for the Debian Project.  SPI was created in
+   the U.S. to hold money in trust there.
    SPI and Debian are separate organisations who share some
    goals. Debian is grateful for the legal support framework offered
    by SPI. Debian's Developers are eligible for contributing
    membership in SPI by virtue of their status as Developers.

+   9.1 Relationship with Associated Organizations
+
+     1. Debian Developers do not become agents or employees of
+        organizations holding assets in trust for Debian, or of
+        each other, or of persons in authority in the Debian Project
+        solely by the virtue of being Debian Developers. A person
+        acting as a Developer  does so as an individual, on their own
+        behalf. Such organizations may, of their own accord,
+        establish relationships with individuals who are also Debian
+        developers.

+   9.2. Authority

+    1. An organization holding assets for Debian has no authority
+       regarding Debian's technical or nontechnical decisions, except
+       that no decision by Debian with respect to any property held
+       by the organization shall require it to act outside its legal
+       authority. An exception is that Debian's constitution may
+       occasionally use SPI as a decision body of last resort.
+    2. Debian claims no authority over an organization that holds
+       assets for Debian other than that over the use of property
+       held in trust for Debian. Debian Developers may be granted
+       authority within such an organization, subject to the
+       organizations decision and rules.

+   9.3. Management of property for purposes related to Debian

+   Debian has no authority to hold money or property, any
+   donations for the Debian Project must be made to any one of a set
+   of organizations designated by the Project leader (or a delegate)
+   to be authorized to handle such things in name of the Debian
+   project. Such authorization, or its withdrawal, and annual reports
+   of activities by such organizations on behalf of Debian must be
+   published by announcement on a publicly-readable electronic
+   mailing list designated by the Project Leader or their  Delegate(s);
+   any Developer may post there. 
+
+   It would be preferable if the organizations holding assets in
+   trust for Debian undertake certain obligations for the handling of
+   such assets, as an example:
    SPI have made the following undertakings:
     1. SPI will hold money, trademarks and other tangible and intangible
        property and manage other affairs for purposes related to Debian.
     2. Such property will be accounted for separately and held in trust
        for those purposes, decided on by Debian and SPI according to this
        section.
     3. SPI will not dispose of or use property held in trust for Debian
        without approval from Debian, which may be granted by the Project
        Leader or by General Resolution of the Developers.
     4. SPI will consider using or disposing of property held in trust for
        Debian when asked to do so by the Project Leader.
     5. SPI will use or dispose of property held in trust for Debian when
        asked to do so by a General Resolution of the Developers, provided
        that this is compatible with SPI's legal authority.
     6. SPI will notify the Developers by electronic mail to a Debian
        Project mailing list when it uses or disposes of property held in
        trust for Debian.

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

        manoj

-- 
(Never thought I'd be telling Malcolm and Ilya the same thing... :-)
Larry Wall in <199711071819.KAA29909@wall.org>
Manoj Srivastava   <srivasta@debian.org>  <http://www.debian.org/%7Esrivasta/>
1024D/BF24424C print 4966 F272 D093 B493 410B  924B 21BA DABB BF24 424C

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