19:32 <@INOPIAE> Good eveneing
19:32 <@ReinhardM> hello all together
19:32 <@StefanT> Good Evening
19:32 -!- INOPIAE changed the topic of #board-meeting to: Board Meeting 2016-02-28 10:00 UTC| the channel is moderated for voice to board member only | https://wiki.cacert.org/Brain/CAcertInc/Committee/MeetingAgendasAndMinutes/2016-04-07
19:33 -!- dops [dops@dops.innocircle.com] has joined #board-meeting
19:33 -!- INOPIAE changed the topic of #board-meeting to: Board Meeting 2016-04-07 19:30 UTC| the channel is moderated for voice to board member only | https://wiki.cacert.org/Brain/CAcertInc/Committee/MeetingAgendasAndMinutes/2016-04-07
19:33 <@jmbruckner> Good Evening!
19:33 <@ReinhardM> Let us start with todays board meeting
19:34 <@ReinhardM> 1. Preliminaries 
19:34 <@ReinhardM> 1.1 Chair opens the Committee Meeting 
19:34 <@ReinhardM> I hereby open the board meeting of today.
19:34 <@ReinhardM> 1.2 Accept the minutes from the last meeting. 
19:35 <@INOPIAE> I have to apologize. I will add the minutes tomorrow morning. We will have to vote via the motion system.
19:35 <@jmbruckner> thats okay Marcus
19:35 <@ReinhardM> ACK
19:35 <@jmbruckner> ACK
19:35 <@StefanT> Ack
19:36 <@ReinhardM> 1.3 Who is making minutes? 
19:36 <@INOPIAE> I can do them
19:36 <@jmbruckner> Thank you Marcus!
19:36 <@ReinhardM> thx Marcus
19:36 <@ReinhardM> 1.4 Chair asks whether cacert-board-private maillist includes any items that need to be disclosed to Members.
19:37 <@StefanT> Nothing from me
19:37 <@jmbruckner> Nothing from my side
19:37 <@ReinhardM> 1.5 Chair asks whether cacert-board maillist includes any business items that aren't on the agenda yet. 
19:37 <@jmbruckner> Nope
19:37 <@ReinhardM> 1.6 Chair introduces the URL of action items to the meeting, and asks for discussion. 
19:38 <@ReinhardM> status quo
19:38 <@ReinhardM> no news
19:38 <@jmbruckner> ACK
19:38 <@ReinhardM> 2. Businesses 
19:39 <@ReinhardM> 2.1. New members
19:39 <@ReinhardM> 2.1.1. Bernd Jantzen 
19:39 <@ReinhardM> I move to accept Bernd Jantzen as new member of CAcert Incoporation
19:39 <@jmbruckner> second and aye
19:39 <@StefanT> Aye
19:40 <@INOPIAE> aye
19:40 <@ReinhardM> AYE
19:41 <@ReinhardM> We have a quorum, motion CARRIED 4 : ?
19:41 <@ReinhardM> 2.1.2. Nico Baggus 
19:41 <@ReinhardM> I read his email and have several questions to him.
19:41 <@ReinhardM> I want to hear his motivations.
19:44 <@ReinhardM> I move to start a motion for 7 days. He may have answerred my questions until them.
19:44 <@jmbruckner> yes okay, ACK
19:44 <@INOPIAE> second
19:44 <@jmbruckner> second and aye for a 7days motion
19:45 <@StefanT> Ack
19:45 <@ReinhardM> Motion for 7 days CARRIED
19:45 <@INOPIAE> Please send him your questions via mail.
19:45 <@ReinhardM> ACK
19:45 <@ReinhardM> I move to accept Nico Baggus as a member of CAcert Incorporated
19:46 <@jmbruckner> second, for the moment ABSTAIN
19:46 <@INOPIAE> second & abstain
19:46 <@ReinhardM> ABSTAIN
19:46 <@StefanT> abstain
19:46 <@ReinhardM> next Topic
19:46 <@ReinhardM> 2.2. Complaint against Ian Grigg from Benedikt H
19:48 <@ReinhardM> Ian Grigg wrote an email on 2016-04-03 subject: "ELECTION OF ADDITIONAL SECRETARY"
19:49 <@ReinhardM> I assume that all now the content.
19:49 <@ReinhardM> s/now/know/
19:50 <@ReinhardM> He wrote:  In particular, the Secretary has shown himself to be unreliable in these ways: ...
19:50 <@INOPIAE> https://lists.cacert.org/wws/arc/cacert-members/2016-04/msg00000.html
19:51 <@ReinhardM> I see no new action but the same as before: Ian Grigg makes a false statement, Ian Grigg makes a ruling acting like a judge, Ian Grigg asks the members to follow him!
19:51 <@ReinhardM> Same old story all the time.
19:52 <@ReinhardM> He breaches our rules.
19:53 <@ReinhardM> There is no such a role defined in our statutes.
19:54 <@ReinhardM> By this his request is obsolete.
19:55 <@ReinhardM> Currently no single role of board is vacant!
19:56 <@ReinhardM> All roles are present and active. Roles defined are "President", "Vice president", "Secretary" and "Treasurer".
19:57 <@ReinhardM> If one of these offices is vacant for more than a half year - then it may be necessary to fill the vacuum.
19:59 <@ReinhardM> I see the intention of Ian Grigg to split the community and CAcert Incorporated in groups which all act contrary to defined targets, confirmed statutes and rules.
20:00 -!- Q [Q@monitor.ylabs.eu] has joined #board-meeting
20:01 <@ReinhardM> The claimant requests that board should consider to take actions in regards to rule 12 (1) (b),
20:01 <@ReinhardM> rule 12 is about "Disciplining of members"
20:02 <@ReinhardM> A complaint may be made to the committee by any person that a member of the association: (a)has persistently refused or neglected to comply with a provision or provisions of these rules, or (b)has persistently and willfully acted in a manner prejudicial to the interests of the association.
20:03 <@ReinhardM> I have to say that board already made a decision and expelled Ian Grigg from membership.
20:04 <@ReinhardM> The current actions are reasons to expell Ian from membership.
20:04 <@ReinhardM> And ofcourse we cannot expell a member more than once.
20:04 <@ReinhardM> There are several questions to answer in these regards.
20:05 <@ReinhardM> I saw several email all intended to give extraordinary explanations of interpretation.
20:06 <@ReinhardM> We should start and give some hints how to read the act, the regulations and our statutes.
20:06 <@StefanT> Ack
20:06 <@jmbruckner> ACK
20:07 <@ReinhardM> OK, if two members interpret the rules in a contradictionary result - the only institution to clarify is a judge at some court. 
20:07 <@ReinhardM> If nobody wants to hear a sentence - they have to make an agreement.!
20:09 <@ReinhardM> I put some thoughts on the wiki, https://wiki.cacert.org/Brain/CAcertInc/Committee/proposal/answers01
20:10 <@ReinhardM> And I found some cases similar to our current situation and decided by the Supreme Court of New South Wales.
20:12 <@ReinhardM> First case:  http://www.austlii.edu.au/cgi-bin/sinodisp/au/cases/nsw/NSWSC/2012/905.html?query=%221996%20NSWCA%20573%22
20:13 <@ReinhardM> The interesting part are the explanations about the Association Act and how to read the rules!
20:14 <@ReinhardM> Second Case: http://www.austlii.edu.au/cgi-bin/sinodisp/au/cases/nsw/NSWSC/2013/383.html
20:14 <@ReinhardM> The date of that decision is 2013-04-13.
20:15 <@ReinhardM> And the court gives detailed explanations especially about "dispute" and "complaint" and how to manage it.
20:16 <@ReinhardM> In short a dispute may be refeered to arbitration, a complaint MUST be managed by the board and only the board. No other option left.
20:16 <@ReinhardM> An expelled member has the right of appeal. 
20:17 <@ReinhardM> A SGM has to vote on one question: CONFIRM  the board decision OR withdraw the board decision.
20:18 <@ReinhardM> The Association Regulation Act 2010 says that this voting is done by a simple majority.
20:19 <@ReinhardM> Thew court asked: "Did the Committee fail to comply with clause 10 of the Model Constitution?"
20:19 <@ReinhardM> The answer is: 
20:19 <@ReinhardM> In my opinion, it did not. There may be a question concerning the precise scope of cl 10 of the Model Constitution. However, whatever its scope, in my opinion, it does not apply to disciplinary proceedings conducted in accordance with cl 7 of NSWRYA's Constitution. Schedule 1 to the 2009 Act draws a distinction between the resolution of disputes and the disciplining of members. It treats them as separate matters. Clause 10 must be construed against tha
20:20 <@ReinhardM> Were it otherwise, provisions in an association's constitution concerning the disciplining of members would be otiose. If the question whether a member should be disciplined were a dispute to which clause 10 applied, then it would be necessary to refer that dispute to mediation. If mediation failed, the dispute would have to be referred to arbitration. It is unclear, however, what issue could be arbitrated since the question whether a member should be 
20:20 <@ReinhardM>  It might be said that the question to be arbitrated is the question whether a member has acted in a manner prejudicial to the interests of the association. But once the arbitral tribunal made an award on that question, that award would be binding on the parties. The result would be that the question whether a member should be disciplined could never be determined by the committee or a general meeting. Clause 10 of the Model Constitution could not have
20:20 <@ReinhardM> You will find that part under "45."
20:21 <@ReinhardM> The case is of category "Principal judgment  	"
20:22 <@StefanT> It is incomplete
20:22 <@INOPIAE> I just see that there are some words missing in the last three paragraphs
20:23 <@ReinhardM> OK, I copy the stuff word by word ...
20:23 <@ReinhardM> Thew court asked: "Did the Committee fail to comply with clause 10 of the Model Constitution?"
20:23 <@ReinhardM>  The answer is: 
20:23 <@ReinhardM> In my opinion, it did not. There may be a question concerning the precise scope of cl 10 of the Model Constitution. However, whatever its scope, in my opinion, it does not apply to disciplinary proceedings conducted in accordance with cl 7 of NSWRYA's Constitution. Schedule 1 to the 2009 Act draws a distinction between the resolution of disputes and the disciplining of members.
20:23 <@ReinhardM> It treats them as separate matters. Clause 10 must be construed against that background. The disciplining of a member is concerned with whether the member should remain a member of the association.
20:23 <@ReinhardM> It is not concerned with a dispute between members or the relevant member and the association, although the existence of disputes of those types may be relevant to whether disciplinary action should be taken.
20:24 <@ReinhardM> Were it otherwise, provisions in an association's constitution concerning the disciplining of members would be otiose. If the question whether a member should be disciplined were a dispute to which clause 10 applied, then it would be necessary to refer that dispute to mediation.
20:24 <@ReinhardM> If mediation failed, the dispute would have to be referred to arbitration. It is unclear, however, what issue could be arbitrated since the question whether a member should be disciplined is a question first for the committee and then for a general meeting.
20:24 <@ReinhardM>  It might be said that the question to be arbitrated is the question whether a member has acted in a manner prejudicial to the interests of the association. But once the arbitral tribunal made an award on that question, that award would be binding on the parties. 
20:24 <@ReinhardM> The result would be that the question whether a member should be disciplined could never be determined by the committee or a general meeting. Clause 10 of the Model Constitution could not have been intended to have that effect.
20:26 <@ReinhardM> Question, can you read it now?
20:26 <@ReinhardM> sorry for the incomplete copy.
20:26 <@jmbruckner> yes its clearly readable now
20:26 <@StefanT> It is OK yet
20:28 <@ReinhardM> OK, that is the interpretation of the Supreme Court of New South Wales.
20:28 <@ReinhardM> I have to clarify that board gave Ian Grigg a lot of chances to consider his writings.
20:29 <@ReinhardM> He gave many statements which I see a clearly defamatory.
20:29 <@ReinhardM> He refused to say "SORRY".
20:30 <@ReinhardM> Defamation can not be rules by arbitration because defamation is code of crime!
20:30 <@ReinhardM> s/rules/ruled/
20:31 <@ReinhardM> He gave NO EVIDENCE of his statements. He followed by others put things upside-down.
20:31 <@ReinhardM> He MUST take the burden of proof - nobody else!
20:32 <@ReinhardM> And he failed to do so. What should I say?
20:32 <@ReinhardM> He made the claim that I - Reinhard Mutz - files him and others into a criminal filing. I NEVER DID.
20:33 <@ReinhardM> We read for several weeks a lot of wrong and false statements. The result was that I made a complaint against Ian Grigg during a board meeting.
20:34 <@ReinhardM> I used the chat.
20:34 <@ReinhardM> He says that I have to write a document. No that is not required.
20:36 <@ReinhardM> Just have a look into our statutes. It is written in rule 13(4)(b)
20:36 <@ReinhardM> the committee and the member must be given the opportunity to state their respective cases orally or in writing or in digitally signed email, or by all three, and
20:37 <@ReinhardM> One may make a complaint orally to a board member and that board member should log the complaint and ldoge it with board.
20:38 <@ReinhardM> He accused board to act along a prewritten story book. Board did not.
20:38 <@ReinhardM> Board gave him several chances to either correct or to proof his statements.
20:39 <@StefanT> I don't know about a Storybook
20:39 <@ReinhardM> And board made the final decision after studying his last email before the deadline 2016-03-20 23:59 UTC to answer.
20:40 <@ReinhardM> Currently ian Grigg is telling that a decision about his membership should be seen as a decision about the future of CAcert Incorporated.
20:40 <@ReinhardM> What is to expect from Ian Grigg in the future?
20:41 <@ReinhardM> How to interpert his tweet https://twitter.com/iang_fc/status/635625422554853377
20:42 <@ReinhardM> Or this one: https://twitter.com/iang_fc/status/635625607439740928
20:42 <@ReinhardM> The best ones always comes at last
20:42 <@ReinhardM> https://twitter.com/iang_fc/status/661333287634382848
20:43 <@ReinhardM> His words: I failed them (the audit!)
20:43 <@ReinhardM> Any association may change statutes, rules and targets. But the rules must be followed.
20:43 <@StefanT> And now he wants to prevent CAcert from Audit?
20:44 <@ReinhardM> If CAcert Incorporated wants to stop audit and so forth - this should be done by special resolution.
20:44 <@StefanT> And his Tweets are from last summer!
20:44 <@ReinhardM> Today we all are in a dangerous situation.
20:45 <@ReinhardM> We explain to interested people to work on an audit to become audit ready and get the inclusion tinto the browsers mainstream done.
20:45 <@ReinhardM> But what are the facts?
20:45 <@ReinhardM> Please allow a question: Do we act like fraudsters?
20:45 <@ReinhardM> Telling A doing B? 
20:46 <@ReinhardM> I will stop for now.
20:47 <@ReinhardM> The outcome of our todays meeting is imho that following Ian Grigg is a clear breach of the act.
20:47 <@ReinhardM> Will he force anyone of us to file into some criminal court?
20:47 <@ReinhardM> Quo vadis CAcert?
20:48 <@ReinhardM> Cui bono?
20:51 <@ReinhardM> TOPIC closed.?
20:52 <@ReinhardM> Next Topic
20:52 <@ReinhardM> 3. Business added
20:52 <@StefanT> I have to go shortly
20:52 <@ReinhardM> No business added.
20:52 <@ReinhardM> sorry, corrections: 2.3 Business added
20:52 <@ReinhardM> 3. Question Time 
20:53 <@ReinhardM> I added some wikipages
20:53 <@ReinhardM> https://wiki.cacert.org/Brain/CAcertInc/Committee/proposal/answers01
20:53 <@ReinhardM> https://wiki.cacert.org/Brain/CAcertInc/Committee/proposal/answers02
20:53 <@ReinhardM> https://wiki.cacert.org/Brain/CAcertInc/Committee/proposal/answers03
20:55 <@ReinhardM> I kindly ask all of you to study the documents carefully. And please consider the targets of CAcert Incorporated. 
20:57 <@ReinhardM> I just want to say that board is currently waiting for a decision by arbitration about the SGMs on this weekend.
20:58 <@ReinhardM> As I already wrote: I and board will accept the ruling without any questions.
21:04 <@INOPIAE> I have to head for bed now.
21:05 <@ReinhardM> OK Marcus.
21:05 <@ReinhardM> I clsoe hereby the meeting.
21:05 -!- INOPIAE [smuxi@xdsl-78-35-62-244.netcologne.de] has left #board-meeting []
21:05 <@jmbruckner> Good night!
21:05 <@ReinhardM> s/clsoe/close/
21:05 -!- jmbruckner [jmbruckner@193-81-49-202.adsl.highway.telekom.at] has left #board-meeting []
21:07 <@StefanT> Good bye