[Noisebridge-discuss] Noisebridge Executive Director

[Andy Isaacson]

On Sun, Feb 28, 2010 at 11:08:53PM -0800, Ever Falling wrote:
> and if we fail to consense
[snip 208 words of borrowing trouble]

Another one of the old founding phrases of Noisebridge is applicable
here:  Try not to solve problems before they occur.

As it stands, AFAIK we have a lame-duck executive director; if we need
anything done by the ED, Jake can do it as necessary until replaced by
the board.  If the membership decides to appoint a new ED, the board
will obviously rubber-stamp that decision (it's our primary purpose as
the board -- to rubber-stamp the decisions of the membership).

I certainly don't know for sure, because I'm not a judge or even a
lawyer, but I suspect that if the matter ever did enter a legal forum,
the ambiguity in the bylaws would lead the judge to decide that the
executive director serves until replaced; as a corporation, we can't
exist without an ED.  (Imagine trying to change your legal name and
losing the paperwork halfway through.  The courts obviously wouldn't
decide that you had no name, they'd just prolong the old one until the
paperwork was completed.)

The board should have appointed a new ED after the previous one year
term expired, but our failure as a board to do our job shouldn't prevent
the ED from doing his in the best interests of the community.

(Yes, I'm aware that there are differing opinions amongst various
members as to how to resolve the ambiguity in the bylaws.  I'm simply
stating my opinion and what I think it's most likely a court would
decide if it were to get to that point.)

-andy