The Community Oversight Committee (COC) was previously the structure that was responsible for adding and removing the Directors of the board of Open Source Matters, Inc.
After the COC structure dissolved earlier this year, we started investigating various options for the election of new board members. During that time, we discovered a requirement in local state law, specifying that our organisation-type have Members.
We obtained legal advice from the Software Freedom Law Center (SFLC), on what options would be best in the short-term, while bigger longer-term questions on organisational structure were still being looked at.
Based on the legal advice, the board voted on, and approved the following Motion:
"Following a change in our structure from a Type B organisation to a type C organisation in 2010, Open Source Matters, Inc. will now become a membership organisation in order to fulfill our obligations under New York Non Profit Corporation Law. We, the current Board of Directors have discussed the details of such a change and have instructed Mr Paul Orwig to work with our legal counsel in order to draft the required amendments in the By-Laws. We also agree that all current Directors will be qualified to become members."
With the help of our counsel, we are now finalizing the short-term changes to our bylaws that would fulfill our obligations under state law, and hope to vote on this within the next few weeks.
This step needs to be completed before we will be adding any new board directors.