Proposal to Repeal Bylaw II.2.7
The ESIP Federation’s governance documents – a Constitution and Bylaws – reflect a time when partner participation in the ESIP Federation was compulsory. At the beginning, ESIP Federation partners were concerned about the organization’s ability to require individual members to do things that might not be good for individual partners. In particular, the founding partners were mandated to create a System-Wide Interoperability Layer (SWIL) to ensure that there was some degree of interoperability among the partners. To respond to this view and the potential for new imposed requirements, a provision was adopted by the Assembly in its original Bylaws that required unanimous consent of the Assembly for anything compulsory to ESIP Federation partners. One unintended consequence of this provision has been the ESIP Federation’s inability (or unwillingness) to adopt governance changes that would result in a stronger, sustainable organization.
The ESIP Federation’s ability to conduct business in recent years has been hampered by its inability to achieve a quorum at in-person business meetings. This occurs despite increased attendance at ESIP Federation meetings during the corresponding period. After thorough examination by the Constitution and Bylaws Committees, a number of governance provisions and other factors were identified that are believed to contribute to the quorum problem.
Case for Making Changes
During the early years of the organization, partner participation in the business of the ESIP Federation was a contingency of their NASA project funding. As a result, participation rates in ESIP Federation business were high and quorums were established easily. As the ESIP Federation evolved, the partner base diversified beyond NASA-funded projects. Additionally, the original projects (and their funding) ran their course and many partner organizations chose not to continue their involvement with the ESIP Federation. Further, business meetings that were once held semi-annually are held annually in recent years. Organizations that chose to be inactive remain on the membership rolls, though the only contribute to a quorum count if they have participated in one of the last two business meetings. The diversity of the ESIP Federation has fueled its growth and sustainability. Partner participation has become strictly voluntary – no longer compelled by a sponsoring agency to remain as partners.
Membership organizations thrive when there are minimum basic requirements for membership. While the ESIP Federation has a strict review for new partnership applications, there are no similar requirements for maintaining membership in the ESIP Federation. Bylaw II.2.7 makes it difficult to impose any requirement on a partner without unanimous consent.
Repeal Bylaw II.2.7 – Resolutions may not be made binding on any ESIP if they would lead to specific obligations on that ESIP without its specific agreement. All binding resolutions shall be by unanimous consent of the entire Assembly. If unanimous consent on a particular course of action cannot be achieved, then the Assembly may either explicitly endorse multiple alternatives, or may "demote" the resolution to non-binding status.