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Re: PostgreSQL Europe statutes : FREEZE

From: damien clochard <damien(at)dalibo(dot)info>
To: pgeu-general(at)postgresql(dot)org
Subject: Re: PostgreSQL Europe statutes : FREEZE
Date: 2008-02-17 23:53:13
Message-ID: 200802180053.14039.damien@dalibo.info (view raw or flat)
Thread:
Lists: pgeu-general
On Sunday 17 February 2008 22:08:31 Oliver Elphick wrote:
> On Sun, 2008-02-17 at 19:16 +0100, damien clochard wrote:
> > Ok the final version is here.
> >
> > http://wiki.postgresqlfr.org/doku.php/pgeu:statutes
> >
> > Please take some time to read it and send any modification or typo before
> > wednesday 20th. I'll do the french translation this week.
>
> Is the document's definitive text to be in English or in French?
>

The two versions will remain, but only the french version will be legally 
binding. Anyone that wants to translate the statutes in another language is 
more than welcome !

> There are quite a lot of alterations that need to be made to the
> English.  Some are minor points of grammar or spelling; but in some
> places the English doesn't make sense:
>

Thanks for your time and explanations ! 

By the way this document is a wiki page, do not fear to click on the 
mighty "edit" button. ;-)

>
> Article 6:
>
> Split the third reason into non-payment and some serious reason.
>
> Should not exclusion for non-payment be automatic?  Why should it need a
> board decision?
>

Actually this is my mistake, non-payment is no more a reason of exclusion as 
it has been decide that no membership fee is required.


> The article refers to "represented" members, but does not state how
> representatives are to be appointed or authorised.
>

This is a detail imho. The statutes doesn't have to set in stone every single 
mechanism of voting. The board of directors will edit the rules of each 
elections. This is how we worked for the first election that will happen @ 
FOSDEM : the statutes  define the "guidelines" of the elections while details 
are specified in another thread ( check out : 
http://www.pgug.eu/election.txt )


> "It allows all acquisitions, disposals rental and contracts of all kinds
> to intervene between the association and individuals or legal entities,
> of public or private right."  This is meaningless in English and I can't
> guess what you meant.  Please explain what it is supposed to mean (or
> write it in French).
>

i meant that the Board of Directors has to approve any contract signed between 
the association and another entity ( person, company , whatever )

French version would be :

il autorise toutes acquisitions, aliénations ou locations immobilières ainsi 
que les contrats de toute sorte à intervenir entre l’association et des 
personnes physiques ou des personnes morales, de droit public ou de droit 
privé. 

I modified the statutes and tried to make this sentence more simple. 

>
> "If the act or service on behalf of the association is paid, it can lead
> to retribution, the association in this case being the sole beneficiary
> authorized, in the person of its treasurer."  I am not clear what this
> means.  "Retribution" means "punishment", which seems unlikely.  Perhaps
> you mean to say: "If an act or service on behalf of the association is
> paid, any monies received must be paid to the Treasurer, who is the sole
> person authorised to receive money for the association."
>

You understood correctly my bad english :-) 
This idea is to explicitly avoid the possibility for a member to get paid for 
PostgreSQL related services in the name of the association.


>
> Article 15:
>
> This is titled "Governing Law", but Article 1 says that the association
> is governed by French law.  Is this article redundant? or does it even
> conflict with article 1?  If it relates to dealings with other persons
> by contract, this is a matter that is usually defined by the contract.
>

You're right. My first intention was to write statutes so that we can move the 
association in another country if needed. After further research it appears 
that a french association *must* be located in France and cannot be placed 
under another governing law.  

Based on the fact that citizen of European Community are allowed to move 
freely from a country to another, i thought it was the same for legal 
entities such as this association. i was way too optimistic :) 

If we want to move PostgreSQL Europe outside of France  we'll have to write 
new statutes.

I proposed to remove totally the article 15 as it is redundant. If any of you 
has objection to this, let me know.

-- 
damien clochard
http://dalibo.org | http://dalibo.com

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