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PASS: Time to Change the By-Laws

Yesterday Bill Graziano announced the appointment of two Directors (Kendal Van Dyke and James Rowland-Jones) to fill vacancies on the PASS Board (one vacated by me as of Dec 31st, and one vacated by Douglas McDowell moving into the VP Finance position).

I am unhappy with that decision.

The current by-laws allow the Board to elect whoever they want to vacancies by a majority vote. Historically – going back at least to 2008 when I was elected and Tom LaRock was appointed, the Board has taken the person from the most recent election with the next highest votes. I’ve always felt that it was fair and transparent to do that. Those candidates expressed an interest in running for the Board, they were vetted by the Nominating Committee, and the community has ranked them by voting.

Here are the final numbers from the 2011 election:

1. Adam Jorgensen – 1,026
2. Denise McInerney – 990
3. Rob Farley – 958
4. Sri Sridharan – 781
5. Kendal Van Dyke – 762
6. Geoff Hiten – 526

Using the previous formula I fully expected Sri Sridharan and Kendal Van Dyke to be appointed. The Board opted to do something different. Fully within it’s power to do so, but why? The post noted above provides a basic explanation, that they picked the two “best” candidates based on a variety of considerations, one of which was a desire to do more internationally.

For those who don’t know the background back in August 2011 the Board voted to add three non-voting seats to the Board and appoint three international Directors (James Rowland-Jones, Rob Farley, and Raoll Illyes). Rob Farley decided he would like to be able to vote, so he ran for election and as you can see above,came in #3,earning a voting seat at the table. James Rowland-Jones did not run for election. He could have. So we have a situation where the Board wants to do more internationally, has Rob on the Board as a voting member and two more non-voting international members (James and Raoul Illyes). If the desired outcome was to give James a vote, there were two ways to do that:

  • Re-appoint him to the Board in a voting capacity. The Board has the ability within the by-laws to expand the board and could do so. Clean and elegant in my mind.
  • Or, appoint him to one of the two vacant seats and by doing so, break with the method we’ve used for the last few years.

Either way he will have to stand for election in 2012, and win or lose on his merits. Enough on that.

The real question is why not do the first option? Why not appoint Sri and Kendal to the two vacancies and convert James to a voting seat? Tradition satisfied, no net change to the number of seats on the Board (or to the budget), no chance of a public uproar. Why not do that? We don’t – and won’t – know, because it was covered in NDA session, and the public explanation doesn’t really explain. Members can take the decision at face value, or perhaps infer that Sri had some flaw that shouldn’t be discussed publicly. Transparency could damage, so does secrecy.

I could go on. I could make some guesses, perhaps pretty good ones. But I don’t think that takes us anywhere.

We’re stuck with what appears to me to be a deliberate decision to exclude Sri, a good guy who has done a lot for the SQL community. I think about how it must feel to be excluded. I think about how hard it will be for him to get up each day energized about working on SQLRally. I grieve for a friend that has been publicly wounded, the second time in as many years that situation has happened. Is that the cost of offering to participate?

What can be done?

I’d like to see the Board appoint Sri to the non-voting seat vacated by James. I’d like to see the Board change the by-laws to require the selection of nominees in rank order from the most recent election. I hope that both happen. Of the two, the latter is far more important to the health of the organization. If you agree with me sign this petition requesting that the Board change the by-laws.

I’m writing about this because I care. I respect the right of the Board to make decisions, even unpopular ones, but those don’t happen in a vacuum and they take more than a blog post to justify.


I'm Andy Warren, currently a SQL Server trainer with End to End Training. Over the past few years I've been a developer, DBA, and IT Director. I was one of the original founders of SQLServerCentral.com and helped grow that community from zero to about 300k members before deciding to move on to other ventures.


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