[cabf_governance] Bylaws WG Charter

Ben Wilson ben.wilson at digicert.com
Fri Sep 14 09:46:38 MST 2018

See the proposal below:


Ballot FORUM-__: Establish Bylaws Working Group


Purpose of Ballot

The CA/Browser Forum is engaged in an ongoing process to update and revise
its bylaws.  This work is expected to continue indefinitely as a necessary
aspect of any living organization.  This ballot would establish a working
group chartered to help ensure that the Bylaws continue to meet the needs of
the Forum, its Members, and Interested Parties. 


The following motion has been proposed by Ben Wilson of DigiCert and
endorsed by _____  of _____ and _____ of  ______.




Establish Bylaws Working Group


Upon approval of the CAB Forum by ballot in accordance with section 5.3 of
the Bylaws, the Bylaws Working Group ("BWG") is created to perform the
activities as specified in this Charter, subject to the terms and conditions
of the CA/Browser Forum Bylaws and Intellectual Property Rights (IPR)
Policy, as such documents may change from time to time. The definitions
found in the Forum's Bylaws shall apply to capitalized terms in this



The authorized scope of the Bylaws Working Group shall be to draft, discuss,
evaluate, recommend and present-to the Forum at large-proposals and ballots
to amend to the Bylaws.


Out of Scope

The following items are considered out of scope for the Working Group under
this charter:

*	The BWG shall not create Final Guidelines or Final Maintenance
Guidelines as defined in the Bylaws and IPR Policy.
*	The BWG shall not impose other requirements upon the rest of the


Anticipated End Date

Given that a current and well-worded set of bylaws is vital to any active
organization,  the BWG is chartered without a specific end date. However,
the BWG may be dissolved at any time through a Forum ballot, as specified in
the Bylaws, section 5.3.2c.


Personnel and Participation

Initial Chairs and Contacts         

The proposer of the ballot, Ben Wilson, will act as chair of the BWG until
the first Working Group Teleconference, at which time the group will select
a chair and vice-chair either through election or acclamation of those
present. The chair and vice-chair will serve two-year terms, the first of
which will start upon their election and run through 31 October 2020.


Members Eligible to Participate

The BWG welcomes the participation of any Member organization of the Forum
Plenary interested in this work, and also invites Interested Parties and
Associate Members as defined in the Bylaws to participate in its meetings
and work.  Membership or participation in the BWG does not alone qualify a
participant for Forum membership.


Membership Declaration

Member organizations of the Forum that choose to participate in the BWG may
declare their participation and must do so prior to participating, in
accordance with the IPR agreements of the Forum. The Chair of the BWG shall
establish a list for declarations of participation and manage it in
accordance with the Bylaws and the IPR requirements documents.


Voting and Voting Structure

Voting shall not be conducted pursuant to Section 2.3 of the Bylaws, but
shall be informal with a desire that they be consensus-based. Where broad
consensus cannot be reached, then recommendations to the Forum at large
shall be made by simple majority and voting shall be egalitarian based on
voting membership in the Forum, and all Members shall vote together as a
single class, with one vote granted to each Member organization. Decisions
of the BWG shall be adopted if the number of votes cast meets Quorum, and
the number of votes in favor exceeds 50% of the votes cast. Quorum is
defined as the larger of 3 or the average number of Member organizations
that have participated in the last three BWG Meetings or Teleconferences
(not counting subcommittee meetings thereof). For transition purposes, if
three meetings have not yet occurred, quorum is three (3). 


Summary of Major WG Deliverables and Guidelines

The deliverables of the BWG are defined in the Scope section above. 


Primary Means of Communication

The BWG will communicate primarily through listserv-based email, and shall
conduct periodic calls or face-to-face meetings as needed.


IPR Policy

As with all Forum Working Group activity, the CA/Browser Forum Intellectual
Rights Policy v1.3 or later shall apply to all activities and work of the




The procedure for approval of this ballot is as follows:

Discussion Period (7 days):

            Start Time: _____ 2018 at 0900 UTC 

            End Time: _____ 2018 at 0800 UTC

Vote for Approval (7 days):

            Start Time: _______ at 0900 UTC

            End Time: _______ at 0900 UTC



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