Member Section Activity Policy (2.3)
1.0 Role of the Member Sections within OASIS
The OASIS Member Section Policy governs the formation, structure and activities of a Member Section as described in the OASIS Bylaws. A Member Section may be created:
- a) To support one or more OASIS Technical Committees through coordination and/or funding of activities.
- b) To enable existing organizations or initiatives to become part of OASIS, while maintaining their identity and governance through the Member Section Steering Committee.
- c) When a collection of OASIS Members recognize a particular need or common goal and are willing to commit to work on that need over an extended period.
This Policy applies to all members of OASIS. The OASIS Board of Directors may amend this Policy at any time in its sole discretion.
- “Eligible Person” shall have the meaning defined for such term by the OASIS Technical Committee Process.
- “Member Section” An OASIS Member Section (MS) is an organizational structure as provided in the OASIS Bylaws (Article 12, Section 3), to focus on particular structured information standards, or families of standards, that may be or may become the subject of one or more Technical Committees.
- “Member Section Funds” are funds that are used by the Member Section to support Member Section activities.
- “Member Section Member” is an Eligible Person who is either an Individual Member Section Supporting Entity or an employee or designee of an organizational Member Section Supporting Entity, who subscribes to the Member Section email list (Roster) as a Member, and participates in Member Section list discussions as described in Section 3.6, “Activities of the Member Section Members”.
- “Member Section Observer” is an Eligible Person who subscribes to the Member Section email list (Roster) as an Observer, and is not allowed to participate in Member Section email list discussions, or vote in Member Section Steering Committee elections.
- “Member Section Qualified Elector” is a Member Section Member who has voting rights in the Member Section. The process for gaining voting rights in a specific Member Section is defined in that Member Section’s Rules of Procedure.
- “Member Section Steering Committee” is a group of Member Section Members who govern that Member Section as described in Section 3.5, “Activities of a Member Section Steering Committee”.
- “Member Section Steering Committee Special Majority Vote” is a Member Section Steering Committee vote in which at least 2/3 (two thirds) of the Steering Committee vote “yes”. This is based on the total number of Eligible Persons on that Steering Committee, regardless of the number of Member Section Steering Committee members present in the meeting. Abstentions are not counted. For example, in a Member Section Steering Committee in which there are 9 Eligible Persons Members, at least 6 Voting Members must vote “yes” for a motion to pass.
- “Member Section Subcommittee” means any subcommittee created by a Member Section Steering Committee pursuant to this Policy under Section 5.6, “Member Section Subcommittees”.
- “Member Section Supporting Entity” is an OASIS Organizational Member or Individual Member who has joined (by notifying OASIS Member Services) a Member Section.
- “Rules of Procedure” or “ROP” are the set of rules specific for each Member Section that define the makeup and election process for the Member Section Steering Committee, and other matters required or permitted by this Policy and the Bylaws. The Rules of Procedure must be approved by the OASIS Board before formation of the Member Section, and may be amended as provided in this Policy.
- “Special Majority Vote of the TC” shall have the meaning defined for the term “Special Majority Vote” by the OASIS Technical Committee Process.
- “Technical Committee” or “TC” shall have the meaning defined for such term by the OASIS Technical Committee Process.
- “Technical Committee Affiliated with a Member Section” or “Affiliated TC” is a TC that has become affiliated with a single Member Section according to the process described in Section 6, “Technical Process, Management, Reporting”.
- “Uncommitted Member Section Funds” are Member Section Funds that (i) were approved for funding expenditures in the current budget year but not incurred as budgeted; or (ii) available for funding expenditures in the following budget year but without an approved budget (or approved forecast/plan to use them). The OASIS financial staff identifies such funds for further review by the OASIS Board.
3.0 Structure & Activities of the Member Section
3.1 Structure of a Member Section
A Member Section (MS) is comprised of a Steering Committee, at least three Member Section Supporting Entities who are OASIS Organizational Members, Member Section Members and zero or more Affiliated TCs, each as defined in this Policy. A Member Section is initially formed with no TCs. Both existing TCs and new TCs may become affiliated with a Member Section (see Section 6, “Technical Process, Management, Reporting” of this Policy).
A Member Section is not required to have Member Section Funds.
3.2 Formation of a Member Section
A Member Section may be created by submitting for OASIS Board approval a proposed Rules of Procedure. The ROP must specify:
- (a) The name of the Member Section — Member Section names may not contain trademarks not owned by OASIS, and may not be confusing with other OASIS Member Section names or TC Names not affiliated with the Member Section.
- (b) The Member Section statement of work – This is the planned general area of work to be addressed by TCs that affiliate with this Member Section.
- (c) The rules for electing new Steering Committee Members – This includes any restrictions on who may be a member of the Steering Committee. This section must specify how the Steering Committee is constituted from any combination of the following choices:
- at-large positions determined by elections among all the Qualified Electors;
- TC representatives determined using open elections within each TC affiliated with the Member Section;
- designated positions reserved for representatives chosen by specific industry associations; or
- designated positions reserved for representatives from a specific constituency elected through an open process.
This section also must define the length of term of those on the Steering Committee (either one-year or two-year terms) and which portion of the Steering Committee members are elected in annual elections (for one-year terms all elected positions are elected for one-year terms, or for two-year terms approximately half of the elected positions are elected for two-year terms). Vacancies for elected seats on the Steering Committee must be filled by special election if the newly elected member will serve for at least six months, otherwise the position will remain vacant until the next annual election. All members of the Steering Committee must be and remain members of the Member Section, in order to be elected and serve. The election of open seats on the Steering Committee shall be conducted using Single Transferable Voting (which is a ranked voting method). The RoP must also specify who is allowed to cast a ballot (e.g. who can be a Member Section Qualified Elector), and how a Qualified Elector is designated.
- (d) The initial makeup of the Member Section Steering Committee – The Steering Committee must consist of an odd number of committee members (minimum 3). This section of the ROP will state the initial terms of the designated Steering Committee members, either all for one year terms, or maximum two year terms (with approximately half for two years and the remaining for one year), until elections are held.
- (e) The process for changing the number of Steering Committee members – The ROP must include provisions for expanding and contracting the number of Steering Committee Members during the life cycle of the Member Section. The Steering Committee must consist of an odd number of committee members (minimum 3), unless a vacancy exists for less than six months.
- (f) The funding model (if any) for the Member Section – Member Sections optionally may propose in their ROP that a portion of dues paid by Member Section Supporting Entities be available as Member Section Funds. The uses and expenditures of such funds must be in accordance with the rules prescribed in this Policy. If dues allocation is proposed for this Member Section, the proposers of the Member Section must provide a budget and work with OASIS Staff to create an analysis of the financial impact of dues allocation on the OASIS general fund in advance of the OASIS Board’s approval of the ROP, in order to help the OASIS Board make an informed decision. Further, the Member Section must have an approved annual budget that shows how Member Section Funds collected from all sources are used to further Member Section goals.
Member Section Funds come from a variety of sources such as:
- a percentage of the income from OASIS membership dues paid by the Member Section Supporting Entities, allocated over the term of the membership;
- a percentage of the income from OASIS sponsorship fees for sponsoring the Member Section website, allocated over the term of the membership;
- grants of funds from OASIS Members or other funding sources for work that is in alignment with the scope of that Member Section;
- revenue from events conducted by the Member Section; and
- (in the case of acquisition of another organization by OASIS) any funds it may have previously held as a separate organization.
In those Member Sections that accept dues allocations, Member Section Supporting Entities will have a portion of their OASIS Membership dues allocated to the Member Section as described above.
- (g) Any provisions that apply to affiliated OASIS Technical Committees – The ROP must specify (i) the allowable IPR Modes and Languages to be included in Charters of Affiliated TCs, and (ii) any Member Section-wide TC Charter requirements as specified in Section 6, “Technical Process, Management, Reporting”.
- (h) Any other provisions – The ROP may specify additional provisions that are not prohibited by this policy.
The proposers must review their ROP and financial justification (if applicable) with OASIS Staff. Once the RoP meets the requirements of this section, OASIS management will submit the ROP to the OASIS Board, before the next regularly scheduled OASIS Board meeting, for approval by the OASIS Board.
Once the ROP is approved by the OASIS Board, the Member Section is created, and new TCs which are to be affiliated with the Member Section may be created and/or existing OASIS TCs may choose to become affiliated with the Member Section.
3.3 Closure of a Member Section
When all TCs in a MS have completed their deliverables and no new work is planned to be chartered, the Steering Committee may vote to dissolve the Member Section. If at the time of any Steering Committee election there are less than three (3) Qualified Electors of the Member Section, the Member Section may be dissolved by the OASIS Board. If a Member Section is unable to maintain a minimum of three (3) members to serve on the Steering Committee, the Member Section must be closed. Closure may occur by a majority vote of the remaining members of the Steering Committee or by resolution of the OASIS Board if the Member Steering Committee is unable to act. Any Member Section Funds which exist at the time of closure shall be transferred to OASIS Net Assets. The balance of any unrecognized income will revert back to the OASIS General Operating Fund.
3.4 Removal of a Member Section Steering Committee Member
Member Section Steering Committee Members may be removed by vote of two-thirds (2/3) of the votes cast by the Member Section Qualified Electors in an electronic ballot. A Steering Committee Member may also be removed by resolution of the OASIS Board.
3.5 Activities of a Member Section Steering Committee
The following are activities of the Member Section Steering Committee:
- (a) Must maintain a Rules of Procedure (ROP) document for the Member Section (as defined in Section 3.2, “Formation of a Member Section”).
- (b) Must vote on the affiliation of any Technical Committee requesting to be affiliated with the Member Section.
- (c) Must provide spokesperson(s) for press/analyst briefings, as coordinated by OASIS staff.
- (d) (if the Member Section retains Member Section Funds) Must provide quarterly reports to OASIS management and to the Member Section Members on the actual and planned activities and expenses of the Member Section.
- (e) (if the Member Section retains Member Section Funds) Must establish and maintain budgets and priorities for the disbursement of Member Section Funds. If there is a material change to the Member Section’s financial outlook during the year, the Steering Committee shall review and update (in consultation with OASIS management) the plans accordingly (see Section 8, “Financial and Management Reporting”).
In addition, the Steering Committee:
- (f) May create and maintain content for Member Section website (if such exists), either using volunteers or external resource paid for by Member Section Funds (if available).
- (g) If Member Section Funds are retained, must direct the use of such funds as approved and administered by OASIS management, including but not limited to the following expense categories:
- Outside contractors;
- Printing and design of collateral materials;
- Conference participation;
- Travel expenses for OASIS staff conducting work on behalf of the Member Section, pre-approved by the Member Section Steering Committee;
- Dedicated IT and infrastructure costs;
- Dedicated technical resources;
- Professional fees specific to Member Section activities; and
- OASIS memberships and other payments specific to the Member Section.
3.6 Activities of the Member Section Members
The following are the activities that the Members of a Member Section engage in:
- (a) Vote in the election of Steering Committee Members (Qualified Electors only);
- (b) Discuss and provide feedback on the overall direction and program of work of the Member Section activities; and
- (c) Provide feedback to the Member Section Steering Committee on plans and decisions that the Steering Committee makes.
3.7 Activities of Affiliated Technical Committees
The Technical Committees that are affiliated with a Member Section are governed by the same set of policies that govern all OASIS TCs. See Section 6, “Technical Process, Management, Reporting” for details on affiliated Technical Committees.
4.0 Membership Model
4.1 OASIS Members are eligible to participate in any OASIS Technical Committee without prejudice or preference, regardless of (a) their designation as a Member Section Supporting Entity; or (b) whether the TC is affiliated with an OASIS Member Section.
4.2 OASIS Members may join a Member Section as a Supporting Entity at any time; however, a Member Section Supporting Entity may only withdraw from selected Member Section(s) by notification to OASIS Member Services:
- (for Member Sections electing membership dues allocation) after at least 12 months of financial participation in the Member Section; or
- (for Member Sections with no membership dues allocation) at any time.
4.3 Any allocation percentage of membership dues from Member Section Supporting Entities will be specified in that Member Section’s Rules of Procedure, subject to an annually agreed-upon budget approved by OASIS management and the OASIS Member Section Steering Committee during the annual budgeting process.
4.4 When an OASIS Member becomes a Supporting Entity of more than one OASIS Member Section (and more than one of these Member Sections has dues allocation to support their Member Section activities), the funding portion of that member’s dues will be distributed proportionally among all such Member Sections, based on the allocation percentage of each Member Section (as defined in that Member Section’s ROP).
4.5 All Member Section income and expenses will be tracked and managed in OASIS accounts. The portion of the funds designated for use by OASIS Member Sections will be tracked and managed by OASIS and will be subject to prior approval by OASIS management.
5.1 Governing Policies
Member Sections will operate in accordance with the OASIS Bylaws, their approved Rules of Procedure, and any other applicable OASIS policies, procedures, and guidelines. Once a Member Section Steering Committee is established at OASIS, it may modify its Member Section Rules of Procedure, subject to approval by the OASIS Board.
5.2 Member Section Steering Committees
Members of a Member Section Steering Committee must, at all times, be current eligible OASIS Members as well as Member Section Members. The manner in which Member Section Steering Committees are formed will be defined in each Member Section’s Rules of Procedure. The existing Steering Committee will conduct the election in an open, accountable manner, with oversight by OASIS Staff.
5.3 Qualified Electors within a Member Section
Voting in Member Section Steering Committee elections is restricted to Member Section Qualified Electors. Unless specified otherwise by the Member Section Rules of Procedure, the Member Section Qualified Elector will be the Supporting Entity’s Primary Representative unless the Primary Representative designates an alternate representative from the same Supporting Entity as the Primary Representative who is making the designation. Voting in any other elections, ballots, or votes that may be held by the Member Section is similarly restricted to Member Section Qualified Electors.
5.4 Steering Committee Operation
The Member Section Steering Committee will elect its own Chair, and set its own meeting schedule and agenda. A Vice-Chair may be elected to chair meetings in the absence of the Chair, or to succeed the Chair if that person becomes unable to fulfill his or her duties. A Steering Committee may elect a Treasurer from amongst its members. The Steering Committee Chair will be the primary point of contact for financial reporting and spending authorization, unless the Steering Committee has designated a Treasurer to fulfill this role.
The Steering Committee should conduct its meetings according to the precepts of Roberts Rules of Order. All members of the Steering Committee shall have voting rights within the Steering Committee.
5.5 Steering Committee Financial Responsibility
The Member Section Steering Committee will direct the expenditure of Member Section Funds (if available) to advance the mission of the Member Section. Expenditure of such funds is managed through an approved budget process, as described in Section 9. The Member Section Steering Committee may not sign contracts or execute legal papers; however, they may select and recommend consultants and contractors to be engaged by OASIS management. The Member Section may not engage in any activity that might jeopardize OASIS’ status as a tax-exempt organization.
5.6 Member Section Subcommittees
The Member Section Steering Committee may, by resolution, establish one or more subcommittees of the Member Section to perform or advise the Member Section regarding any function that the Member Section or its Steering Committee is permitted to perform. The duration, membership, chair (and optionally co-chair) and scope of a Member Section Subcommittee shall be set or provided for, and may be amended from time to time, by the Member Section Steering Committee; and shall be posted on the Member Section’s website as the Subcommittee’s charter. Members of any Member Section Subcommittee must, at all times, be current Eligible Persons.
Each Member Section Subcommittee shall conduct its meetings according to the precepts of Roberts Rules of Order, Newly Revised and this Policy. All members of a Member Section Subcommittee shall have voting rights within that Subcommittee.
A Member Section Subcommittee also may be established by the Rules of Procedure; thereafter, its duration, membership, chair (and optionally co-chair) and scope may be provided for, and amended from time to time, by the Member Section Steering Committee.
The official copies of all resources of each Member Section, its Steering Committee and each Member Section Subcommittee, including web pages, documents, email lists and any other records of discussions, must be located only on facilities designated by OASIS. None of the above may conduct official business or technical discussions, store documents, or host web pages on servers or systems not designated by OASIS.
All web pages, documents, ballot results and email archives of the Member Section Steering Committee shall be visible to all OASIS Members; the Steering Committee may further decide to make such Steering Committee records visible to the public. All web pages, documents, ballot results and email archives of the Member Section and each Member Section Subcommittee shall be visible to the public; however, upon the request of the Member Section Steering Committee, the OASIS Board may designate that the resources of a specific Member Section Subcommittee shall be visible only to all OASIS Members. Any OASIS member should be able to post email to the official lists of the Member Section, its Steering Committee and each Member Section Subcommittee.
6.0 Technical Process, Management, Reporting
6.1 The OASIS TC Administrator will oversee all work done under the OASIS Technical Committee Process for TCs affiliated with the Member Section in the same manner and service it provides to the rest of OASIS and other similarly established OASIS Member Sections.
6.2 Technical Committees affiliated with a Member Section will abide by the OASIS Technical Committee Process and all other OASIS Policies and Bylaws.
6.3 OASIS TCs may become affiliated with at most one Member Section.
6.4 The Member Section Steering Committee will be given the opportunity to review the TC’s proposed charter, and may approve the new TC’s affiliation with the Member Section by a Member Section Steering Committee Special Majority Vote.
6.5 Existing TCs, formed prior to the existence of a Member Section or not initially affiliated with a Member Section, may apply for such affiliation if a Special Majority Vote of the TC to affiliate the existing TC passes. Such affiliation must then also be approved by a Member Section Steering Committee Special Majority Vote.
6.6 A Technical Committee approved to be affiliated with a Member Section may use a name associated with that Member Section as part of the TC’s name, which is specified in the TC Charter. OASIS TCs that are not approved for affiliation with a Member Section by that Member Section’s Steering Committee may not use the Member Section’s name or any name that could be confused with the Member Section’s name.
6.7 A TC affiliated with a Member Section may choose to become unaffiliated with that Member Section by a Special Majority Vote of the TC. The MS Steering Committee may vote to terminate the affiliation of a TC for any reason at any time by a Member Section Steering Committee Special-Majority Vote. A TC that becomes unaffiliated with a Member Section must change the TC Name if that TC Name included the previously affiliated Member Section’s name or abbreviation of the Member Section’s name.
6.8 Additional TC requirements (as listed in this section) may be specified within a Member Section Rules of Procedure for inclusion within a TC’s Charter by Technical Committees affiliated with a Member Section, as long as they do not conflict with requirements of the OASIS Technical Committee Process, the Bylaws of OASIS or other policies adopted by the OASIS Board. The following are optional requirements that may be specified by the Member Section for inclusion within all affiliated Technical Committee charters:
- The IPR Mode of the affiliated TC
- The Language of choice of the affiliated TC
6.9 OASIS staff provides a central review for all Technical Committee work, including TCs affiliated with a Member Section, to identify potential conflicts or overlap with other committees or standards bodies, and to help build liaisons as appropriate. Any liaisons established must conform to the published OASIS Liaison Policy. The Member Section may be responsible for coordinating the work among the TCs affiliated with their Member Section, if so specified in its ROP.
6.10 Member Section Rules of Procedure may include a requirement whereby the Member Section Steering Committee must vote (by a simple majority vote or by Member Section Steering Committee Special-Majority Vote) to allow an affiliated TC to vote on a Committee Specification submittal for approval as an OASIS Standard.
6.11 Member Section Rules of Procedure may include a requirement whereby the Member Section Steering Committee must approve (by a simple majority vote or by Member Section Steering Committee Special-Majority Vote) an affiliated TC’s request for submission of an OASIS Standard to another organization according to the OASIS Liaison Policy.
7.0 Staff Services
OASIS will provide the following services for the OASIS Member Sections in the same manner and service it provides to the rest of OASIS without preference or prejudice.
7.1 Web Hosting & Maintenance
7.1.1 OASIS will provide web hosting services for the OASIS Member Sections’ web sites.
7.1.2 OASIS will provide services for mail list hosting, on-line collaboration, document management and related services, and back up of all web and email data.
7.2 Membership Services
Membership services include, but are not limited to,
- managing acceptance and processing of membership agreements,
- creation and maintenance of the OASIS Member Section membership database,
- recruiting and expanding participation from both within the Consortium and externally, and
- provision of membership renewal services, web forms and technology to enable online membership application.
7.3 Accounting Services
7.3.1 Accounting services include, but are not limited to,
- processing member invoices and collection of all member payments,
- acceptance of online and manual credit card payments, checks and wire transfers made payable to OASIS, and
- revenue projections and reporting.
7.3.2 OASIS will approve and issue payments on behalf of the OASIS Member Section for expenses authorized and requested by the OASIS Member Section Steering Committee. The OASIS Member Section Steering Committee chair will be the primary point-of-contact for reporting and requesting payment unless the Steering Committee has designated a Treasurer to fulfill this role.
7.3.3 OASIS management will provide revenue projections, budgeting, and reporting to assist the Steering Committee to determine their funds available for expenditure.
7.3.4 All OASIS accounting records pertaining to the individual OASIS Member Section will be available for inspection by the OASIS Member Section Steering Committee.
7.4 Marketing and Public Relations Services
7.4.1 OASIS marketing and public relations support services include, but are not limited to,
- announcement of the formation of the OASIS Member Section,
- efforts to enlarge the media pool to address the needs of the OASIS Member Section,
- coordination of conference presentations by OASIS Member Section representatives,
- analyst briefings,
- coverage of activities in OASIS e-newsletters and Information Channels (Cover Pages and XML.org), and
- public announcements of new Technical Committee formations and milestones as appropriate.
7.4.2 The cost of marketing and promotional activities specific to the OASIS Member Sections will be paid from OASIS Member Section Funds (if any). This may include the attendance or participation of OASIS staff at an OASIS Member Section specific event, with such funds disbursement approved in advance by the Member Section Steering Committee.
7.4.3 Marketing of any Member Section brand and other marketing activities of the OASIS Member Section will be managed by the Member Section Steering Committee and funded from the OASIS Member Section Funds (if any) with input and oversight from OASIS management. Public relations for the OASIS Member Sections will be conducted in accordance with OASIS practices and policies, including the OASIS Media Relations Policy.
8.0 Financial and Management Reporting
8.1 For those Member Sections retaining Member Section Funds, OASIS management will provide monthly financial statements to the Steering Committee Chair to support the management and operation of the OASIS Member Sections.
8.2 The OASIS Member Section Steering Committees will provide quarterly management reports on the actual and planned activities and expenses to OASIS management, including business reports, communications, and budget and activity forecasts as required by OASIS management as part of the normal course of business. The Member Section reports must be submitted before the end of the month following the recently completed quarter. These Member Section quarterly reports must also be posted to the designated document folders accessible to all Member Section Members or Observers.
9.0 Annual, Budget and Ad Hoc Reviews
9.1. All activities of the OASIS Member Sections, available Member Section Funds and projected income and expenses will be reviewed during the annual budgeting process by OASIS management and the OASIS Member Section Steering Committee to determine the proposed budget. All funds allocation percentages must be agreed upon by the Member Section and OASIS management.
9.2. Each Member Section retaining Member Section Funds is required to prepare a proposed budget each year for the following calendar year. This proposed budget must be submitted prior to December 1 of each year to OASIS Management for inclusion in the organizational budget, for approval by the OASIS Board. This approved budget shall be distributed to each Member Section Steering Committee.
9.3 If a Member Section does not expend its Member Section Funds according to its approved budget in the current year, or does not submit a draft expense budget for the next year according to Section 9.2 above, the OASIS Board may reduce or stop the allocation of membership dues to that Member Section until an acceptable spending plan is received and approved by the OASIS Board. In such a case, unallocated membership and sponsorship dues income will accrue during this period to the OASIS General Fund and will be lost to the Member Section.
9.4 In the November/December budget approval period of each year, the Uncommitted Member Section Funds status of all applicable Member Sections will be reviewed by the OASIS Board and management. Should the review conclude that a Member Section is holding Uncommitted Member Section Funds, the OASIS Board may transfer some or all of such funds to the OASIS Net Assets for use as the OASIS Board determines. In such a case, the Member Section Steering Committee shall be apprised of the proposed action and given the opportunity to present their views to the OASIS Board before a final funds transfer decision is made.
9.5 Ad Hoc Review. An ad hoc review of any OASIS Member Section activities, budget, and Member Section Funds may be undertaken at any time by OASIS management and/or the applicable OASIS Member Section Steering Committee.
Dates Approved: Thu, 2009-03-26 Effective: Thu, 2009-03-26