Governance Draft

# Core Governance The core foundational governance structure of the project is split into three core groups: the [**Maintainers team**][maintainers], [**Moderation team**][moderation], and the [**Steering Council**][council]. > For clarity: *core groups* refers to all three, while *core teams* refer only to the Maintainers team and the Moderation team. All other structures within the project, such as [**ancillary teams**][ancillary], are derived from the cooperation, membership, and approval of these three core groups, as may be defined in other documents All members of all core groups and all teams shall adhere to the code of conduct ==and other ethical policies== , and may face disciplinary sanctions, up to and including their removal from teams they are a part of, or the project as a whole, should they be found to violate those policies. ## Scope The Maintainers team shall have responsibility on matters regarding the development and ongoing maintenance of the project, and all other related technical aspects. The Moderation team shall have responsibility on matters regarding moderation, community management, and enforcement of the Code of Conduct, and other moderational aspects. The Steering Council shall have responsibility on all other matters which is not in the scope of either the Maintainers team or the Moderation team. The council may delegate its authority and responsibility to another group, team, committee, or body, including either of the two core groups. ## Limitations on Authority Any modifications to the core governance structure of the project shall require the 2/3rds approval of all three core groups, voting separately. > The core governance structure shall be construed to be referring to any and all documents residing in the same folder as this document; particularly, the documents defining the Steering Council, the Maintainers team, the Moderation team, and Ancillary Teams. Any significant modifications to the Code of Conduct, including any other core policy promulgated in furtherance of the principles of morality and ethics, shall require the 2/3rds majority approval of the Steering Council and the Moderation team, voting separately. Any significant modifications to the general structure of development and maintenance shall require the 2/3rds majority approval of the Steering Council and the Maintainers team, voting separately. [maintainers]: maintainers.md [moderation]: moderation.md [council]: steering-council.md [ancillary]: ancillary-teams.md --- # Steering Council The **Steering Council** (henceforth the **council**) is responsible for keeping the project aligned with ==the vision==, ruling on pivotal design decisions. It shall also be responsible for resolving disputes between any group of members, both across teams and within teams as necessary. ## Membership The council is composed of at least three members. All council members shall either be maintainers or moderators. If a council member ceases to be either a maintainer or moderator, they shall cease to be a member of the council. Upon its formation after an election, the council shall choose among themselves a spokesperson, who shall be considered the first among equals. The spokesperson shall carry any duty assigned to them by the council, but shall retain equal authority with their fellow council members. ### Permanent and Elected Membership There are two kinds of members within the council: *permanent membership*, which have an indefinite term, and *elected membership*, which have a term of 1 year. A permanent member shall be appointed upon the unanimous approval of the council and majority approval of the maintainers and moderators. In no case shall the council be composed of only permanent members, except for a brief period during an election replacing the previously-last remaining elected member. An elected member shall be elected by a majority of the maintainers and moderators who have voted. ### Inactivity and Interim Membership A council member who either declares their inactivity for a period of time, or is out of contact and unable to be contacted for two weeks, shall be considered *inactive*. An *interim council member* may be appointed or elected to occupy the seat of an inactive council member. The interim council members enjoy the same rights and privileges as any other member of the council. The interim council member shall hold office until: 1. The term of the inactive council member expires; 2. The successor to the seat (either as an interim council member, or to the inactive council member's seat) is appointed or elected; 3. One calendar year from the start of appointment lapses; or 4. The inactive council member demonstrably returns to activity. A council member declaring their inactivity may nominate a maintainer or moderator to be the interim council member for their seat. The nominated person shall be appointed to the position when approved by a majority of the rest of the council. If the inactive council member does not or cannot nominate an interim member, then the council shall confer to nominate a maintainer or moderator to be the interim council member for the inactive council member's seat. The nominated person shall be appointed to the position when approved by a majority of the maintainers and moderators. If the council cannot produce a nomination or majority approval fails to manifest, then a special election shall be held to elect an interim council member for the inactive council member's seat. The special election shall require a majority of the maintainers and moderators voting for validity. If the inactive council member is a permanent council member and the interim council member's term expires due to the time constraint of one calendar year, the council shall meet once to confer whether to nominate a maintainer or moderator to become the second interim council member, succeeding the first interim council member. If the council decides not to nominate, or it has already nominated a second interim council member in the past, then the (inactive) permanent council member shall cease to be a member and their seat is declared vacant. ### Special Elections for Vacancies If a council member ceases to be a member of the council -- such as resignation, incapacity, removal, or otherwise -- then a special election shall be held to replace the member for the remainder of the outgoing member's term, unless there is less than a month remaining for the term. If the outgoing member wishes they can nominate a successor for the position. This nominee will have equal treetment in the election for the position. If a permanent council member is replaced by an elected member through the above process, then the term of office shall be the same length as the already active elcted mebers remaining trem. ## Authority Each council member is equal in authority on matters which involves the council. A quorum of the council shall consist of a majority of its membership, and shall not be less than 2 members in any case. A decision of the council requires a majority of those voting, except when otherwise specified to be a unanimous vote. However, the council may forgo voting with the unanimous consent of all council members. The council may exercise its authority in any matter regarding the project, including but not limited to: - Establishing new teams, committees, or other groups under the project or under any existing group; - Delegating authority to teams, committees, groups, or specific individuals; - Determining and overseeing the vision of the project; or - Exercising general supervision over the financial state and infrastructure of the project. However, the council's authority may be limited in some areas, as may be defined in other core policy documents. Whenever possible, the council shall prefer to resolve conflicts through mediation and discussion. The council shall exercise its decisional authority when those conflicts are unable to be resolved by mediation. ### Authority to overrule The council may exercise its authority to overrule a team through a 2/3rds majority vote of the council (with at least 3 votes in the positive). Such a decision must be rooted in fact and reason, and the decision must be accompanied by its rationale. Subject to limits as may be defined in other core policy documents, the council may: - A technical-related or design-related decision of the Maintainers team; - A moderation-related or community management-related of the Moderation team; or - A decision of any other team. This authority is granted to the council to allow the smooth flow of project development and community management in line with the project vision. For example, the council may choose to exercise its development authority in cases such as (but not limited to): - A team cannot reach a decision with majority approval in a timely manner; - A discussion within a team remains too heated for a long period of time; or - The community is strongly opposed to a decision of a team. ## Council meetings A meeting of the council can oly be considered offical if at least 2/3 of the council members are present. A documentation of the decisions made during the meeting must be created and distributed to the project members in the 72h hours following the meeting. Such a meeting must be held at least once every 12 months, this is the **Annual meeting** of the council. Other meetings can be held at any time, the council decides on. ## Decision making The council has two ways of arriving at a decison. The council can hold a meeting as described in Council meetings or conduct an offline vote. In each case the voting council members must indicate in clear terms their vote. --- # Maintainers Team The **Maintainers team** consists of all project developers who have push access or technical rights to the project's repositories or infrastructure. Though maintainers may individually or collectively have different access rights across the project's many repositories or infrastructure services, all maintainers within the team are considered equal to each other with respect to their rights within the team's governance. ## Membership An existing maintainer may nominate any person who has made at least one non-trivial contribution to the project to be a maintainer. A nominated person shall be confirmed as a maintainer when they receive at least 3 positive votes (or unanimity in case of less than 3 eligible voters) with no vetoes, after a period of no more than 7 days. However, the council may veto an election up to 7 days afterwards. --- # Moderation Team The **Moderation team** is composed of all moderators of all community spaces under the purview of the project. They have the responsibility of enforcing the policies and rules of each space, as well as the Code of Conduct which applies to all community spaces, and applying disciplinary sanctions to people who violate the space-specific rules and the code of conduct. ## Membership An existing moderator may nominate any person to be a moderator, where that person has demonstrated sufficient capacity for reasoning, empathy, and other qualities desirable in moderators. A nominated person shall be confirmed as a moderator when they receive at least 3 positive votes (or unanimity in case of less than 3 eligible voters) with no vetoes, after a period of no more than 7 days. However, the council may veto an election up to 7 days afterwards. --- # Ancillary Teams **Ancillary teams** may be established under any of the three core groups or other teams. An ancillary team is given authority and partial autonomy over its scope and area of responsibility, subject to the general supervision of the [steering council][council]. Ancillary teams may be aliased as other terms, such as "working groups", "task forces", "subteams", "committees", "panels", etc. For the purposes of governance, all such groups/forces/teams are referred collectively as ancillary teams. > An unqualified "team" in this document refers to an "ancillary team". ## Charter These teams shall have a **charter**, which broadly defines the team's scope, authority, responsibilities, and certain core processes (such as for invitation and explusion of members). A team may define internal or public policies in relation with its scope and area of responsibility, within the limits set by the team's charter and any relevant core policy document. A charter may be modified by a 2/3rds majority of the team, with the approval of the Steering Council and the lack of veto of its parent team within 3 days after such modification is finalized. ## Creation The process for creating an ancillary team is as follows: 1. A council member or a member of another team proposes the team to the council, with the following: - A proposal draft for the team's charter, which shall outline the team's scope, authority, and responsibilities; - A list of initial members, which must be at least 3; and - A list of initial team leaders, drawn from the list of initial members, which must be an odd number; 2. After sufficient discussion and amendment, a vote lasting at most 7 days is set up within the Steering Council. 3. If the vote passes, the team is officially established and the team's charter is finalized. ## Team Leaders A **team leader** is responsible for representing the whole team in the project. They shall have the authority to overrule the technical decisions of the team's members within reason, the right to vote in a tie-breaking vote with other team leaders, and any other power granted to them by the team's charter. A team may have more than one team leader; however, there must always be an odd number of team leaders. ### Election New team leaders are elected by the members of the team. A team leader must be a member of the team. Team leaders shall be elected by an internal process defined in the team's charter; provided, that a team leader candidate must have the majority approval of the team's members. The incoming team leader shall be approved by a majority of the council. The council shall not proceed to ratify an election of a single team leader if such ratification would cause an even number of team leaders. > A team may decide to hold two concurrent elections and submit both leaders-elect to the council for concurrent ratification. Such a process would not be barred by the above clause. ### Vacancy If a team leader is removed from their position -- whether due to resignation, removal, or any other cause -- then the team may decide by majority vote to install a new team leader through a process as defined in the team charter. If the team is unable to timely decide upon a new team leader, the council may designate a member of the team to be an interim team leader until the team decides. The council must perform such a designation in the case that the sole remaining team leader is removed from their position. ### Tie-breaking Vote In the case of a vote within the team that ends in a tied result, the team leaders shall decide the final result through a separate tie-breaking vote. In the case of a single team leader, they may cast this tie-breaking vote directly. ### Autonomy Ancillary teams hold limited autonomy within their scope and area of responsibility. Unless otherwise provided for in the team's charter, no other body except the council may intervene in the decisions or actions of the team. ## Dissolution An additional team may be dissolved by the following processes: - A 2/3rds majority vote of the council; - A unanimous vote of the team leaders with the 2/3rds majority approval of the team's members; or - Automatically, should a team remain under the requirement of 3 members for more than 7 days. [council]: steering-council.md ## Definitions 1. **Organization** refers to the NeoForged organization, which develops and maintains the NeoForge API and other repositories, services, and projects. 2. **Member** refers to any individual who holds a position within any part of the Organization. 3. **Maintainer** refers to any Member who holds technical access, at least on the level of modification to code, to any or all of the Organization's repositories. 4. **Maintainer Team** refers to the collective group of all Maintainers. 5. **Moderator** refers to any Member who holds moderative access, at least on the level of banning users, in any community space managed by the Organization. 6. **Moderation Team** refers to the collective group of all Moderators. 7. **Steering Council** or **Council** refers to the group of Members responsible for the overall vision and direction of the Organization. 8. **Council Member** refers to a Member who is a part of the Council. 9. **Permanent Council Member** (or **Permanent Member** when in the context of the Council) refers to a Council Member whose term of office is indefinite but not irrevocable. 10. **Elected Council Member** (or **Elected Member** when in the context of the Council) refers to a Council Member elected by the Members whose term of office is finite. 11. **Interim Council Member** (or **Interim Member** when in the context of the Council) refers to a Council Member elected by the Members who occupies the seat of an absent Council Member for a finite period of time. 12. **Code of Conduct** refers to the official policy of ethical, behavioral, and moral standards adopted by the Organization, followed by all Members, and enforced jointly by the Moderation Team and the Council. 13. **Ancillary Team** (or **Team**) refers to any group of Members within the Organization with a Team Charter. 14. **Team Charter** (or **Charter**) refers to the document defining the authority, scope, responsibility, and major processes of an Ancillary Team. 15. **Team Leader** refers to a Member within a Team who is responsible for representing the Team within the Organization and exercising authority as granted by the Team Charter. 16. **Core Governance** refers to the governance structure directly defined by this document.