Sovrin Governing Body Policies
This is a Controlled Document of the ​Sovrin Governance Framework​ V2 approved by the Sovrin
Board of Trustees. If you have comments or suggestions, we invite you to contribute them to theliving community version of this document​—access is open to anyone. If you are interested injoining the Sovrin Governance Framework Working Group, please visit our ​Meeting Page​.
Document Name

Sovrin Governing Body Policies

VersionV1

Approval Date2019-03-27

StatusFinalGoverns

Chartering, Types and Membership, Chairpersons, Facilitators,
Voting, Self-Organization, Meetings, and Meeting Pages

Governed BySovrin Board of Trustees​1.​ Chartering

1. The organizers of a new Sovrin Governing Body MUST submit a charter to the Sovrin
Board of Trustees (BoT).
2. The charter MUST be based on the ​Sovrin Governing Body Charter Template
maintained by the Secretary of the Sovrin BoT.
3. This template MUST include:a. Version number and date of approval.
b. General Policies.
c. Status (see Types and Membership, below).
d. Purpose.
e. Principles (if any beyond the Core Principles).
f. Activities and Duties.
g. Membership.
h. Chairperson(s).

i. Facilitator(s).
j. Voting.
k. Funding.
l. Meeting Schedule.
m. Meeting Page.
n. Version History.
4. The version history MUST include the version numbers, dates, and links to all previous
versions of the charter.
5. After the required public review period (see Sovrin Governance Framework V2 Master
Document section 4.3), a new or revised charter MUST be approved by the Sovrin BoT
before it becomes active.
6. Once approved, information about the new or revised Sovrin Governing Body MUST beadded to:a. The ​Sovrin Governing Bodies​ Controlled Document, including all the information
required therein.
b. The Sovrin Foundation website.

​2.​ Types and Membership

1. A Sovrin Governing Body MUST be one of the following types:
a. Council.
b. Committee.
c. Working Group.
2. All Sovrin Governing Bodies MUST:
a. Have at least one and MAY have up to three chairpersons, either appointed bythe Sovrin BoT or elected by their members.
b. Have at least five members, including the chairperson(s).
c. State any other specific membership requirements in its charter.
3. A council:
a. MUST have at least one chairperson appointed by the Sovrin BoT who, if notalready a Trustee, shall serve as an ex-officio Trustee unless an exception ismade by the BoT.
b. MAY limit the total number of voting members.
c. MAY establish membership term limits.
4. A committee:
a. SHOULD have a Trustee serving as at least one of its chairperson(s).
b. MAY limit the total number of voting members.
c. MAY establish membership term limits.
5. A working group:a. MUST be open to participation by any member of the Sovrin Community.
b. MUST NOT establish membership term limits.

​3.​ Chairpersons

1. A chairperson of a Sovrin Governing Body:
a. MUST be a member of that Sovrin Governing Body.
b. MUST NOT be an employee of the Sovrin Foundation unless an exception ismade by the BoT.
c. SHOULD NOT be a chairperson of another Sovrin Governing Body.
2. If a Sovrin Governing Body has more than one chairperson, they MUST NOT be
affiliated with the same organization.

​4.​ Facilitators

1. A Sovrin Governing Body MAY have one or more facilitators.
2. It is NOT REQUIRED for a facilitator to be a member of that governing body.
3. An employee of the Sovrin Foundation MAY serve as a facilitator.

​5.​ Subgroups

1. In keeping with the Decentralization by Design Principles (section 2.8 of the ​SGF V2Master Document​), and in particular the Distributive principle (section 2.8.7), all Sovrin
Governing Bodies SHOULD self-organize and delegate work to subgroups as much as
possible.
2. A Sovrin Governing Body MAY appoint the following types of subgroups as needed toaccomplish its mission:a. Team​—an ongoing subgroup organized around a focus area.
b. Task Force​—a short-term subgroup organized to accomplish a specified task
within a specified time period.
3. An organized subgroup of a Sovrin Governing Body MUST be listed on its meeting page
together with information about how to participate in that subgroup.
4. An organized subgroup SHOULD maintain its own meeting page separate from butlinked from the governing body’s main meeting page.

​6.​ Funding

1. A Sovrin Governing Body MAY request a specified level or type of funding in its charter.
2. A Sovrin Governing Body MAY make a special request for funding to engage outside
professionals or other external resources to assist in their work provided any financial
compensation is approved by the Sovrin Foundation Executive Director.

​7.​ Voting

1. All Sovrin Governing Bodies SHOULD strive to reach decisions by consensus.
2. Consensus MAY be achieved via discussion at a web-meeting or face-to-face meeting orvia any online mechanism, such as a mailing list, that provides adequate notice to allmembers and enables any member to lodge an objection and request a formal vote.
3. When a formal vote is required, it MUST be conducted using a voting process agreeable
to the majority of the group, or if such an agreement cannot be reached, then under
Roberts Rules of Order, Newly Revised​, 11th Edition, ISBN ​978-0-306-82021-2​.
4. If members feel that a decision has been reached improperly, they may appeal thedecision to the Sovrin BoT who MUST serve as the final authority in all disagreements.

​8.​ Intellectual Property Rights

1. In keeping with the mission of the Sovrin Foundation as an open public trustorganization, all contributions by participants in a Sovrin Governing Body MUST be freeof intellectual property rights or other usage restrictions.
2. Excluding explicit contributions as defined in 8.1, participants in a Sovrin Governing
Body retain all rights to their existing intellectual property and participation in a Sovrin
Governing Body MUST NOT be construed as a license to any existing intellectual
property rights.

​9.​ Meetings

1. In keeping with the Transparency Principle (​SGF V2 Master Document​ section 2.6),
Sovrin Governing Bodies:a. MUST conduct open, transparent meetings with the exception of special closedsessions.
b. MUST only conduct special closed sessions (not open to the public) when thegroup needs to deal with matters where confidentiality is required due to:i.
Legal regulations.
ii.
Security concerns (breach responses, confidential procedures, etc.).
iii.
Steward concerns (policy violations, business transitions, etc.)
iv.
Discrimination, harassment, or other human resource matters.
v.
Other matters where confidentiality is advised by Sovrin Foundation legal
counsel.
c. SHOULD conduct meetings that allow virtual participation whenever possible.

​10.​ Meeting Pages

1. All Sovrin Governing Bodies MUST maintain a meeting page based on the ​Sovrin
Governing Body Meeting Page Template​.
2. A link to the meeting page for a Sovrin Governing Body MUST be included in the listingin the ​Sovrin Governing Bodies​ Controlled Document and on the Sovrin Foundation
website.
3. The meeting page MUST include:a. All information about the group listed in ​Sovrin Governing Bodies​, including a linkto the current charter.
b. A list of the current chairperson(s).
c. A list of the current facilitator(s).
d. A list of current active members.
e. Information about how to join the group.
f. Information about any organized subgroups, including:i.
The name and purpose of the subgroup.
ii.
Membership requirements.
iii.
Instructions on how to participate.
iv.
A link to the subgroup’s meeting page, if applicable.
g. A schedule of open public meetings.
h. Information about how to participate in open public meetings (physical or virtual).
i. Information about how to participate in open public chat channels (e.g.,Rocketchat).
j. Agendas and meeting minutes/notes listed in reverse chronological order.
k. Links to any archived versions of the meeting page.
4. The minutes or notes of each meeting MUST be recorded on or linked to the meetingpage.
5. The meeting page SHOULD be periodically archived to prevent it from growing too large.

​11.​ Reporting

1. All Sovrin Governing Bodies:a. SHOULD designate a member to attend and give a monthly report to the Sovrin
BoT.
b. MUST submit a monthly summary report of activity to the Sovrin BoT via either:i.
An oral report given during the monthly BoT meeting with a writtensummary added to the BoT Meeting Page.
ii.
A written report added to or linked to the BoT Meeting Page.
c. SHOULD send the same monthly report to the Steward mailing list.
2. The Secretary of the Sovrin BoT MAY request oral or written reports as needed.

© 2019 by Sovrin Foundation. This work is licensed under Creative Commons AttributionShareAlike 4.0 International License (​http://creativecommons.org/licenses/by-sa/4.0/​).