Articles: Page 2 of 4
Sint Maartens Zeevaarders Syndicaat
Articles of Incorporation
Article III. Governance.
1. Voting.
A. Principles. As the guiding principle of the Company's governance is a democratic one, voting is the primary tool for the governance of the Company. A Call for Vote may be held at any time. The subject of the vote can be for a change of leadership, election of officers to posts, changes to rules of Company governance, or other matters that affect the Company as a whole. Due to the complex nature of Elections, these will be covered in Article III.1.C. However, in all cases it is recommended that a discussion thread be opened prior to a Vote to promote healthy discussion and debate, and allow for changes in the proposal based on that discussion.
B. Procedure. All votes, barring Elections, should present a proposal to which Members may respond "Aye," "Nay," or "Abstain." A poll in this format shall be opened in the forum. "Hide the results of the poll until after a vote is received?" (or the appropriate forum option should this change ) must be checked or the poll shall be deemed invalid. All polls shall be open for exactly two weeks from posting, as defined in the title of the poll. The proposal will pass if a majority (more than 50% ) of votes cast are in favor ("Aye" ). If this majority is not achieved within the duration of the poll, the proposal fails. "Abstain" should only be used if the Member voting has a conflict of interest regarding the poll, or if by the end of the voting period he or she feels unable to make a reasoned decision based on the information available. All votes must be accompanied by a statement from the Member voting, stating at minimum that the Member has voted.
NOTE: A poll may close early if and only if the number of "Aye" or "Nay and/or Abstain" votes exceeds half of the entire Company Membership. E.g. if there are 50 Members on the Company Roster, and a poll has 26 "Aye" votes cast, the proposal succeeds automatically; similarly, if 22 "Nay" AND 4 "Abstain" votes are cast, the proposal fails.
C. Election of Officers.
Where a post vacancy exists, a Call for Nominations shall be opened in Company Business. This Call for Nominations shall remain active for one week (as defined in the thread title ). Any Member may nominate any other Member for a given post, including themselves; Nominees should post to Accept or Decline their nomination (acceptation is superfluous for self-nominated candidates ). At the end of Nominations, an Election poll shall open. This poll shall have an option for each Nominee, plus an option for "None." This Election shall span exactly two weeks (as defined in the thread title ). The Nominee gaining the most votes during this timeframe shall win the election; if "None" receives the most votes, the Election is null, and a new round of Nominations shall begin. All votes must be accompanied by a statement from the Member voting, stating at minimum that the Member has voted.
2. Members.
A. Qualification for Membership. Any captain who sails under the banner of France shall be considered eligible for membership in the Company.
B. Application. Candidates for Membership are asked to submit a brief Petition, stating their desire to affiliate with The Company and noting their skills, experience, and desired role. This Petition is to be reviewed by all current Members.
C. Process. Upon posting of an Applicant's petition, a Discussion thread shall be opened in the "Membership" forum for current Company members to talk over the merits and demerits of said Applicant. This discussion period is defined as one calendar month (e.g. if a candidate applied on 4 February, discussion may be held through 4 March ). Immediately upon the discussion period's end, a poll shall be opened to determine the Applicant's status. This poll shall be conducted in accordance to Art. III.1. If the poll results in a majority (more than 50% of votes cast ) in favor, the Applicant is accepted as a Member in Good Standing; the Applicant is denied acceptance in all other cases.
Discussion threads pertaining to Applicants shall be archived to a moderators-only forum prior to new members' being granted access to the Company's private fora. These archives shall remain "sealed" unless issues brought forth therein are deemed pertinent to any disciplinary or remedial action taken subsequently against the Member in question.
E. Member in Good Standing. A Member in Good Standing (Member ) has more than 30 calendar days Tenure; is current with any Commissions due; and maintains a "good" reputation with the nation of France.
F. Member in Probation. A Member in Probation does not meet the standards set forth in Article III.A.4.c as determined by the Officers or a Vote. Said Member in Probation shall remain so for 30 calendar days, at which point he or she is entitled to a Vote of Confidence to reinstate their Good Standing provided their having met the above qualifications. Members in Probation may not Vote. All Petitions submitted thereby are subject to Vote.
G. Ranks. The Company recognizes no Ranks beyond the temporary status of Commandeur (convoy commander ); see ARTICLE V.
H. All new members will be Merchants and may switch at a later date to escort as positions become available based on seniority.
3. Governance. Board of Directeurs - Positions
-Directeur – Generaal :
-The Directeur-Generaal is responsible for all accounting for funds of the Company. Copies of all transactions shall be given to the Directeur-Generaal for dual accounting.
-The Directeur-Generaal is charged with overseeing and issuing orders to the Directeur – Treasury for distribution of funds for the upgrades of merchant and combatant vessels as per the recommendations from the Admiraal – Generaal and Merchant – Generaal.
-The Directeur - Generaal is also the chief responsible for settling disputes that may arise not dealing directly with the governance of the Company. -Maintaining a monthly List of Tenure.
-The Directeur – Generaal is to ensure the Company is an enjoyable place for all members. The Directeur-Generaal is to ensure that all members are treated fairly and equally.
-The Directeur - Generaal has Executive Order authority in times of emergency.
The Directeur-General is charged with maintaining and supervising the guild structure, and its overall macro-functioning in co-ordination with primarily the Deputy-Directeurs.
The Directeur-General is charged with calling a Board meeting at least once per week for discussion of company business, goals et al.
Deputy-Directeur
The Deputy-Directeur is charged with overseeing the condition of all LAS members of the Company and reviewing and recommending changes in member status.
The Deputy-Directeur is also responsible for monitoring Members' reputation with France and her allies; bringing any concerns to the Board forthwith.
The Deputy-Directeur is charged with maintaining the standards of the guild in goodstead.
The Deputy-Directeur is charged with assisting any Board member (s ) with their duties and responsibilities wherever possible.
The Deputy-Directeur (s ) are to act in lieu of the Directeur-General when the Directeur-General is offline, or otherwise indisposed.
The Deputy-Directeur is charged with observing, enforcing and defending the Articles of the Company.
Directeur – Treasury :
-The Directeur – Treasury is charged with accounting for all funds of the Company, Ensuring timely copies of all transactions go to the Directeur – Generaal.
-The Directeur – Treasury is charged with maintaining status of Dues, Fees, Commissions, Stocks, Dividends for all Company Members.
-The Directeur – Treasury is charged with submitting reports to the Company in Company business every 2 weeks on expenditures and profits.
-The Directeur – Treasury is charged with maintaining our loan and insurance accounts if used.
Directeur – Diplomacy :
-The Directuer – Diplomacy is charged with maintain good relations with all Allied guilds attempting to ensure cooperation and well being.
-The Directeur – Diplomacy is charged with assigning Diplomatic Officers to our allies to facilitate maintaining of good relations.
-The Directeur – Diplomacy is charged with assigning Intelligence Officers to our enemy guilds to keep a close eye and oversee intentions, subterfuge is not authorized at this time.
-The Directeur – Diplomacy is charged with keeping the Board abreast of Nation activities and concerns brought through Diplomatic and Intelligence channels.
-The Directeur Diplomacy is charged with maintaining an accurate, up-to-date list of SMZS enemy, neutral and ally standing guilds both in-game and posted in the forums.
Merchant – Generaal :
-The Merchant – Generaal is charged with overseeing our trade endeavors both through transit of goods and manufacturing of products.
-The Merchant – Generaal is charged with overseeing the condition of all trade vessels of members of the Company and reviewing and recommending upgrades.
-The Merchant – Generaal is charged with tracking the most profitable cargo runs, and all Members are encouraged to report their findings.
-The Merchant – Generaal is charged with overseeing our production facilities ensuring supplies and deadlines are being met.
-The Merchant – Generaal is charged with maintaining a report on our trade endeavors and prosperity to the Directeur- Generaal.
Admiraal - Generaal:
-The Admiraal - Generaal is charged with overseeing the condition of all Escort, Scout, and Privateering members of the Company and reviewing and recommending upgrades.
-The Admiraal – Generaal is charged with overseeing the makeup of our fleets ensuring availability of armed forces to meet operations needed by Company members.
-The Admiraal – Generaal is charged with organizing fleet training schedules, to ensure readiness for when Company armed forces are needed.
-The Admiraal – Generaal is charged with maintaining a report on our armed readiness to the Directeur – Generaal.
Guild Historian
The Historian is charged with recording important events involving the evolution of the guild and, as the game progresses, great deeds amongst our members.
The Historian should document proposals and organize links from the forum so they are more easily searchable by proposal or argument.
The Historian should keep a timeline of great events as well as a consistent roster.
The position of Historian falls under Steward for direction and direct communication in documenting guild politics. The Historian, however, is charged with working closely with all members, from the diplomatic officer to the CiC.
This is a non-voting position.
Event Coordinator (s )
The Event coordinator would have partys, social events of whatever kind the game eventually has to offer. The Event Coordinator is charged with having a good time and bringing it to all members, with undue prejudice.
The Event Coordinators should try to have one event per month at least. The Event Coordinator is charged with promoting the guild and its reputation wherever and whenever possible.This is a non-voting positon.
The Chain of Command (will open in a new window)
Article III - Governance - 2. Members I. Lost at Sea (LAS ).
Lost at Sea (LAS ) is defined as any member who without prior notification in our fora, is absent for more than 3 calendar months. Members that are about to be LAS are to be notified by in-game mail, PM or email of their impending status change. LAS members have an additional 3 months to return to SMZS. After the additional 3 months as LAS, the member will be removed from the guild and will need to reapply to gain entry to SMZS. Impending LAS members will be discussed at regular Board meetings, as well as LAS members that are about to be removed from the guild.