Constitution of FSF Latin America

1. FSF Latin America (henceforth FSFLA) is an organization whose mission is to promote and defend the freedoms and rights of software users and developers, specifically the freedom to write, use, redistribute and modify all the software they use.

2. FSFLA will foster the participation of regional actors in the global context, in order to help safeguard Free Software's legal and philosophical framework, acting in joint concert with the other FSFs (Free Software Foundations) to promote and defend Free Software, as well as to follow and influence public policies related to it. Towards those ends, FSFLA will:

• Spread and promote Free Software as a concept, according to the FSF's definition.
• Participate and influence public-policy decision-making processes that concern Free Software, so that they will reach conclusions that support Free Software's philosophy and principles.
• Defend the rights of Free Software users and developers, offering education and legal support regarding use, development, distribution and defense of Free Software, and especially software distributed under the FSF's own licences.
• Help all kinds of endeavours, public or private, whether entrepreneurial, cooperative, individual or collective, which seek to consolidate new business or operating models based on Free Software.
• Foster Latin American developers' active participation in the development, improvement and adaptation of Free Software programs.
• Dialogue with governments in the region to encourage them to adopt Free Software as a matter of public policy, and to help them give this policy an appropriate legal framing.
• Encourage educational institutions to use exclusively Free Software in all instances in which pupils use computers.

3. FSFLA is the Latin American sister organization in the world-wide network of Free Software Foundations, all with the same mission.

4. FSFLA is organized as a group of individuals that form its board.

5. FSFLA may establish juridic arms as necessary or convenient to fulfill its mission.

The board

6. The board is the decision-making body of FSFLA. Every decision and action taken by FSFLA must have had prior approval by the board.

7. The board may decide to delegate to individuals or groups of individuals autonomy to make decision and carry out actions on behalf of FSFLA, within a determined scope. While this delegation is in effect, the delegates have obtained prior approval from the board for actions specified in the delegation decision, but reports on their actions based on the delegation act must be readily available to the board upon request.

8. The board is permanently session on telecommunication forms chosen by the board for this purpose.

9. The board should attempt to make all decisions by consensus. In the absence of consensus after a period of discussion, any of the board members may call for a vote, in writing. Voting should be open for at least a period determined, in advance, by the board, for that kind of decision. If, at any time before the deadline, the valid votes already determine the result, the decision can be considered effective immediately. Votes not cast before the deadline are considered invalid. Votes are only valid if given in writing.

10. Decisions for adding or removing board members, modifying the constitution and decision-making protocols, terminating the organization, starting or terminating any of its juridic arms, as well as delegating power to make any such decisions, require approval from at least two thirds of the valid votes.

11. All other decisions in which consensus could not be achieved are made by voting, such that the chosen alternative is the one that, when compared in turn with each of the other alternatives, is preferred over the other alternative, i.e., a simple majority for binary decisions, and a Condorcet winner for more general decisions. In such decisions, the member that calls for the vote will only count her own vote if needed to break a tie. She may vote or alter her vote after the deadline, such that the tie is broken.

12. When participating in FSFLA decision making, board members must privilege, above anything else, FSFLA's mission, FSFLA's objectives, FSFLA itself and the FSFs network, in decreasing order of importance, giving preference to long term progress over immediate advantages.

13. Board members may, at their own discretion, delegate in writing their votes to other board members.

14. By 'in writing', we mean on paper, with notarized or previously-registered-with-FSFLA signature, or in digital written telecommunications, with notarized or previously-registered digital signing keys or certificates. The board may, in exceptional circumstances, accept unsigned content as 'in writing'.

15. The board may invite external observers to take part in the permanent session and other internal communications. Observers can offer their opinions but they don't vote and can't stop consensus, so they can't be held responsible for FSFLA's decisions. In fact, it must not be assumed that observers endorse or agree with such decisions.

16. All board communications marked as confidential, as determined by the board, are not to be disclosed by board members or observers to third parties. Unless decided otherwise, present and future board members and observers are granted access to past and present confidential communications, as well as to future confidential communications for the duration of their relationship with FSFLA. Confidentiality remains after the termination of such relationship.

Juridic arms

17. The board may decide to establish formal organizations to act on behalf of FSFLA.

18. The board shall establish mechanisms to ensure that such juridic arms abide by decisions of the FSFLA board, and that its goods and interests are at FSFLA's disposal.

19. FSFLA board members who vote in such juridic arms are required to vote according to FSFLA board decisions, unless there are reasons to believe this would be unlawful. In this case, the member ought to warn the board in advance and give it time to show it to be lawful or to revise the decision.

Termination

20. If the FSFLA board decides to terminate the organization, all resources, goods and interests owned by its legal arms, or under possession of board members, shall be turned to other members of the FSF network.