|Is Replaced By:||Not Applicable|
|Status of document:||This is a DCMI Process Document.|
|Description of document:||This document outlines the structure and operation of the Dublin Core Metadata Initiative (DCMI). It describes the details of the organizational structure and the decision making process.|
The Dublin Core Metadata Initiative (DCMI) is an open organization managed as a project of ASIS&T, a U.S. 501(c)(3) nonprofit under the U.S. Internal Revenue Code.
The Dublin Core Metadata Initiative, or "DCMI", is an open organization supporting innovation in metadata design and best practices across the metadata ecosystem.
DCMI does this by:
The major characteristics of DCMI as an organization are (the three "I"s):
Affiliate Members are national or regional organizations that represent stakeholder communities within their region. Rights and responsibilities of Members are designated in Annex A and are regularly reviewed and revised to reflect current circumstances. The Affiliate Member fee structure and levels are periodically reviewed and revised by the Board of Directors (hereafter "Board") in consultation with the DCMI Oversight Committee, taking into account: (1) economic factors related to the locales covered by Affiliate Members; (2) the Affiliate Member’s current financial capacity; and (3) the overall budget requirements of DCMI.
DCMI Partners are organizations that contribute financially to DCMI. Partnership categories and associated contribution levels are decided by the Board in consultation with the DCMI Oversight Committee
Institutional Partners are public sector organizations that have an interest in the mission goals and objectives of DCMI and wish to participate in its governance. The rights and obligations of Institutional Partners are defined Annex B.
Supporting Partners are private sector organizations as well as foundations interested in supporting the mission, goals and objectives of DCMI. The rights and obligations of Supporting Partners are defined in Annex C
The individual member categories of DCMI are comprised of individuals who have registered with DCMI through its website as authenticated participants in the activities of the Initiative.
Active, voluntary participation in the activities of DCMI is open to anybody. Participating Members are authenticated volunteers who commit to certain tasks including, but not limited to: (1) participation in public discussions; (2) contributing content through 'metadata watch' submissions; (3) serving as members (including chairing) of communities and task groups; (4) serving as members of DCMI’s advisory or governance bodies; (5) serving as editors and contributors to DCMI documentation, specifications and other best practice and education/training resources; and (6) commenting on the contributions of others.
Supporting Members are authenticated individuals exercising all of the rights and responsibilities of Participating Members who have the additional rights set out in Annex D. Supporting Members pay an annual membership fee. The Board in consultation with the DCMI Oversight Committee periodically reviews and revises the fee structure and the rights and benefits of Supporting Members.
DCMI is committed to supporting the interests and needs of members of the general public with an interest in the metadata ecology. Without registration or authentication, the public has open access to all DCMI resources through the DCMI website. Even premium content that may be reserved from time-to-time for early access to Supporting Members will be made generally available to the public within a reasonable time-frame.
DCMI may maintain liaison relationships with other organizations with common or related interests for the purpose of facilitating or promoting such interests through collaborative activities. Liaison relationships involve exchange of expertise and communication channels suitable to the shared activities established to pursue common objectives.
The DCMI Board establishes an Oversight Committee that advises on operational, strategic and other issues and exercises voting privileges in the governance of DCMI. The Oversight Committee is comprised of: (1) Affiliate Members, (2) Independent Members (individuals appointed by the Board), and (3) Institutional Partners. Formal voting in all matters governed by regulations set out in the Companies Act of the Republic of Singapore is restricted to Affiliate Members. In all other matters, the Oversight Committee establishes equitable procedures for its decision-making. While most activities in DCMI are consensus based, certain formal actions are subject to formal voting. The common rule for voting within DCMI is that proposals need more than 50% of assigned votes in favor and less than 25% of assigned votes against. Given the global nature of DCMI, where formal voting is required, electronic balloting is preferred.
The Affiliate Members sign Membership Agreements that specify the initial duration of the membership (two to three years) and the fee to be paid every year. Affiliate Members may terminate membership at the end of the membership term or renew for subsequent annual terms.
An Annual General Meeting of the Affiliate Members as required under the Singapore Companies Act is scheduled at least once a year at a time and location agreed by the Affiliate Members. Meetings may be conducted by electronic means such as telephone, Skype or video conference.
Independent Members of the Oversight Committee are individuals appointed by the Board. Independent Members participate in deliberations and voting of the Oversight Committee on all matters except those reserved to Affiliate Members under the Singapore Companies Act.
Institutional Partners appoint a representative to the Oversight Committee to participate in deliberations and voting on all matters except those reserved to Affiliate Members under Singapore Companies Act.
Appointment, removal and replacement of service companies that provide these roles are decided by the DCMI Managing Director in consultation with the DCMI Oversight Committee. Contracts may be signed by the DCMI Managing Director or by any other representative of DCMI as appointed by the DCMI Board.
The persons that provide these roles have no involvement in the governance or operational aspects of DCMI insofar as these do not relate to legal requirements according to the Companies Act. They are entitled to give advice to the DCMI Managing Director, the Oversight Committee or to any other representative of DCMI as appointed by the DCMI Board or the Oversight Committee on aspects that relate to legal requirements or on any other issue the DCMI Managing Director or the Oversight Committee may think relevant for the operation of DCMI.
The DCMI Oversight Committee consists of one representative for each Affiliate Member and one representative for each Institutional Partner. In addition, a maximum of four Independent Members may be appointed at the discretion of the Board.
Affiliate Member or Institutional Partner membership on the Oversight Committee terminates at the termination of the Affiliate Member or Institutional Partner membership agreement. Independent Member membership terminates at the end of the appointed term. Membership may also be terminated at the request of an Affiliate Member, Institutional Partner or an Independent Member.
The Oversight Committee is chaired by a member of the Committee. The chair is selected by the Oversight Committee and serves for a one-year term. There is no limit to the number of times an Oversight Committee member can be re-appointed as chair.
The members of the Oversight Committee establish the procedures of the Oversight Committee in compliance with the Singapore Companies Act and the DCMI Ltd Articles of Association. All members of the Oversight Committee have one vote each.
Proposals must be forwarded, in writing as Resolutions of of the Oversight Committee and by an appropriate distribution mechanism to each of the members of the DCMI Oversight Committee at least two weeks before voting takes place. The submitter of the proposal may instruct the DCMI Managing Director to take care of distribution of the proposal.
Proposals are accepted if the count of "YEA" votes is more than half of the total number of assigned votes and the count of "NAY" votes is less than one quarter of assigned votes. The number of assigned votes is equal to the number of members of the Oversight Committee at the time the voting takes place.
The Oversight Committee advises the Affiliate Members on appointment of DCMI Directors. A DCMI Managing Director is appointed who is responsible for the day-to-day running of the Company and is assigned any responsibility and tasks deemed necessary and allowed by law.
The Executive consists, at a minimum, of a DCMI Managing Director. The DCMI Managing Director may be physically located in any country in the world. However, if the appointed Managing Director is not a citizen of Singapore, a Singapore resident must be appointed to the Board as prescribed by the Singapore Companies Act.
The DCMI Managing Director Officer may appoint, and delegate tasks to, further members of the Executive and other contractors under conditions set forth by or with the consent of the Oversight Committee.
The DCMI Managing Director, in consultation with the DCMI Oversight Committee may install other consultative Committees to assist it in the running of the company and the provision of services to the Community, such as the DCMI Advisory Board for technical and organizational advice and the DCMI Usage Board for advice on semantics and interoperability.
The fiscal year of DCMI ends on the last day of the month of June.
The monies of DCMI are held in US Dollars in an account in the name of DCMI at a bank in Singapore. DCMI may establish such other depositories as the Managing Director in consultation with the Oversight Committee shall determine from time-to-time are necessary to the effective management of DCMI's financial affairs. Such accounts may including, but are not limited to, PayPal accounts and other bank accounts.
Sources of revenue of DCMI include, but are not limited to, fees generated by membership programs, donations and grants. DCMI will not accept contributions with conditions that compromise its fundamental character as an open and independent organization.
The DCMI Managing Director, in consultation with the DCMI Oversight Committee, assigns the funds of DCMI to meet costs directly related to the activities of the organization, including staff contracting and travel expenses of the DCMI Managing Director or others who are contributing to specific activities. The DCMI Managing Director reports on DCMI finances to the Affiliate Members through the DCMI Oversight Committee at least every six months.
DCMI maintains a Web presence to promote the organization, its activities and the Dublin Core standards, specifications, best practice documentation and education/training resources. The website is kept up-to-date through the community contributions of the Affiliate Members, Institutional Partners, Participating Members and the DCMI Executive. The DCMI Managing Director has overall responsibility for the website.
DCMI provides a set of basic documents and other resources that constitute the reference documentation for both the deployment of metadata based on DCMI metadata terms and specifications guiding best practices in design and practice. This documentation set is made freely available for referencing, consultation and download through the DCMI website, for any purpose and at no cost to the users. The copyright and other policies are explicitly specified on the DCMI website.
Communities emerge through domain interests expressed through "metadata watch" (see Annex D). Formally recognized Community and Task Groups are installed and dissolved by the DCMI Managing Director as necessitated by the work at hand and the availability of expertise to accomplish such work. Such groups will be comprised of Contributing Members with the interest, expertise, and time to contribute to the solution of problems.
Procedures governing the operation of the groups within DCMI and the approval processes for documents and specifications are set by Community and Task Group chairs in consultation with the Board of Directors. Community and Task Group documents and specifications are published on the DCMI website as work product of the relevant Community or Task Group.
As part of its operation, DCMI holds an annual conference and workshop. In conjunction with the annual event, meetings of the DCMI Affiliate Members, DCMI Oversight Committee, DCMI Usage Board and DCMI Advisory Board take place. The Board shall maintain a set of publicly available guidelines for potential hosts of the annual conference and workshop.
The Managing Director in consultation with the Oversight Committee establishes: (1) procedures for endorsing regional meetings and events including, but not limited to, seminars, workshops, and tutorials; and (2) the level of DCMI services to be provided such events. The Board shall maintain a set of publicly available guidelines for potential hosts of regional meetings.
Use of DCMI documentation and other products is governed by the DCMI Intellectual Property Notice as posted on the DCMI website.
These Bylaws may be repealed or amended or new Bylaws adopted by decision of the DCMI Oversight Committee. In case of replacement or amendment of the Bylaws, the DCMI Managing Director will publish the new Bylaws within four weeks after the decision of the DCMI Oversight Committee, at which time they will come into full effect.
Rights and Obligations of Regional Members
Regional Members provide an important link between the Dublin Core Metadata Initiative as a worldwide activity and the local and regional activities of practitioners within their "Locale of Influence". They promote the adoption of Dublin Core specifications and best practice documentation, thereby increasing the global network value for all. They help assure the availability of authoritative documentation and maintain translations of base DCMI specifications and documentation as appropriate for the locale. Regional Members help focus a local concentration of expertise to promote deployment and development of DCMI metadata and architectures within the context of a given locale and/or language environment.
Rights and Obligations of Institutional Members
An Institutional Member is a public entity, a not-for-profit organization, a governmental agency, a quasi-governmental agency or a supra-governmental agency. Institutional Members need not be incorporated entities if otherwise recognized by DCMI. An Institutional Member may be an entity within the "Locale of influence" of a DCMI Regional Member. Institutional Members play a key role in DCMI governance through the active participation of their respective Representatives in the deliberations and decisions of the Oversight Committee.
Rights and Obligations of Supporting Members
A Supporting Member is any private sector entity including companies and foundations interested in promoting the well-being of DCMI. A Supporting Member need not actually use DCMI specifications in either products or services.
Rights and Obligations of Individual Members
The Individual Member category is designed for people interested in supporting the work of DCMI while enjoying substantial benefits. DCMI is comprised of individuals with common interests in metadata design and best practice who invest in the health of the metadata ecology and want to share knowledge and experiences. The DCMI community deeply values the contributions of its global membership of metadata researchers, practitioners and students interested in the innovative work that drives metadata discourse and practice. Joining as an Individual Member provides DCMI 'citizens' with an additional, optional means to further guarantee that the DCMI community will continue to thrive and to contribute.
Individual Members receive a range of benefits including:
Definition of "Active" Communities & "Active" Task Groups
A DCMI Community is considered "active" when its members meet the threshold requirement of participation in "metadata watch" for the community’s domain of interest through the ongoing posting of information about relevant upcoming events, new metadata initiatives and progress on existing metadata initiatives, and new metadata tools and services. A task group is considered "active" when it publicly reports on an ongoing basis to the relevant community on task group progress toward stated goals.