On 4/19/07, Alison Wheeler <wikimedia(a)alisonwheeler.com> wrote:
> Maybe it is because I am actually stating the facts about the present
> distasterous situation instead of supporting the complacency that the
> present Board appear to be all too happy with?
I'm always happy to talk about the facts. I like facts. Which facts
would you like to talk about? I'll just throw a few into the
discussion, to have some fun with. Feel free to add yours.
1) The Wikimedia Foundation is, today, in a better financial position
than it ever was. In addition to having held the most successful
fundraiser in its history, we already have commitments for coming
ones, and have had some in-depth discussions about new strategies to
explore. WMF has successfully negotiated several contracts about data
feeds (another source of income), and completed a development contract
for mobile phone access. The financial sustainability of the
organization is not at risk.
2) Representatives of WMF have recently spoken to many high-level
representatives from other projects, ranging from the Open Education
Resources (OER) space to organizations like UNESCO, universities, and
non-profits. We are actively exploring several model partnerships and
collaborations with these projects. Many of these meetings are
reported to our trusted volunteer community on internal-l.
3) We are in the fortunate position that quality annotation technology
that has long been talked about as vaporware is getting to the point
of being almost ready for deployment, more on that in the coming
weeks. While I am sure there will be very real problems with this
technology, I am also convinced that it will help us to address some
of the ongoing challenges to our projects.
4) In recent months, WMF has taken some long awaited decisions which
have already been documented in this thread. From September to March,
it has passed over 30 resolutions, documented at:
http://wikimediafoundation.org/wiki/Resolutions
It has weathered a crisis on the operational level which was
unavoidable (and which we cannot, for legal and personal reasons,
elaborate on publicly). It has communicated frequently, met regularly,
and documented (I would hope) the outcomes of its meetings diligently.
I'm personally especially happy that our commitment to free content
has been formally strengthened through our licensing policy.
5) Our Board actually meets many of the key recommendations for
non-profit Boards:
* Diversity. We have a professional composer, a law student, an
author/technologist (myself), a product manager for a major
educational organization, a COO of a multi-million dollar company, the
founder of Wikipedia, and a biotechnologist. For a project like
Wikipedia, I think that's a wonderful mix.
* Harmonious interaction. With the occasional exception (which is
magnified by our electronic communication tools), the Board has been
very productive, especially in its face-to-face meetings. It is a
Board that provably "gets things done". In the scale of non-profit
leadership, it is neither an embattled nor a passive Board.
* Integrity. Even our most aggressive critics acknowledge that this
Board has the best interests of the organization at heart. We have a
proper COI policy that is being observed carefully.
The Board is supported by a wonderful Advisory Board made of some of
the foremost international leaders in the Free Culture movement. I'm
glad that Angela Beesley, a highly respected former Board member, has
accepted our invitation to lead this group; she has done an
exceptional job at keeping them involved rather than letting this
become a mere list of names on a public website.
6) On the operational level, I think the work of several of our
employees deserves to be prominently highlighted:
* Carolyn Doran, COO - the heart and soul of the WMF Office. She has
weathered all storms, tracked down facts and people as needed, and
always follows up on operational matters in an efficient and
professional manner.
* Sandra Ordonez, our Communications Manager - a very fine hiring
decision by Brad, she has finally brought some structure and order to
our public relations work. Instead of relying on false notions of
professionalism to justify further lockdowns of communication
channels, she immediately recognized that more transparency was needed
-- and lobbied successfully to further open up our "internal" wiki to
members of the communications committee. Beyond the crisis of the day,
she has worked on proactive strategies for telling the stories of WMF
to the public.
* Delphine Ménard, Chapters Coordinator - she and I will probably
still clash a hundred times, but I have no doubt that she is the best
person for the job. Beyond assisting those who wish to start local
chapters, she makes sure that every new one we set up is in line with
our core philosophy, and has managed to build one of the few active
and productive committees in the WMF. She reminds us constantly that
chapters have a very important role to play in the Wikimedia universe,
something I am certainly grateful for.
* Brion Vibber, Mark Bergsma, Tim Starling - One can hardly praise our
technical staff enough. Together with a group of committed volunteers,
they have actually managed to obtain uptimes that are finally
approaching or exceeding other websites of similar traffic volume.
They are working for us day and night, and any business would be
blessed to have such a devoted and skilled team of administrators and
developers working for it.
Let me not forget the newly hired staff --Cary as Volunteer
Coordinator, Rob as computer technician -- who, I am confident, will
make great contributions to WMF, nor Barbara Brown, our devoted
receptionist. Having met all of these people, I think our staff is a
healthy (if incomplete) mix of skills and personalities.
7) Florence has already described our key priorities for the near
future, so I will not go into that. Would it be appropriate or
"professional" for us to drop everything and try to put out some
perceived threat without addressing fundamental short term needs? I do
not believe so, and aggressive repetition does not make the case.
Would the Board benefit from, say, a CPA, or a highly successful
businessperson with fundraising experience? Quite probably, yes, which
is why our bylaws allow for a minority of appointed members. We intend
to use this provision to further match a diversity of community skills
with specific professional backgrounds, and have sought professional
advice in identifying these missing skills.
But we are also responsible to the preservation of the WMF's integrity
of values; bringing in outsiders into the key function of governance
without carefully evaluating their background and commitment to our
core principles would be irresponsible. Again, repetition of some
mantra of the type "You have to do this NOW or you are unprofessional,
bumbling fools" does not make the case. We are going to take our time
to go through a reasoned decision making process.
Not everything is peachy, certainly. But the aggressive doomsday
rhetoric in this thread seems to have other origins than the reality
we are dealing with.
--
Peace & Love,
Erik
DISCLAIMER: This message does not represent an official position of
the Wikimedia Foundation or its Board of Trustees.
"An old, rigid civilization is reluctantly dying. Something new, open,
free and exciting is waking up." -- Ming the Mechanic
In a message dated 4/18/2007 6:37:44 PM Eastern Daylight Time,
kelly.lynn.martin(a)gmail.com writes:
I think the communities should demand that the Foundation place the
domain names and trademarks into a perpetual trust, precisely to
ensure that the WMF's failure as a going concern will not destroy
those communities by the loss of access to their domain names.
This has been discussed before and it is surprising that it has not
happened. I would suggest that it be done immediately, and that trusted non-community
members be selected to head this trust. Perhaps there are candidates on our
advisory board.
Danny
************************************** See what's free at http://www.aol.com.
Legal question. Can a DSO for a 501 c 3 be an overseas organization?
Danny
In a message dated 4/18/2007 5:45:57 PM Eastern Daylight Time,
notafishz(a)gmail.com writes:
Errrrr... DSO? Right.
OK, (aliens came in) Foundation is out. How about we start looking in
our own backyard?
There are eight chapters to this day, going on 10 to 12 in the next
few months, in 8 (10 to 12) countries of the world.
Tis gonna take a lot of resources to put down every Wikimedia
organisation one.after.the.other.
************************************** See what's free at http://www.aol.com.
The assets are not the content. They are the servers, the logos, the
trademarks, and the name. That would be lost. That is what people recognize.
In a message dated 4/18/2007 6:10:47 PM Eastern Daylight Time,
notafishz(a)gmail.com writes:
On 4/19/07, daniwo59(a)aol.com <daniwo59(a)aol.com> wrote:
>
> Legal question. Can a DSO for a 501 c 3 be an overseas organization?
Practical question.
I thought the projects and their content were free? Can't any
organisation, based anywhere in the world, just take the content and
start anew?
************************************** See what's free at http://www.aol.com.
Delphine recently wrote:
> I thought the projects and their content were free? Can't any
> organisation, based anywhere in the world, just take the content and
> start anew?
The content hosted by the Foundation is not an asset of the
Foundation. In fact, the Foundation has (almost) no legal interests
in it, and in fact almost anyone could pick it up and start using it.
However, the Foundation nonetheless owns some very valuable
properties: the names "Wikipedia" and (to a lesser degree)
"Wikimedia", the wikipedia.org and wikimedia.org domain names, and the
related service marks. It is these that the Foundation needs to do
much more to both protect and exploit than it has to date.
If someone sues the Foundation, and wins, it is these properties
(along with the Foundation's server equipment, which is worth a
pittance in comparison to what wikipedia.org is worth) that will end
up sold at auction. The Foundation would be well-advised to
restructure itself so as to put the brand "out of reach". The normal
means of doing this is to have the brand owned by a separate entity
(usually a trust) which then licenses them to the operating charity.
This way, even if the charity goes out of business for any reason, the
brands remain safe and secure in the hands of the trust, out of the
reach of creditors.
IRS regulations make it quite difficult to disburse property which has
been dedicated to a charitable purpose to any organization that is not
recognized by the IRS as a charitable organization. Thus, naming a
Wikimedia chapter (other than the the non-existent US chapter) as a
designated successor would require an IRS determination letter before
any such dissolutionary transfer could take place.
Both of these items would require specialized legal assistance to
properly address, from attorneys skilled in US and Florida nonprofit
and tax law. Random babbling from the community is unlikely to be
helpful here.
Kelly
Such an agreement woudl require IRS approval, something it is not likely to
receive.
In a message dated 4/18/2007 6:06:08 PM Eastern Daylight Time,
erik(a)wikimedia.org writes:
IANAL, but since it would be a very limited agreement ("In the event
of WMF being unable to continue operations for a period of 4 weeks,
organization X is given permission to .." - use the brand, user
account data, etc.) I don't see why not. It would be not fundamentally
different from a trademark use agreement.
If we want to reach an agreement like this with a chapter, we should
carefully consider the impact of different jurisdictions on the
projects, though. EU is a mess of jurisdictions, and the Germans seem
to be quite litigious, for example.
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In a message dated 4/18/2007 7:54:59 PM Eastern Daylight Time,
Anthere9(a)yahoo.com writes:
- set up of the advisory board (which will participate to a board
retreat just before Wikimania)
There is a lot to be said about all of these points, many of which are not a
board's responsibility. I am just curious: does this mean you are planning to
pay for the transportation and accommodations of board and advisory board
during a retreat? Assuming no staff is invited, that still comes to 27 people.
At a modest estimate of $2,000 per person, are you talking c. $55,000, not
including a moderator?
Danny
************************************** See what's free at http://www.aol.com.
In a message dated 4/18/2007 6:50:49 PM Eastern Daylight Time,
erik(a)wikimedia.org writes:
Yes - and no. Yes, we should explore the strategy of protecting the
brands through a trust or by other reasonable means. (I do not agree
with Danny that it should be "done immediately", as we also need to
carefully investigate any associated risks.) I also agree that the
domain name and brand has tremendous short term value.
The problem is that this is not a new issue. It has been around for a while,
and this just puts it back on the backburner. I can only wonder, why has
nothing been done until now? Why has it not been investigated yet?
************************************** See what's free at http://www.aol.com.
In a message dated 4/18/2007 6:56:27 PM Eastern Daylight Time,
Anthere9(a)yahoo.com writes:
Delphine's angle is from the Foundation point of view.
And that is exactly what Kelly and I are saying should be protected. The
content, i.e., community,. will always be there. In fact, that should the
Foundation point of view.
Danny
************************************** See what's free at http://www.aol.com.
In a message dated 4/18/2007 6:16:11 PM Eastern Daylight Time,
notafishz(a)gmail.com writes:
Allow me to strongly disagree. The financial assets are the trademarks
and the name. Technical assets are the servers. But all of these are
worth nothing if there is no content, and more important, no
volunteers to continue carrying out the work.
The content is free. It is not an asset exclusive to the foundation.
************************************** See what's free at http://www.aol.com.