I am alarmed.
While the page on Meta page on the bylaws changes highlights only
additions, a direct comparison with the current bylaws shows some
significant deletions. Some issues:
* The line "(G) Board Majority. A majority of the Board Trustee positions,
without counting the Community Founder Trustee position, shall be selected
or appointed from the Affiliates collectively and the community." has been
simply deleted, with no replacement or equivalent. (This is unmentioned in
the summary.) This would allow the board to be entirely self-perpetuating.
This is made even more problematic with the change from
elections/nominations being "every three years" to "according to a
schedule
determined by the Board of Trustees", and also the change from specifying a
precise number of community seats towards having just a maximum of "As many
as eight (8) Trustees...". The Board appears to be under no obligation to
continue having community-sourced seats at all, under the proposed bylaws.
* All mention of community voting has been eliminated, replaced with an
ambiguous "community nomination process". (Previously, the bylaws said
"Three Trustees will be selected from candidates approved through community
voting.")
There are currently zero members of the board that are fulfilling
community-elected terms. Their terms (which were, for two of them, required
to be their final terms before they changed the term limits) were all
supposed to have ended on September 1. I don't think there would ever be a
good time for the board to remove its own obligations to the community, but
doing it while the Board is very much lacking in legitimacy, is especially
problematic.
(Another minor point: The change from the description of the appointed
seats from "non-community-selected, non-chapter-selected" to
"non-community-sourced" seems to imply that the Board is prohibited from
filling these seats with any community members. Previously, there have been
community members in these seats.)
-- Yair Rand
בתאריך יום ד׳, 7 באוק׳ 2020 ב-11:12 מאת Nataliia Tymkiv <
ntymkiv@wikimedia.org>:
Dear all,
Today the Wikimedia Foundation Board of Trustees starts two calls for
feedback: on changes to our Bylaws[1] mainly to increase the Board size
from 10 to 16 members, and on a trustee candidate rubric[2] to introduce
new, more effective ways to evaluate new board candidates. These proposals
are part of the governance improvement process announced on 28 April[3].
The Foundation’s work is wide-ranging, focused on areas including product
development, technical infrastructure maintenance, community support,
grantmaking, public policy advocacy, and fundraising. In addition, the
Foundation is charged with administering the operations of an international
nonprofit organization responsible for a more than 500-person paid
workforce and an annual budget of over US$100 million. Its ambitious
mission is to support the sharing of knowledge amongst every single human
being in partnership with Wikimedia communities across the globe.
To provide sufficient strategic guidance and oversight over such a broad
scope of work and constituents, Board members should reflect a similarly
broad scope of expertise, experience, and backgrounds. Expanding the number
of board seats from 10 to 16 will move us closer to this goal, supported by
a Board candidate rubric that will help us all evaluate potential trustees
and ensure that they can provide what the Board, Foundation, and movement
need. The Foundation will work with the broader movement to formalize this
rubric. Currently, trustees have to serve on more than one Board committee
(as voting members, alternates or liaisons). This overlap is a significant
burden, as it limits the amount of work that can be done—and the volunteer
trustees are overworked.
== Bylaws revisions ==
We have published the planned revisions to the bylaws on Meta-Wiki and we
welcome your comments through 26 October[1]. The Board has carefully
considered the published revisions and we believe that they are a positive
step toward accomplishing our governance reform goals. We are publishing
these so that they are transparent to the communities before the Board’s
final vote to adopt the revisions, and we will be responding to questions
about the revisions on the talk page. We shall consider any suggested edits
that would further the Board’s governance needs and goals.
The revised Bylaws would maintain the current general structure of trustee
seats, with half (8 of 16) sourced from candidates identified through
community selection processes, one reserved for Jimmy as Founder, and the
rest (7 of 16) selected by the Board directly. The revisions would
eliminate the distinction between trustees selected by affiliates and
trustees selected by community voting. This offers more flexibility for
adjusting community selection processes if necessary, while also not
requiring any particular process changes. We hope to discuss possible
changes with our communities in early 2021.
== Board candidate evaluation form ==
In addition to expanding in size, the Board is considering ways to improve
our overall process for selecting trustees. The Board Governance Committee
(BGC) has drafted a Board candidate rubric as a tool to show and help
evaluate the relevant effective candidates for the Board[2]. The rubric is
still a draft, and we want to hear what all of you think is missing,
overrepresented, underrepresented, confusing, or could otherwise be
improved. The goal of the rubric is not only to aid us in evaluating
potential trustees but also to clearly and openly communicate how we are
evaluating candidates. We welcome your input through 26 October.
== Impact on postponed trustee selection process[4] ==
Following development of the rubric, we will work to further improve the
selection of Board candidates by adapting the community-sourced trustee
selection processes to fill 8 seats instead of 5. Any changes to current
selection processes will be preceded by the necessary discussions with
affected communities. We plan to start this discussion in early 2021. Once
the new process is developed, it will be used to select all
community-sourced trustees going forward.
I recognize that delays and slow progress can be frustrating and even
confusing. I don’t think anyone—community, Board, or staff—is completely
satisfied with the situation we currently find ourselves in. Like everyone
else, we are doing our best to respond to the challenges of 2020. There are
many pressing demands competing for everyone’s time and attention. We are
faced with the difficult tasks of balancing goals and priorities and
judiciously allocating the resources we have available to work on them. We
remain committed to holding the community trustee selection process in the
Foundation’s 2020-21 fiscal year (July through June). That process is much
more labour-intensive than many may realize, taking months of planning,
preparation, and execution. For the community trustee selection process to
be successful, it requires not only resources to plan but also the ability
for as wide a range of diverse candidates and community voters as possible
to participate. We postponed the process in part because we were not sure
that it would have that necessary participation if it had happened at the
originally scheduled time. We appreciate everyone’s patience and
understanding as we do our best to move this work forward in a way that is
mindful of both the desire to move quickly and our responsibility to
achieve the best possible outcomes.
Thanks in advance to everyone who takes the time to participate
constructively in these conversations.
You can find the original version of this announcement at
https://meta.wikimedia.org/wiki/Wikimedia_Foundation_Board_noticeboard/Octo…
<
https://meta.wikimedia.org/wiki/Wikimedia_Foundation_Board_noticeboard/July…
Best regards,
antanana / Nataliia Tymkiv
Vice Chair, Wikimedia Foundation Board of Trustees
[1]
https://meta.wikimedia.org/wiki/Wikimedia_Foundation_Board_noticeboard/Octo…
[2]
https://meta.wikimedia.org/wiki/Wikimedia_Foundation_Board_noticeboard/Octo…
[3]
https://meta.wikimedia.org/wiki/Wikimedia_Foundation_Board_noticeboard/Upda…
[4]
https://foundation.wikimedia.org/wiki/Resolution:Postponement_of_Community_…
*NOTICE: You may have received this message outside of your normal working
hours/days, as I usually can work more as a volunteer during weekend. You
should not feel obligated to answer it during your days off. Thank you in
advance!*
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