There's a big leap between the "advisory" role that Maria mentioned in her
notice of resignation and a full-on consultancy. In that email, dated one
day after the June Board of Trustees meeting chaired by Maria, she told us
that the WMF had already approached her to take on the "advisory" role;
this email was sent to the community *before* Maria's resignation had taken
effect. Maria is not specific on who approached her to take on the
advisory role before her resignation took effect, but clearly somebody did,
or she would not have mentioned it in her farewell email.
I am very sad about all of this. It taints the entire governance process.
It is precisely the type of issue that grants committees at all levels have
been asked to "address" in their comments and recommendations; I know for a
fact that governance and leadership issues like this had a very significant
impact on grants recommendations for multiple grantee organizations in the
past, usually with the urging of WMF staff and leadership.
It also does nothing to reassure the community about the strategy process,
especially at a time when the absence of a community-selected board member
would have been particularly useful. Instead, we now have a paid
consultant for a position that (as best I can tell) was never advertised,
posted, or even head-hunted.
And I'm sad for Maria, who has made many contributions to the movement, and
who is now in a situation where whatever work she was contracted to do is
going to be made so much more difficult because of this.
Just because something is legal and does not actively violate the bylaws,
doesn't make it the right thing to do. The message that's being sent here
isn't helpful to the movement. It puts others who are trying to carry the
movement message out to new and existing communities into a really
On Thu, 24 Jun 2021 at 00:51, <aketon(a)wikimedia.org> wrote:
I’m Amanda Keton, the General Counsel of the Foundation, and I’d like to
clarify some of the questions and comments that have been raised over the
engagement of María as a Foundation consultant. I want to assure you that
we carefully followed our policies, compensated this in line with similar
consultants, and legitimately assessed her as the best person for the role.
The need. Maria’s engagement comes at a time of transition for both the
Board and the Foundation executive staff. This is also a time where the
Community Resilience & Sustainability (CR&S) unit is setting up mechanisms
to ensure that the Foundation provides seamless service to our growing
community in its areas of responsibility. As many of you know, that team
has taken on Movement Strategy due to the transition along with maintaining
their support of Board elections, the Universal Code of Conduct, and
leading our cross-departmental approach to supporting a Thriving Movement.
As a unit, CR&S undertook a needs assessment of the workload ahead. This
needs assessment revealed gaps in implementation of the Foundation’s
Movement Strategy and in supporting staff with the ongoing Board selection
process, upcoming onboarding, and supporting a smooth transition. The team
currently supporting the Board expansion is quite stretched, monitoring
multiple channels in many languages. Having another person who can step in
immediately is tremendously helpful to these efforts. Based on this, CR&S
considered the necessary skills and expertise for assistance in executing
this work. While seeking this expertise, numerous factors were considered.
Some of these factors included experience with the Board, volunteers and
management. We also considered the qualifications with respect to the
criteria and role at hand. The unique blend of circumstances at play and
the importance of moving forward strongly at this time led us to carefully
assess our needs and explore creative solutions.
The role. In developing the scope of work for this role, we determined
that María was a very strong candidate to support this critical work. With
the transition at the executive level, and at the Board level, Maria brings
long-term familiarity with the strategy process and strategy conversations
that is crucial for the Foundation and the movement. Furthermore, she has
been a big believer and a promoter of the Movement Strategy. We believe she
can help ensure continuity in that work and can also support Maggie and
others in the Foundation working to help expand the Board in service of
bringing additional expertise, representation and capacity.
Managing a potential conflict of interest. Maria first considered stepping
down months ago, but she wanted to help navigate the transition at the helm
of the Board. I followed our Conflict of Interest policy and brought this
staff idea to the Transition Committee, the Human Resources Committee, and
ultimately discussed this idea in principle in the last executive session
of the Board of Trustees -- without Maria. The Board does not generally
discuss individual contracts, but I wanted to make sure that the Board knew
about it to respect the spirit of the conflict of interest policy even if
that would be shortly mitigated by her stepping down from her trusteeship
for unrelated reasons. I appreciate the concerns that were raised about
Affiliates receiving different advice. I'm not aware of this, and because I
want to respond timely, I can't check with all the relevant staff. However,
I have not found reference to this in internal or Meta documentation and
would appreciate more information on where this policy can be found so we
can review it when we next update our policies, and ensure we consistently
uphold our policies throughout the movement. I agree we want to be
consistent, and I appreciate that this was pointed out.
Fair compensation. I understand that a lot of questions have been raised
pertaining to Maria’s remuneration. As many of you already know, we do not
discuss remuneration of staff or consultants in public forums, although we
do disclose appropriately as we are required to as a US nonprofit on our
Form 990. It can be difficult to balance transparency and privacy, and we
find it best to adhere to a general approach that balances our values of
transparency and privacy as well as possible. However, all consultant
compensation is reviewed according to our standard rates and market
comparables. María’s compensation was set by the same process, and this is
in line with how others are paid for similar work in similar regions.
I hope this clarifies any questions and doubts that you may have.
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