Dear all,

The Wikimedia Foundation Board of Trustees is considering amending the Wikimedia Foundation Bylaws. Nataliia Tymkiv, Chair of the Board Governance Committee, is leading this process. She has posted the proposed changes on Meta for discussion https://meta.wikimedia.org/wiki/Wikimedia_Foundation_bylaws/December_2018_-_Affiliate-selected_trustees,_term_limits,_and_diversity prior to our vote on them during the Board meeting scheduled for January 23, 2019. We invite you to comment on the proposal's talk page. As usual in these cases, two weeks are provided for community comment, from December 7 to December 21.

By making the proposed changes to the Bylaws, the Board intends to achieve three goals:

*1. Include User Groups in the trustee selection process*

Though User Groups have existed as a model of affiliation within the Wikimedia movement for a number of years, they have not been included together with Chapters and Thematic Organizations as participants in selecting Wikimedia Foundation trustees. There are now over 100 recognized User Groups, many of which represent emerging communities within the Wikimedia movement. The Board believes that the perspectives of User Groups combined with those of Chapters and Thematic Organizations will lead to the selection of the best trustee candidates.

The Board acknowledges that the ongoing Wikimedia movement strategy process may result in changes to many aspects of the Wikimedia movement, including the structure of movement affiliates. As a result, any changes we make now to the Foundation Bylaws regarding the role of affiliates in the trustee selection process may need to be modified again in the future, in turn requiring additional amendments to the Bylaws. However, the Board did not want to delay providing User Groups with a voice in the upcoming 2019 trustee selection process.

*2. Raise term limits for trustees from two to three consecutive terms*

Term limits for trustees were added to the Bylaws in 2015. At the time, there was a desire on the Board to bring in new voices and specific skill-sets needed for the growth and development of Wikimedia projects. The changes made at that time have resulted in some notable successes in that regard. The Board remains committed to seeking out new voices, and providing the community with ample opportunities to promote such voices as candidates for the Board.

As the Wikimedia movement and the Wikimedia Foundation think forward further to the future, the Board will need to oversee the Foundation in setting, following through on, and achieving longer-term goals. The Board believes it will be better able to fulfill its role if it allows for the potential of a longer time on the Board for individual trustees who bring essential expertise and insight to the Board. The possibility of serving one additional term on the Board also reduces the amount of time the Board and Foundation staff spend on trustee recruitment and onboarding. Raising the maximum number of consecutive terms a trustee may serve from two to three terms achieves these goals, and is also consistent with the practice of many other boards. Raising the maximum number of terms that can be served consecutively does not change the fact that the community, including affiliates, will continue to be able to determine every three years whether or not to re-elect currently serving trustees or whether to elect new candidates - just as is the case now.

*3. Reaffirm the Board’s commitment to diversity*

The Wikimedia movement is global, built on a vision of reaching every single human being and working toward a strategic goal of knowledge equity for all. The Board believes that it can best serve the Wikimedia Foundation and the movement by reflecting a wide range of human experiences. We want to underscore and codify this belief in the Bylaws by adding express language affirming our commitment to diversity and inclusion of all voices, throughout our communities - new, older and emerging.

Kind regards,

María Sefidari Chair, Wikimedia Foundation Board