[Foundation-l] wikicouncil

Erik Moeller erik at wikimedia.org
Sat Dec 29 17:41:30 UTC 2007

On 12/29/07, Florence Devouard <Anthere9 at yahoo.com> wrote:
> I will take as an example the recent resolution passed by the board
> regarding the license under which our projects are running. My memory is
> that you and Jimbo were the primary actors of the license reform.

The license migration resolution was one of the most frustrating
experiences for me as a Board member: When the three people tasked to
look into the issue couldn't agree, there was no clear path to any
kind of decision, and what followed was a debate that was only
concluded with a resolution due to attrition. The last thing it would
lead me to argue is that the current Board should ever attempt such a
process again.

Should a decision like the licensing reform have been made by
- the Board
- the Executive Director in consultation with her staff
- a Wikicouncil
- the entire community?

I think that question should be open to debate -- and to me the answer
could very well be, in future: "The ED in consultation with staff,
experts, and Wikicouncil members" or "The community through a
project-wide vote".

Let me ask you this:

- Is it important, even critical, that we have a governing Board that
can effectively provide oversight with regard to the Foundation's
financial reports, its audit, and its budgets, that can competently
hire, evaluate and fire an Executive Director, that knows to perform
reference and background checks, that can ensure legal compliance and
protect our tax-exempt status, that can reach out to international
networks to raise funds for the organization?

- Do the current criteria for Board membership -- making a lot of
edits on the projects, being a valued community member, being elected
by your peers -- help to constitute a Board that can serve this

- If they do not, how does expanding the Board with more community
members and, simultaneously, creating a community-run Wikicouncil help
us when it comes to learning lessons from the last year regarding
corporate governance?

- Your main fear appears to be that non-community members on the Board
will sell us out to corporations or other external interests. To what
extent do you believe this concern could be mitigated through a
Wikicouncil, through a clear definition of scope of responsibilities,
through delegation, through orientation of new Board members? Are
people with competence in corporate oversight and governance more
likely to be "evil" than those without it?


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