[Foundation-l] The fallacy of power

Michael Snow wikipedia at verizon.net
Tue Apr 29 06:26:47 UTC 2008


Samuel Klein wrote:
> Assuming this is the case, I would appreciate more information on what the
> governance obligation and fiduciary responsibility of the board entails.  I
> think the board's primary fiduciary responsibility is in ensuring that the
> oversight of the projects not fall into the hands of any special interests,
> something which giving outside experts seats on the board makes more
> likely.  (privately apointed directors go through significantly less vetting
> and scrutiny than publicly elected ones)
>   
Is vetting and scrutiny better just because there's more of it? The 
election process vets for some things and not for others. I appreciate 
the concern about capture by special interests, but can you articulate 
why that's more likely with outside experts? Financial and employment 
relationships seem to be the primary vehicle by which people imagine 
this capture. It seems to me that a resume-interviews-background-check 
approach does more to vet these issues than has historically been the 
case in our elections.
> How is adding Board members with expertise more suitable than having a
> deeply trusted Board acquire and rely on a more broadly talented advisory
> board?
>   
Because unlike the Board of Trustees, members of the Advisory Board do 
not have the fiduciary obligations you so rightly emphasize. Being able 
to bounce questions off an advisor with a financial background is not a 
substitute for having someone who has both the expertise and the 
fiduciary responsibility to guide the board through its oversight of 
financial matters.

You are right that we need a more broadly talented advisory board, as 
are others who say the foundation needs to make better use of it. The 
advisory board was also the topic of some discussion in our meeting, 
although its future development is still taking shape. Right now its 
primary competencies are in the areas of technology and free culture, 
which aren't really the issues we were dealing with. More details on the 
advisory board will come when they are ready, but for now I'd welcome 
ideas - what additional areas, broadly speaking, do we need represented 
on the advisory board to provide useful working groups to advise the 
Wikimedia Foundation?

--Michael Snow




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