[Foundation-l] thoughts on leakages

[Florence Devouard]

Jussi-Ville Heiskanen wrote:
> On 1/10/08, Florence Devouard <Anthere9 at yahoo.com> wrote:
> 
>> Ray Saintonge wrote:
>>> When the Board appointed Erik to his paid deputy director's position it
>>> created a political disaster for itself.  Sure, you might say that it
>>> was Sue's call, but the Board always has, or at least should have, the
>>> power to veto any specific hire.  It becomes a responsibility when the
>>> political optics are wrong.  The storm that arose when it was thought
>>> that Danny might win a seat on the Board should have been a warning.
>>> Neither Danny nor Erik have been strangers to controversy.  Even after
>>> the hiring the Board could have mitigated the damage by adopting a
>>> six-month waiting period before a Board member could join the staff,
>>> with the six-months to start from the anticipated end of the elected
>>> term so that it cannot be accelerated by an early resignation.  When
>>> someone is elected for a specific term the electorate expect him to
>>> finish that term.  When these kinds of hirings happen, they leave the
>>> impression, rightly or wrongly, that there is no transparency, and
>>> perception is everything.
>> I want to have this crystal clear, as there is absolutely no lack of
>> transparency on this very specific point.
>>
>> The board did not appoint Erik to his paid deputy director's position.
>> Period.
>>
>> It was Sue's decision. I am not aware that the board has any veto on
>> such matters. We have made it clear to Sue that she is in charge of
>> hiring and firing staff members, so that she can freely organize the team.
> 
> I think this is correct. If that was what Sue was instructed to do, then
> she acted entirely properly. What perhaps is at issue is the nature of
> the instruction itself. To put it in the nicest of the terms possible, she
> could have been instructed in very broad terms on which sources of
> the existing talent pool it was more desireable she look for hires and
> which would be deprecated. Quite likely the decision to not instruct
> her in such a way was the proper one, one should not tie the hands
> of an executive.
> 
> But whether the instrucion on how to form her own starff was good
> or not, it should not cloud the matter that the responsibility to instruct
> the ED is fairly and squarely on the board. The board need not have
> a veto on ED decisions to have the job of _instructing_ the ED as to
> what (and how) thye are supposed to do, before they get about doing it.
> Not micromanaging, but there is a lot of leeway on how broad the
> outlines of ways and means expressed as preferrable and or out of
> bounds, is expressed by the board.
> 
>> We have discussed the policy for the 6-months hiring delay in october,
>> but it was not approved because there was no strong consensus. We
>> actually mostly disagreed on the terms (6 months, 12 months) and
>> applicability (board -> staff or staff -> board or both).
>> We discussed against the issue of approving the policy after Erik was
>> hired, and the consensus was to not adopt this policy at the moment. Not
>> because we do not think it would be generally a good idea to adopt this
>> policy, but largely because it would be perceived as a reaction of
>> protection and upset related to Erik being hired, and most members did
>> not want to damage his authority and his ability to join the staff.
> 
> I am sorry, but the minutes of the meeting do not square with what you
> say there. According to the minutes - while there may not have been
> consensus - there was a clear majority vote in favour of setting a
> symmetrical 6 month exlusion period for transitions both board -> staff
> and staff -> board.

Actually, my memory of the discussion was that Jan-Bart was more in 
favor of a 12 months waiting period... but the minutes report 6 
months... which means at least 2 members were not fully happy. And 
Jimbo's opinion was missing.
In any cases, we tend to try to reach consensus when it is seems best 
to. There was a weak consensus or a slight disagreement.

> And (also by the text of the minutes that is published - seems there are some
> edits there that are discussing later developements rather than what transpired
> at the meeting itself; which is probably illustrative in a positive
> fashion, even
> though it confuses the text of the minutes as a document of a specific event)
> specifically Erik was tasked with drafting the resolution; which after inquiring
> with Mike, (someone, not clear who) decided that it was a bylaws matter, not
> a resolution matter.

I have vague memories. I think Mike recommanded to have it a bylaws 
update.Yes Note that voting a resolution can be real quick and 
straightforward. Bylaws update is a little bit more demanding.

> If there has been a subsequent decision to not implement the voted on
> decision even as a bylaws change, that is regrettably in the utmost. A real
> step backwards in clarifying things between the roles of staff and board.

We are currently DEEP in the middle of this discussion. As I already 
explained recently, there is disagreement on the board as to who should 
be a board member, what the board member role should be (compared to 
staff), whether a board member is allowed to be involved in executive 
matters, whether a board member should have professional skills or not, 
which % of community members should be on the board versus professional 
outsiders. Etc...
So in the middle of this pretty serious discussion, the board->staff and 
staff->board, is honestly just one more piece.

>>> While I have your attention . . . :-)
>>> (I know.  I have this fault of thinking too long before I say things.)
>>>
>>> I have supported the idea of a Wikicouncil from the very beginning, and
>>> I'm sure that somewhere in the bowels of the mailing lists there remains
>>> a record of my suggestion for bicameral governance back when the first
>>> by-laws were being discussed.  The question of how to determine
>>> membership on such a council will remain vexed for a long time, and I
>>> think it will only be settled after a long period of trial and error.
>>> In the early stages I would make the membership fairly open ended, with
>>> just enough restriction on membership to keep it from becoming
>>> unmanageable.  Both appointive and democratic methods for choosing
>>> members have their own problems. I would suggest that the first members
>>> be appointed from among the most senior and most experienced
>>> wikimedians; they could draft provisional policies.  A first in-person
>>> meeting could take place in Alexandria.  Would financial encouragement
>>> to get them there be any less worthwile than getting the advisory board
>>> to Taipei?
>> Seems like a good idea actually...
>>
>>> One of the first responsibilities that I would attach to the Wikicouncil
>>> would be joint responsibility for the by-laws.  Changes to the by-laws
>>> would need to be passed by both the Board and the Council.  This would
>>> allow the Board to examine changes from a business perspective, and the
>>> Council to view them from a community perspective.
>> I do not think that an external council can get the authority to change
>> the bylaws, however, it certainly would be a great idea that the council
>> propose changes, which the board will approve (or not).
>>
>> Part of the current broken situation is that the board is small and has
>> limited availabilities to propose and draft new policies, new bylaws,
>> new guidelines. I am very happy when some trusted members help us draft
>> a good resolution. It would be great if the wikicouncil could help on this.
> 
> I think you got EC:s suggestion backwards. His idea was that the board
> would propose and decide, but the council would approve. It isn't implicit
> what would happen if the council would vote down a decided change in
> the bylaws. As I see it, the disapproval would not mean the change could
> not be implemented by the board, but it might usefully force the board
> to reconsider, and re-vote on it. This is a very usual parliamentary custom.

ok
I think it would put a very huge pressure on the wikicouncil constitution...

Ant