[Foundation-l] Fwd: Wikimedia Brasil + WMF

Ray Saintonge saintonge at telus.net
Sat Sep 3 05:51:46 UTC 2011


On 09/02/11 1:02 PM, Michael Snow wrote:
> Meanwhile, on the subject of mutual board appointments between chapters
> and the foundation, I figured I'd chime in as I helped push the idea for
> chapters to select foundation board members in the first place. For one
> thing, there's a very different power dynamic between the chapters
> collectively choosing a couple members of the foundation's board, and
> the foundation solely choosing a member of an individual chapter's
> board. The chapter-appointed seats cannot really be controlled outside
> of the selection process itself, so those board members can act as
> freely as their colleagues, and certainly no single chapter can force
> them to act in a particular way. This is partly by design, since the
> ultimate fiduciary obligations of those board members are still to the
> foundation rather than a chapter, and is why we emphasized that they are
> not necessarily being selected as "representatives" of the chapters.
>

This is anomalous. What is the benefit of chapter-appointed seats if 
those appointees cannot represent their constituency? In ordinary 
politics we also frequently see elected politicians who, when once 
elected.put the interests of their Party above the interests of their 
district.  Representing the interests of the chapters need not be 
inconsistent with fiduciary obligations. It may be impossible for 
chapters collectively to force their representative to act in certain 
ways, and I agree that the influence of a single chapter is out of the 
question. Nevertheless, where the WMF Board has become unfriendly to 
chapters it is bound to influence the next round of elections.

Ray



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