[Wikimedia-l] Board resolutions on bylaw amendments and appointment of Foundation staff officers

Bishakha Datta bishakhadatta at gmail.com
Sat Nov 3 05:11:48 UTC 2012

On Sat, Nov 3, 2012 at 6:23 AM, Federico Leva (Nemo) <nemowiki at gmail.com>wrote:

> Bishakha Datta, 02/11/2012 17:08:
>  On Fri, Nov 2, 2012 at 9:31 PM, Benjamin Lees wrote:
>>  This doesn't seem too unreasonable in itself, but it is somewhat
>>> surprising
>>> that you didn't readjust the board's composition accordingly.  The
>>> justification for having unelected seats is to ensure that the board has
>>> people with specific skills or backgrounds, and my impression was that
>>> getting someone with accounting experience to serve as treasurer was part
>>> of that.
>> And that accounting experience is still very much needed on the Board - to
>> head the Audit Committee and to oversee the treasurer.
> This seems quite a weak answer to Benjamin's point: if the experience of
> an "expert" board member is relevant/needed only for one committee which
> can consist also of non-board members (who in principle can also head it),
> then the board may well decide to restrict his/her partecipation to that
> committee, to take advantage of that experience where it's most effective
> and free a board position to allow further diversification and expansion of
> board member experiences.
> The point I didn't make explicit is that someone on the board needs to
embody the notion of financial accountability - although all of us, as
trustees, see this as part of our fiduciary duties, it is extremely useful
to have among us, a trustee, who 'owns' the overall concept, and pushes to
consistently strengthen financial accountability (as part of overall
accountability), both at the Foundation and across the movement.


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