Can I suggest that it would be really good to document some of this
discussion about the WMF board composition and so on on Meta - that way it
will be more apparent in future when people are thinking about this issue.
A good place might be to re-open this page:
Chris
On Thu, Feb 25, 2016 at 10:42 AM, Thyge <ltl.privat(a)gmail.com> wrote:
I already proposed a "house of
representatives" earlier to represent the
stakeholders and take care of the diversity issue, appointing the BoT etc.
Regards,
Thyge
2016-02-25 10:14 GMT+01:00 Jens Best <best.jens(a)gmail.com>om>:
just very short input here on the list:
A community council or membership structure representing the diversity
and
plurality of the movement in a democratic way
would be great idea, in
fact
it is a much needed idea to be realized.
BUT:
This structure would need to be a true counter-balance to WMF/BoT.
Therefore true power (decision-making, money etc.) would need to be
transfered in appropiate ways into the responsibility of this new
structure. If all the final decisionmaking would stay with the BoT and
the
management of WMF any such more representative
council would only be a
toothless thing.
Best,
Jens
2016-02-25 5:21 GMT+01:00 James Alexander <jamesofur(a)gmail.com>om>:
On Wed, Feb 24, 2016 at 5:23 PM, Denny Vrandecic
<
dvrandecic(a)wikimedia.org
wrote:
I disagree very much with Dariusz on this topic
(as he knows).
I must say I also disagree with you ;).
That is not to say that a community council or membership structure of
some
> sort might not be good (I think there are some logistical challenges
that
> are so difficult that it may not be
possible... I'd rather us try to
deal
with
things like global dispute resolution first before we try to think
about some governance council... but the idea is certainly intriguing)
but
> I think the idea that that body is 100% independent or that the board
> itself should not/is not speaking for the movement too is missing some
of
> the point and being far too simplistic for
the good of the org and the
> movement. I know you don't really mean it this way but it can easily
come
across as
a bit of "don't look at me if this was bad for the movement I
had
to ignore that".
I think that
a body that is able to speak for the movement as a whole would be
extremely
beneficial in order to relieve the current Board
of Trustees of the
Wikimedia Foundation from that role. It simply cannot - and indeed,
legally
must not - fulfill this role.
> To make a few things about the Board of Trustees clear - things that
will
> > be true now matter how much you reorganize it:
> >
> > - the Board members have duties of care and loyalty to the
Foundation -
not
> to the movement. If there is a decision to be made where there is a
> conflict between the Movement or one of the Communities with the
> Foundation, the Board members have to decide in favor of the
Foundation.
> > They are not only trained to so, they have actually pledged to do so.
> >
> > - the Board members have fiduciary responsibilities. No, we cannot
just
> > talk about what we are doing. As said,
the loyalty of a Board member
is
towards the organization, not the movement.
Whether the board wants it or not it DOES end up serving a leadership
role
in the Movement and arguably the top leadership
role. Yes it has a
fiduciary responsibility to the org but part of that is it also has a
"duty
of obedience". That duty of obedience
includes, ensuring the board
members
"have a responsibility to be faithful to the
organization’s stated
mission
> and not to act or use its resources in incompatible ways or purposes"
in
> addition to ensuring the org follows
applicable laws. [1] So if we
don't
> think that the Foundation has to do
what's best for the movement as
well
then
perhaps we should be reevaluating the wording of that mission.
I would say a non-profit has an obligation to wind itself down if its
mission (and remaining money) is better served elsewhere (as an extreme
example, but one I've certainly seen) or to transfer the copyrights out
of
country if that was the right move etc. A duty to
the organization does
not
meant that you do not have a duty to the movement
and so I think it is
wrong to try and side step that under the umbrella of fiduciary
responsibility which is much more then just money and personnel.
[Could say a lot more but probably not useful here and now :) I feel
like I
either need to do that over drinks or have a bit
more distance between
the
current crisis & time to write it all down in
a more coherent fashion ]
[1]
http://www.trusteemag.com/display/TRU-news-article.dhtml?dcrPath=/templated…
(among
many other sites)
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