I need some help researching the history of the
Wikimedia Foundation's
membership status. It's very slow going, and we could use the help of
people who understand nonprofit law, with experience practicing in Florida
a definite plus.
In the meantime, here's one more interesting lead: [1] This is a list of
filings made with the Florida Division of Corporations. Bylaws are not
filed with the State [2], so I'm still unclear about how the Wikimedia
Foundation would have reported the change from a membership to a
non-membership organization. The last paragraph of this pamphlet addresses
our question, unfortunately the pamphlet is written for Maine and not
Florida: [3] I'll quote it here for convenience, because it's relevant,
and sort of reassuring to know that other people have had the same problems.
legal members years ago, without much thought given to the
matter. Often,
in the hustle and bustle of things, the membership aspect has withered away
and the organization is no longer following its burdensome, albeit
well-intentioned, articles and bylaws provisions on membership. A Board in
this position can do one of three things: It can amend the articles and
bylaws so as to become a non-membership organization (although usually this
step requires the vote of the members, so can be easier said than done).
It can change its practices so as to start complying with the membership
provisions. A third and perilous option is to ignore the issue, and hope no
one notices or cares.
Thanks,
Adam
[[mw:User:Adamw]]
Disclaimer: I am employed full-time by the Wikimedia Foundation, but this
is a personal letter. Statements made from this email account are my own,
and may not reflect the views of the Foundation.
[1]
On Thu, Jan 28, 2016 at 11:58 AM Adam Wight <adam.m.wight(a)gmail.com> wrote:
Hi Florence,
Thanks for jumping into this conversation and sharing your illuminating
perspective as an "old timer" :-) I wanted to take a moment to also thank
you for your initiatives at the time, it's thrilling to imagine what might
have happened if more people had taken an interest in your "less easy
way"[1] of developing membership into a concrete governance model like the
Apache Software Foundation[2]. Without the open, constructive letters you
were writing at the time to communicate between the Board and Wikimedians,
we couldn't be having this conversation now.
I'd love to hear any more thoughts about how we might have, or still
could, work around the Florida recordkeeping requirements,[3] Alex Roshuk
for example suggested that our database may have been an adequate
membership roster, because "names and addresses" could possibly be
interpreted to allow for pseudonyms and email addresses or a WMF P.O. box,
as long as there was no intent to defraud.[4] Brad Patrick's input on
this
would be invaluable as well, thank you for pinging him. It seems like he
might have recognized that this was uncharted legal territory, and pushed
for a conservative revision of the bylaws to reduce risks and eliminate
the
open questions?
Adam
[[mw:User:Adamw]]
[1]
https://lists.wikimedia.org/pipermail/wikimedia-l/2006-June/067648.html
[2]
http://www.apache.org/foundation/how-it-works.html
[3]
https://meta.wikimedia.org/wiki/Talk:Wikimedia_Foundation_membership_contro…
[4]
https://en.wikipedia.org/wiki/User_talk:The_Thadman/Give_Back_Our_Membershi…
"You seem to think that there is something irreconcilable with
pseudonymous
contributions and membership"
On Thu, Jan 28, 2016 at 2:46 AM, Florence Devouard <fdevouard(a)gmail.com>
wrote:
Le 27/01/16 19:30, SarahSV a écrit :
On Wed, Jan 27, 2016 at 8:28 AM, Florence Devouard <fdevouard(a)gmail.com>
wrote:
I read you Sarah. Good point. Hmmm.
> But ianal...
>
> I am sure it was discussed back then, but I forgot the details.
>
> I contacted Brad on Facebook to suggest him to read the list. Perhaps
> he
> might be willing to comment on this ?
>
>
> Flo
>
> Hi Flo, thanks for doing that.
>
There's another reference to this in the 22 October 2004 board meeting,
where you agreed certain changes to the bylaws, including "A volunteer
member is not required to complete or sign and send any form to the
Foundation." [1]
Sarah
1.
https://wikimediafoundation.org/wiki/Meetings/October_22,_2004
_______________________________________________
Wikimedia-l mailing list, guidelines at:
https://meta.wikimedia.org/wiki/Mailing_lists/Guidelines
New messages to: Wikimedia-l(a)lists.wikimedia.org
Unsubscribe:
https://lists.wikimedia.org/mailman/listinfo/wikimedia-l,
<mailto:wikimedia-l-request@lists.wikimedia.org?subject=unsubscribe>
Not unsurprisingly. I wanted to make sure that all community members
would have a say... not only those who happened to sign a document,
disclosed their identities and perhaps paid a fee. This was my wish.
Further investigating on that matter later on showed that things were not
so simple.
Of course, in a perfect world, we would have had full legal advice before
agreeing on bylaws changes, PR advice on how to announce changes,
assistant
support to polish board meeting notes, and so on. We had none of that. I
am
amazed each time I see how much we changed :)
Thinking of "signing a document", the nearest thing we have at the moment
is the signature system for OTRS agent on Phabricator.
https://meta.wikimedia.org/wiki/Confidentiality_agreement_for_nonpublic_inf…
Thanks Sarah
Florence
PS: I am
_______________________________________________
Wikimedia-l mailing list, guidelines at:
https://meta.wikimedia.org/wiki/Mailing_lists/Guidelines
New messages to: Wikimedia-l(a)lists.wikimedia.org
Unsubscribe:
https://lists.wikimedia.org/mailman/listinfo/wikimedia-l,
<mailto:wikimedia-l-request@lists.wikimedia.org?subject=unsubscribe>
On Thu, Jan 28, 2016 at 2:49 AM Florence Devouard <fdevouard(a)gmail.com>
wrote:
Le 27/01/16 19:30, SarahSV a écrit :
On Wed, Jan 27, 2016 at 8:28 AM, Florence
Devouard <fdevouard(a)gmail.com
wrote:
I read you Sarah. Good point. Hmmm.
> But ianal...
>
> I am sure it was discussed back then, but I forgot the details.
>
> I contacted Brad on Facebook to suggest him to read the list. Perhaps
he
> might be willing to comment on this ?
>
>
> Flo
>
> Hi Flo, thanks for doing that.
There's another reference to this in the 22 October 2004 board meeting,
where you agreed certain changes to the bylaws, including "A volunteer
member is not required to complete or sign and send any form to the
Foundation." [1]
Sarah
1.
https://wikimediafoundation.org/wiki/Meetings/October_22,_2004
_______________________________________________
Wikimedia-l mailing list, guidelines at:
https://meta.wikimedia.org/wiki/Mailing_lists/Guidelines
New messages to: Wikimedia-l(a)lists.wikimedia.org
Unsubscribe:
https://lists.wikimedia.org/mailman/listinfo/wikimedia-l,
<mailto:wikimedia-l-request@lists.wikimedia.org?subject=unsubscribe>
Not unsurprisingly. I wanted to make sure that all community members
would have a say... not only those who happened to sign a document,
disclosed their identities and perhaps paid a fee. This was my wish.
Further investigating on that matter later on showed that things were
not so simple.
Of course, in a perfect world, we would have had full legal advice
before agreeing on bylaws changes, PR advice on how to announce changes,
assistant support to polish board meeting notes, and so on. We had none
of that. I am amazed each time I see how much we changed :)
Thinking of "signing a document", the nearest thing we have at the
moment is the signature system for OTRS agent on Phabricator.
https://meta.wikimedia.org/wiki/Confidentiality_agreement_for_nonpublic_inf…
Thanks Sarah
Florence
PS: I am
_______________________________________________
Wikimedia-l mailing list, guidelines at:
https://meta.wikimedia.org/wiki/Mailing_lists/Guidelines
New messages to: Wikimedia-l(a)lists.wikimedia.org
Unsubscribe:
https://lists.wikimedia.org/mailman/listinfo/wikimedia-l,
<mailto:wikimedia-l-request@lists.wikimedia.org?subject=unsubscribe>
_______________________________________________
Wikimedia-l mailing list, guidelines at: