Wikimedia Foundation Board Governance Committee/Minutes 13-04-2017

April 13, 2017

Wikimedia Foundation Board Governance Committee Meeting

• Location: Online (via Bluejeans)
• Committee members present: Nataliia Tymkiv (Committee Chair), Christophe Henner (Board Chair), Kelly Battles, Dariusz Jemielniak
• Advisory Committee members present: Kat Walsh, Tim Moritz, Ido Ivri
• Non-committee members present: Katherine Maher (Executive Director), Katie Francis

Katie confirmed that a quorum was present, and Dariusz called the meeting to order at 9:05 AM PT.

Advisory Board

Dariusz opened the meeting with a discussion from a prepared document that provided an overview of the Wikimedia Foundation Advisory Board.

The Committee proceeded to discuss potential considerations with the Advisory Board going forward. As the members of the Committee did not have previous record of the best purpose for the Advisory Board, they did not have the sense the documented structure would benefit the Wikimedia Foundation in the most valuable way. Katherine raised considerations including staff and Board resources to maintain and support the Advisor Board, management of the Advisory Board workflow, significant travel and other costs/expenses of a large group, general bandwidth capacity given the Board and staff are significantly focused on Board Recruitment, filling Wikimedia Foundation staff positions, and the future of the movement.

To remedy these concerns, the Committee made the following suggestions: Set up the Advisory Board to include the most engaged former Advisory Board members and a few selected individuals. The Advisory Board would be set up initially for a year, and evaluated after this period (i.e. tested in a beta model). The Advisory Board would be coordinated by the chair of the BGC or a designed liaison, and the first assignment for the AB would be to work on internal coordination (with minimal Board support). Staff and Board members would still have access to high-profile experts and the Board would potentially be building a bench for future Board members.

The Committee agreed to incorporate these suggestions and submit a formal proposal to the Board.

Before the meeting, Nataliia shared updates on the Governance Committee's other ongoing work, including Board recruitment, the summer 2017 process for community-selected seats, governance review, the onboarding material for new Board members, upcoming updates to the Board Handbook, and the summer 2019 process for the affiliate-selected seats.

The meeting concluded around 9:45 AM PT.