Talk:2011-12 Fundraising and Funds Dissemination process/Final recommendations from Sue

Funds Dissemination

Recommendation 1

• The Wikimedia Foundation Board of Trustees is the body accountable to the global movement for providing the infrastructure and organizational framework supporting our mission - Is it? I don't think that's an accurate or even true statement. Tomer A. 20:57, 13 March 2012 (UTC)

  I also don't agree with that statement, in this context: the WMF Board are accountable for providing infrastructure and an organizational framework for the WMF that supports our mission. But others also support our mission -- in particular, the WMF works in partnership with a network of independent chapters, which are accountable for their own frameworks; and our Projects also have their own internal community frameworks; neither of which are the responsibility of the WMF or its Board. –SJ talk   09:49, 14 March 2012 (UTC)

  WMF provide infrastructure, but I really don't believe that the global movement think that WMF should provide organizational framework, on the contrary ....--Chandres (talk) 15:08, 14 March 2012 (UTC)

• Therefore, all funds raised via the Wikimedia projects should be considered to be movement money, not the property of a particular organization or stakeholder.. We all knew this from the before -or was I the only one who has always believed all the funds raised via the projects belong to the projects in the movement? Also, this text contradicts itself with the rest of the document, as if "it is not my money ...but I am the only one who decides how to use it". --Jewbask (talk) 04:37, 14 March 2012 (UTC)

  There are different ideas about who should own or allocate funds raised; it is worth defining what we are aiming for here. I don't think Sue is recommending the WMF being the "only one" to decide how to use it; the point of the allocation part of this recommendation is to make that stop being the case; whereas today that is de facto the case for the vast majority of our funds. –SJ talk   09:49, 14 March 2012 (UTC)

  This has not always been the case. In fact, this de-facto situation has been the result of conscious decision made recently by people on the WMF. Tomer A. 13:09, 15 March 2012 (UTC)

"We acknowledge and affirm that all funds given to the Wikimedia movement are given in support of our global projects, in response to the value created by the global Wikimedia movement." I think that in this point there is the main misunderstanding. If someone donates directly to a chapter, he would support exactly this chapter or he would support exactly a project connected with the chapter. I have discovered recently the term "accountability" but I have understood that it means that if someone donates for a specific purpose, the association should assure that the expectation of the donor is not disregarded (if this purpose is harmonized with the bylaws of the chapter). If someone donates to a local association and not to WMF, it could be that the donor doesn't trust in WMF. Silly man but there are a lot of silly men in the world. So I think that this definition is ambiguous. --Ilario (talk) 17:35, 14 March 2012 (UTC)

Hi Ilario. My point in making this statement was simple: it's essentially what SJ said above. I am trying to say here that the movement (primarily editors, but also other groups) creates the value in the projects, and that that is why readers donate. My point is essentially that it is not the chapters' money nor is it the Wikimedia Foundation's money, morally speaking. It is money that is given (in effect) as a tribute to the work done by editors. I want to say that specificially because I think that sometimes editors experience the chapter/Foundation wrangling over money as unseemly – for example, Greg Maxwell said something to that effect the other day in my IRC office hours. I sympathize with editors who feel that way, so I wanted to address it specifically. Anyone who receives donations on behalf of the work that editors have done over the past 11 years holds it in trust on behalf of the people who have built the projects, and should aim to have it spent wisely, in ways those people would support. I think that should be an uncontroversial statement, but I wanted to acknowledge and affirm it in my recommendations. Thanks Sue Gardner (talk) 19:32, 16 March 2012 (UTC)

That is indeed an accurate and important statement. Any chance you include it explictly? Tomer A. 07:35, 18 March 2012 (UTC)

Sure. If anyone wants to propose more explicit language, I'd be grateful. If no-one does, I will try to come up with something. (I don't really understand what's confusing about the current wording, e.g., the sentence Ilario quotes and the sentence Jewbask quotes, so I may have a hard time coming up with better wording that eliminates the confusion there. I may be able to refine the sentence you and SJ quote though; I do see the issue there.) Thanks Sue Gardner (talk) 16:57, 20 March 2012 (UTC)

Recommendation 2

I have yet to see any good reason given for the WMF's core spending to be exempt from oversight by the FDC. Obviously, the WMF's core spending needs to be funded, but I think it should be for the FDC to decide what is core and what isn't, not for the WMF. --Tango (talk) 12:31, 11 March 2012 (UTC)

The FDC is just another WMF body created by the board, so I don't see the difference. Nemo 16:48, 11 March 2012 (UTC)

While that does seem to be the way is if framed in Sue's recommendations, I think an FDC as defined here might be more effective if it were not a WMF body, but independent and making annual recommendations to the WMF. The dilemma is bringing this about without staff to make it happen promptly. I would be interested in alternate solutions. –SJ talk   09:49, 14 March 2012 (UTC)

What do you see "WMF body" as meaning in this context? If it makes recommendations to the WMF (and, as I've said elsewhere, I think that should be explicitly WMF board) then it isn't independant of it. The only real aspect where we need to be careful about the level of dependance is in appointing people to it. Obviously, if the WMF board controls the membership then it won't work. We haven't really talked about who should sit on it - I propose the following: 2 WMF appointed members, 2 fundraising-chapter appointed members and 3 non-fundraising chapter and other affiliate body appointed members and 3 directly community-elected members (that's 10 members, which is slightly larger than I think is ideal for a working body, but there are a lot of parties that need to be well-represented), all appointed for staggered 2-year terms. Nobody has any power of veto over the appointments (the WMF board has power of veto over the final recommendations, which is sufficient control). Do people think that would work, as a general principle? --Tango (talk) 12:52, 14 March 2012 (UTC)

10 people is an overkill to the problem. We should appoint 5-6 people with no special veto or voting rights and open the process to anyone who wants to participate. Decisions will be made by those who will show up. If we'll see low participation we'll fallback to the 5-6 people we appointed. I'm not too worried about "fair-representation", This will encourge people to participate as volanteers. People tend to participate when they fear of the results. I'm pretty sure I can even find a game theory justification for this model. Tomer A. 07:32, 15 March 2012 (UTC)

• Before we can even discuss allocation of funds to "core" operations vs. "peripheral"(?) operations we need to define what each of them include. Much of what the WMF does is not core while there are things that other entities do which are. A few examples: The legal dept. is probably core, they should be able to defend any lawsuit placed against the content. However, I assume someone in the legal dept. had checked the chapters agreement or the Orange agreement, that role is probably not core. The chapter's agreement itself, is managing it core? Are the relations with the chapters considered as core? How about the Wikipedia Zero program? Accounting should probably be considered as core but to what degree? What about the India or the Brazil offices? on the other hand, what about the tool server? probably all Wikis link to tools hosted there. Our whole interwiki system is based on the pywikipedia library. Communist; Wikipedia offline reader etc. Tomer A. 20:57, 13 March 2012 (UTC)
• the Wikimedia Foundation Board of Trustees, the body deemed by the global movement as responsible for providing the infrastructure and organizational framework supporting our mission.' - Why does it appear twice? Could it be that this statement is not trivial so one has to reinforce it by repeating? It is tempting to take a decision that include this statement. I've already wrote something about the Iron law of oligarchy in one of the archives and it still stands. The responsibility for providing the infrastructure and organizational framework supporting the mission is distributed evenly between all participants. Tomer A. 20:57, 13 March 2012 (UTC)

  Again I don't agree with that statement in this context; for the reason Tomer highlights. Items 1 and 2 are clearly the WMF Board's responsibility: defining core operations and operating reserves for the WMF's work. But setting the revenue target for Item 3 is not solely the WMF's responsibility. The Board can approve the amount the WMF requests within that process, but I would like to see a more independent body suggest what the total amount should be. There may be a technical reason for the WMF, as maintainer of the sites, to approve the use of global fundraising via those sites for a certain length of time. But ideally in this role the WMF would be approving as reasonable a decision on the fundraising target developed by a broader group. –SJ talk   09:49, 14 March 2012 (UTC)

  I am even more chocked by this statement than the one in the first recommendation, "the global movement" can't "deem" the WMF board of trustees, it's just an absurd statement trying to impose the WMF as the only legitimate body in the movement.--Chandres (talk) 15:09, 14 March 2012 (UTC)

  SJ, I agree that defining the core operations of the WMF is in the WMF's board responsability. I'm a bit disappointed of what I say as a failure on your bahalf (as a group) to address these issues and your preference to address more "sexy" issues like what FR, FD and models of affliation. This is not to be read as an accusation but as a point. Tomer A. 07:32, 15 March 2012 (UTC)

  Point taken. –SJ talk  

After hearing all the time (which I totally agree, BTW) that this is all about the community...all of a sudden, the community appears to have no share in the responsibility. Every single actor is important here; if you provide that "organizational framework" but fail to include the community, this framework will be dilluted and diminished in such a way that it will resemble an empty egg shell. --Jewbask (talk) 04:47, 14 March 2012 (UTC)

This is about the community, don't let anyone tell you otherwise. Tomer A. 07:32, 15 March 2012 (UTC)

Recommendation 3

• the Wikimedia Foundation will create a volunteer-driven body whose sole purpose will be to make recommendations to the Wikimedia Foundation for funding activities - I don't get it. Does the body gets to decide about the funding of its operating organisation? I noticed that the FDC will be created by the "Wikimedia Foundation" and not the "Wikimedia Foundation Board". On the one hand it looks like this body is to be built in a collaborative work but on the other hand the WMF (=the staff) doesn't have good reputation with regards to collaborative work recently. This process will probably end up with a larger gap than what we currently trying to fix (which is hard, I admit ). Tomer A. 20:57, 13 March 2012 (UTC)

  It would seem preferable, in my view, for a group of volunteers to create this volunteer-driven body. Or, if there are too few people motivated to do so, for a group that includes representatives from every fundraising and annual-plan-making group in the movement to create it. One of the concerns is ensuring that the leaders of this process be able to commit to and focus on this work over the coming year. The WMF can lead this work, and it makes sense to me to have a staff member responsible for synthesizing specific final recommendations for how the process could function - but an FDC should be independent of the execution of the WMF's operations, for balance. –SJ talk   09:49, 14 March 2012 (UTC)

  I would rather the WMF staff facilitate the process, not lead it. The difference is subtle, but important. --Tango (talk) 12:43, 14 March 2012 (UTC)

  One should ask himself in what ways does a staff member outperform a volunteer. Not an average volunteer, a specific one (i.e., Tango, SJ, Itzik, Tomer or anyone else with a known record). Is the staff member smarter? are they more experienced? Are they more handsome? The only place I say is that staff member has more time. I see no reason why this process cannot be led by volunteer. Indeed, as tango suggested a staff member (and not the staff) should help facilitate the process. What I see in mind is an administrative role overall. The process will be led by a volunteer which will assign tasks such as sending drafts, acccepting comments, verifiying that everyone is aware of an IRC chat etc. while the actual work will be done by the volunteers who will write the drafts, send the comments and participate in the IRC chat. Tomer A. 08:51, 15 March 2012 (UTC)

  Also, that staff member should be appointed by the board directly (or better, in consultation with the WMCC you mention below) and not report to the ED directly or indirectly, to avoid any conflict of interest. Nemo 09:44, 15 March 2012 (UTC)

  In the model I have in mind they report to the leader of the process. The WMCC is important but is orthogonal to the FDC. Tomer A. 13:18, 15 March 2012 (UTC)

  Does Sue have a conflict of interest? She has some strong opinions on the issues, but that isn't the same as a conflict of interest. --Tango (talk) 22:55, 15 March 2012 (UTC)

• This suggested process seems to disregard the work done to form the WMCC. I don't know how the staff sees it but this is a movement-wide change which reflect much broadly than the chapters. it would be a mistake to just ignore it. Tomer A. 20:57, 13 March 2012 (UTC)

Recommendation 4

I fail to see how "Guiding principles for the work of the FDC should include: Protect the core: Core activities that ensure the continuity of the projects need to be funded first" given that recommandation 1.3 states that "All funds raised via the Wikimedia project sites will be distributed via the recommendations of the FDC, with the exception of Wikimedia Foundation core operating costs and the operating reserve as described above.". It is an illogical principle given that the FDC will not deal with the core and the operating reserve. Anthere (talk) 22:56, 11 March 2012 (UTC)

It looks to me like there are two competing desires here. One is for the FDC to handle all allocations, including protecting the core; the other is for the WMF to be able to guarantee that core work will be supported. I suspect every organization has similar concepts of core vs. non-core work -- some people have mentioned the toolserver as an example. Perhaps one option is to have a preliminary process each year where core work is recommended and approved : this will presumably change little from year to year. Then a second process dealing with non-core work; some of those requests for funding might not be met and might need to look for outside grants or other support outside of the annual fundraiser. –SJ talk   09:49, 14 March 2012 (UTC)

Yes, yes, yes! This two step process sounds great. However, I'm not sure it should be an annual process. If something is in the core operation perhaps it should be recognized as such for a longer period (lets say, 5 years). I also think that by the defintion of core it should not be competing about resources as the core activity is, by defintion, the thing that allows us to raise the money and distribute it. Tomer A. 13:27, 15 March 2012 (UTC)

Anthere is correct that including the "core" principle is illogical :-) I included it because I was copying-and-pasting the guiding principles for all funds dissemination, that the Board published in January. I considered pulling out that principle because it's irrelevant in the FDC context, but I kept it because I didn't want to modify the Board's guiding principles – my purpose was to explicitly reaffirm and uphold and rearticulate them. But yes: it is a little confounding, and I would be fine to modify that, or perhaps the Board will do it :-) Thanks Sue Gardner (talk) 19:34, 16 March 2012 (UTC)

By the way: in case anyone is wondering why I copied over all the Board's guiding principles into my final recommendations. I did it because over the past two years the Board has published a number of statements that lay out principles for fundraising and funds dissemination: the "fundraising principles" from October 2010, the "design principles" from the Haifa letter, the guiding principles from the winter discussions, and also the guidance published in its February statement. I confess that I have been getting a bit confused by overlapping principles, so I figured it'd be a good idea to reaffirm the most recent set, with the goal of enshrining it as the one that we permanently refer to. That's all. Sue Gardner (talk) 19:46, 16 March 2012 (UTC)

I've posted the principles to their own pages here on Meta, which can serve as the most up-to-date place for them as they get copyedited or cleaned up: Funds dissemination principles · Fundraising principles –SJ talk  

Recommendation 5

This recommendation seems to rule out chapters having a grant giving role. A lot of chapters have set up schemes to give out grants and they have been very successful and I think they should continue. Funds allocating to grant giving should be shared between various grant giving bodies, not just the WMF. --Tango (talk) 12:33, 11 March 2012 (UTC)

• There are many decisions yet to be made about the FDC. Here are the decisions that have been made, so far - where and when have those been made? Tomer A. 20:57, 13 March 2012 (UTC)
  • I just noticed this question. Tomer, none of those decisions have been made so far. What I'm proposing is that the Wikimedia Foundation Board of Trustees would in fact make these decisions. If they discuss them between now and March 30, and vote in favour of them, *then* these decisions will have been made, and the Board will be memorializing the decisions in its vote: that's why the text is written the way it is. In terms of where the substance of the recommendations has been discussed so far, some of the substance of what I'm proposing has been discussed loosely, lightly, by the Board of Trustees in its earlier meetings on this topic, some of this was discussed (again loosely, lightly) in Paris, and some is being added here by me based on my best guesses as to what we should do. But I don't want to overstate: none of this reflects decisions that have been made, so far, by anyone. I am proposing they be made. Sorry that the grammar (tenses) are somewhat confusing. If you have opinions on the substance you should of course share them here, so that the Board benefits from your views. That's why the recommendations are being published ahead of time, so the Board can hear community thoughts. Thanks Sue Gardner (talk) 22:51, 20 March 2012 (UTC)
• Proportion of FDC recommendations (in both number and dollars) accepted and executed upon by the Wikimedia Foundation - I didn't see any process that allowed overruling the decisions of the FDC. The question whether such process should exist is a different one, but given that we didn't define it either way how can we set a-priory the assessment criteria? Tomer A. 20:57, 13 March 2012 (UTC)
• I agree with Theo's point. There would be people that'll prefer (due to language, cultural or other reasons) to ask a chapter for a grant. Tomer A. 20:57, 13 March 2012 (UTC)

  I think you mean Tango, not Theo :) Yes, I would like to see the FDC review and approve major grants for regranting. We could allocate for a portion of our global funds to unrestricted regranting programs, through which trusted groups within the movement oversee their own grant initiatives. This would be a way to cross language and cultural barriers, and to help develop broader expertise in grant-making across our regional groups. –SJ talk   09:49, 14 March 2012 (UTC)

IMO this recommendation does NOT rule out chapters giving grants. My expectation is that chapters would create annual plans that might include grant-giving. Is there something in the recommendation text that seems to explicitly disallow that? Because if so, I can change it :-) Thanks Sue Gardner (talk) 19:48, 16 March 2012 (UTC)

It would be way better if this expectation is explicitly mentioned, and how the FDC will help chapters on this item. Could you please mention it? :-) --Jewbask (talk) 15:39, 18 March 2012 (UTC)

Sure. I can't do it right now (going into a meeting), but I will try to come back and do it later :-) Thanks. Sue Gardner (talk) 16:58, 20 March 2012 (UTC)

Recommendation 6

While I am very much in favour of seeking professional advice when appropriate (consultancy is my day job, so I have a vested interest there!), I'm not sure I see what Bridgespan will add to this process to justify the cost. Given the enormous amount of discussion that has already taken place on this subject, it will cost a large amount just to get them up to speed. What do you think they will add? --Tango (talk) 12:36, 11 March 2012 (UTC)

Barry (CGDO), Jessie, and Jon Huggett are from Bridgespan, off the top of my head. The group did a lot of work on the WMF strategic plan, I can personally testify to that. For what it's worth, I don't think it will cost a large amount to get anyone from the group up to speed, but it will cost a good deal nonetheless, regardless of who is tasked. However, there might be other issues there besides just getting them up to speed. See my comment below. Theo10011 (talk) 14:19, 11 March 2012 (UTC)

• The suggested path is essentially good but few clarifications would be nice:
  • The boards asks the ED (through the staff) to lead this process. Then, the board set an advisory committee which include the ED. One cannot be both on the working side and on the supervising side.
  • 2014 sounds too soon for this. It means that the FDC will have only one cycle of annual planning, no time to improve.
  • The idea that the CGDO is the one submitting the description of how the FDC will function in its final state make it sound like the FDC report to the CGDO while its definition implies that it is an impartial body. Tomer A. 20:57, 13 March 2012 (UTC)

Hi Tomer. Are you going to be in Berlin for the chapters meeting? My hope is that one or two of the Bridgespan people will be able to join us there, and that we can have some face-to-face conversations fleshing out how this will work. One clarification I'll make for now, because it's simple: the FDC will not report to the CGDO. But, someone has to dedicate hundreds of hours to facilitating the development of the FDC on behalf of the Board. That's the piece of work I'd like Barry to be doing. Thanks Sue Gardner (talk) 19:51, 16 March 2012 (UTC)

Yes, I will. I'm sure we'll have a fruitful discussion there. Tomer A. 07:30, 18 March 2012 (UTC)

Fundraising

Recommendation 1

I would suggest changing "maximum possible" [amout of money] to some the more like "necessary amount as determined by the fundraising target" - or something like that... Saying that we should raise as much money as possible seems inconsistent with the other principles about sustainability etc. Of we wanted the "maximum possible" we could easily increase the short term amount of money by having ads or flashing banners, but that's not what we do... Wittylama (talk) 12:38, 11 March 2012 (UTC)

I didn't like that wording either. You can't maximise revenue while minimising cost and disruption. You have to balance the two. The way you decide what balance is appropriate is, as you say, based on how much money you need to raise. I don't think we should just set a target and then do whatever is necessary to reach that target, though. The target and how aggressively we fundraise need to be decided together based on the margins. That is, how much additional gain will we get from an extra dollar raised and how much additional cost and disruption will it take to raise that dollar? You keep raising extra dollars until you reach the point whether the extra gain isn't worth the extra cost and disruption. --Tango (talk) 12:53, 11 March 2012 (UTC)

I agree this wording is fundamentally at odds with the wmf:Mission statement (esp. "effective" and "essential"). A greedy money making machine should never be a charity and I am certain that the WMF board do not intend to give such an impression. --Fæ (talk) 15:53, 11 March 2012 (UTC)

Yes. And elsewhere these recommendations talk about how to set precisely what the fundraising target should be. So I think 'maximum' here does not mean 'maximum funds'; it is just a redundant way to say 'for a given fundraising target, maximize the effectiveness of fundraising each day, minimizing overhead and nuisance to readers.' –SJ talk   09:49, 14 March 2012 (UTC)

I agree with all people above. I didn't bother commenting on this as this discussion already happend here and especially on the talk page (see my comments there and the reposnses from Bishdatta and Zackexley). It was a bit frustrating to see it here again after I spent my time commenting there, having consensus, integrating this into the text, then later ignored. This is the kind of stuff that make people suggest that Sue completely ignored our comments when writing these recommendations. Tomer A. 13:45, 15 March 2012 (UTC)

Note, this is quoted directly from the principles that the Board approved; it's not Sue's fault, but ours. She is correct however that it was largely an administrative failure, rather than a disagreement over principle, that got this particular version approved. -- phoebe | talk 23:28, 20 March 2012 (UTC)

"Maximum possible amount of money from donors while minimizing administrative costs" it seems to be written by a liberal theorist (Adam Smith? John Stuart Mill?), it's sufficient to substitute "amount of money" with "profit" and "administrative costs" with "effort". It's a really shocking sentence for a no profit organization. May we use it during the fundraising campaign? Even if we would calculate the administrative costs... do you have calculated the manpower and the salaries of persons involved in the fundraising of WMF? This is also an administrative cost. Local chapters may pay an employee, probably they do that only with volunteers... so it means that if we would keep this recommendation I see a conflict: the costs of decentralized fundraising are lower than that of centralization because I think that the fundraising of any chapter is basically less expensive than that of WMF (considering the salary of employees). --Ilario (talk) 15:49, 14 March 2012 (UTC)

Yes, I agree with everyone here. The situation is the same as what I said above, to Florence. I copy-and-pasted the Board's guiding principles, which I did not want to modify. But I agree. I believe I'm the person who originally wrote this language. It has been intelligently critiqued many times, and for some reason the critiques have just never gotten incorporated into the version of the text that the Board has voted on. I think it's always been an administrative oversight, not a deliberate decision to reject the edit.

The purpose of the words is really to say what SJ says above: “for a given fundraising target, maximize the effectiveness of fundraising each day, minimizing overhead and nuisance to readers.” Should we just adopt SJ's language? I would be totally fine with that. Thanks Sue Gardner (talk) 19:55, 16 March 2012 (UTC)

I don't quite agree with SJ's language. I don't think the fundraising target can be taken as given. It needs to be determined based on the level of overhead and nuisance that will be required to raise it, balancing that with the good that we can do with the funds (all considered at the margins, as I've said elsewhere - you need to look at the extra harm raising $1 more will do and compare that with the extra good that spending $1 more will do). I would prefer some wording that focuses on "balance". I think that is the key word. --Tango (talk) 14:54, 17 March 2012 (UTC)

I think it would be preferable to adopt the wording in the link I mentioned above where the discussions were made. Tomer A. 07:34, 18 March 2012 (UTC)

This language? "Maximizing efficiency of fundraising: Our fundraising activities should raise the necessary funds in the shortest time with the least amount of effort possible." Thanks Sue Gardner (talk) 22:54, 20 March 2012 (UTC)

I think that's what Tomer means. On rereading this discussion, I also think it would be a mistake to enshrine that specific language again in a resolution -- we need a page on Meta or the WMF-wiki for "Funds dissemination principles" which lists our shared principles; perhaps seeded by the Board document, but copyedited over time. That can be linked to from these recs by reference. (For a specific version that is guaranteed never to change, use a permalink.) –SJ talk   23:48, 21 March 2012 (UTC)

Recommendation 2

• As was pointed out in response to your draft recommendations, the WMF Board cannot impose restrictions on how chapters fundraise if that fundraising does not involve the WMF websites. It can issue guidelines to chapters on how to fundraise, but it cannot require chapters to follow those guidelines. It simply does not have that authority. --Tango (talk) 12:38, 11 March 2012 (UTC)
• This recommendation is just outrageous: even more than the Funds Dissemination #1 where the WMF autocratically assigns itself activity and spending review power over other organizations and individuals in the Wikimedia movement. The good thing is: it's plainly illegal to strip the bodies of an association of their powers, as set in their bylaws in accordance with the law; so the WMF's MPOV won't have any effect on reality. Nemo 16:57, 11 March 2012 (UTC)
• The WMF cannot impose conditions on how chapters should do fundraising outside the WMF websites. If it is legal in our respective countries, the WMF cannot tell us how we must fundraise; transparency is one thing, but dictatorial rule over what chapters do, is a very different one. --Jewbask (talk) 18:44, 11 March 2012 (UTC)

That is true in the abstract, but our movement gives chapters the right to use its name ("Wikimedia") and to associate with our global reputation. That comes with it a set of expectations about acting consistent with the principles of our movement. Put another way, yes chapters are independent bodies and free to do whatever they wish and their bylaws allow; however if they want the right to call themselves a Wikimedia chapter then it's reasonable that they meet certain minimum criteria. Stu (talk) 03:17, 16 March 2012 (UTC)

Stu, this is obvious, all chapters must comply with the WMF principles in order to be approved by the Board -or has any chapter been approved by the Board despite not complying with the WMF principles? Now, please tell me an inappropriate way to fundraise that cannot be accepted by the WMF (according to that minimum criteria you mentioned) and that is permitted by law; seriously, I cannot think of any. --Jewbask (talk) 04:25, 18 March 2012 (UTC)

I agree it may seem obvious, but i think it's really important. Adherence to our movement's principles is a condition of both initial and ongoing recognition. So it's a bit incorrect to say there are no "conditions on how chapters should do fundraising." That's all I want to say. Stu (talk) 05:39, 18 March 2012 (UTC)

• I declare myself as Emperor of the Universe. Our first resolution as such is that Wikimedia chapters are free to fundraise in any way they see fit as long as the jewish Sabbath is kept. My authority as Emperor of the Universe suppress the WMF authority and reside in the same realm. Tomer A. 20:57, 13 March 2012 (UTC)

  OK, this one made me laugh. –SJ talk  

  well, it obviously should have. However, I was trying to also make a point here. I hope the point wasn't too subtle. Tomer A. 14:07, 15 March 2012 (UTC)

• @Tango: You are right in part. The WMF can set standards it expects movement representatives to uphold, and if a group is fundraising in a way that seems to harm the projects or diminish the marks could limit the trademark rights offered to the group in question. Indeed, as a movement all groups need guidelines for what is appropriate when we do conduct independent local outreach, fundraising, and advocacy. But this has always been true, and is not affected by these guidelines or FDC recommendations. Moreover I don't believe we have ever had a group raise funds in inappropriate ways. I imagine this rec. could be reduced to its last sentence: "Funds raised outside of the Wikimedia project sites will not be put into the FDC pool, and will not be disseminated by the FDC." –SJ talk   10:06, 14 March 2012 (UTC)

• I can easily see a big conflict of interest here. What if a chapter decides to fundraise in a way that will drastically reduce the donations via the Wikimedia projects (simple example: one of the chapter that was fundraising in the past contacts all past donors and ask them to donate to the chapter again). It is an appropriate way to fundraise ? Without any doubt (every fundraising organization does this). Could someone claim that this harms the projects by reducting the donations they receive ? I am sure someone could argue this.
• But even the last sentence you mention seems inappropriate; it is trivially true, and still implies in some way that the WMF has any say in how the chapters use money raised outside of the Wikimedia projects. Schutz (talk) 22:30, 14 March 2012 (UTC)

• There's another point that should be taken here. As one can delcare anything one wants (as some have already done on this page :) ) the important thing is not only the technical ability to do so but also the willingness of others to adhere to these statements and the ability to enforce them. I vaguly remember a quote from Jimbo after giving up his admin rights saying that leadership does not come from having a technical rights. Tomer A. 14:07, 15 March 2012 (UTC)

Important preamble: the local associations are legally recognized by the local administration. It means that Wikimedia XX (but also another association related to Wikimedia project) exists not because WMF agreed in their existence but because the local legal system accepts that a group of persons may associate and they do that following the local law. After this step, a local association may sign an agreement with WMF with bilateral discussion (an imposed agreement has not legal value). This means that is not the agreement the "conditio sine qua non", but it's the legal recognition. This means that "All movement entities will be free to fundraise outside of the Wikimedia project sites, in ways that are consistent with the guiding principles for fundraising laid out by the Wikimedia Foundation Board of Trustees" is not valid in these terms. A chapter may fundraise itself in a way unrelated to the WMF because it's legally acceptable, it cannot fundraise in a way not consistent with its bylaws. This recommendation forgets that a chapter is basically a local no-profit association. This statement can be acceptable only in two ways: signing a bilateral agreement or submitting it to the General Assembly of any chapter and voting it. Basically WMF cannot impose it to the chapters. --Ilario (talk) 15:15, 14 March 2012 (UTC)

I agree with what I think the main point here is. WMIL (in example) is a legal entity in Israel. We uphole to the Israeli standards (which uphold to the international standards) and are audited by the relevant office as an non-profit. Tomer A. 14:07, 15 March 2012 (UTC)

I think you are both conflating legal standards -- which are dependent on the laws of your country that regulate non-profits -- and the standards that we set for ourselves in how we raise and spend money. We set lots of standards for ourselves (including the trademark agreement, an agreement to use free licenses, etc) that have nothing to do with local laws; that is the kind of fundraising standard meant here, I believe. -- phoebe | talk 23:46, 20 March 2012 (UTC)

• Chi non muore si rivede: Talk:WMF Audit Committee. --Nemo 10:25, 12 November 2012 (UTC)

Recommendation 3

If it is decided that chapters will be allowed to fundraise on the WMF sites, I don't think it is appropriate to give the ED the authority to decide which chapters can and can't fundraise. Sue has made her views on chapters fundraising very clear and, should she decide that a particular chapter should not fundraise, I think her impartiality will be in question. I'm not saying she won't decide in an appropriate way, but I think there is a high risk that her decisions will be perceived as being skewed by her own views on the wisdom of chapters fundraising. My preference, as I've stated before, is for there to be a very clear set of criteria for fundraising on the WMF sites and for those criteria to be assessed by a chapter's external auditors. If we want some internal body to make that decision, then I would give it to the FDC (it's not really a funds dissemination issue, but it's not worth creating a whole new body). --Tango (talk) 12:49, 11 March 2012 (UTC)

I think waiting until 2015 before allowing any chapters other than DE, FR, UK and CH to fundraise is unnecessary. As has been shown by those chapters' answers to Sue's recent questions, the reasons chapters want to fundraise isn't just about security of funds. It is because they think they can raise more money, maintain better donor relations, use those donor relations to further our goals in other ways, etc.. Waiting to see how well the FDC does will not tell us anything about those advantages. If the WMF board feels that those advantages are worth chapters fundraising on the WMF sites, then they might as well let chapters fundraise on them immediately. I think Sue's hope is that chapters will be really happy with the FDC and won't want to fundraise, but that is completely missing the point. The reasons chapters want to fundraise will not be affected by how well the FDC does. --Tango (talk) 12:49, 11 March 2012 (UTC)

I agree with this. I don't think very many chapters will have the experience + capacity + interest to fundraise, if there are other easy ways to get funds. And I could see the WMF imposing further requirements, such as raising at least some minimum amount within a country, before it is worth the overhead to make this possible. But the decision should be made based on specific criteria that can be evaluated each year. –SJ talk   10:06, 14 March 2012 (UTC)

"depending whether the Executive Director believes they meet the Board’s criteria". This leads to the power of deciding which chapters will be allowed to do fundraising in the sole hands of the Executive Director. What if the Board believes that 5 chapters meet their criteria? The Executive Director will simply rule one chapter out? If that happens, under which conditions will the Executive Director choose those four chapters and reject the fifth one? This is not just undefined in this document, but also shows that the impartiality and transparency of the Executive Director's decisions is doubtful. --Jewbask (talk) 18:36, 11 March 2012 (UTC)

That bit is a little badly worded, but I think what it is trying to say is that only the four chapters that fundraised on the WMF sites this year will be able the fundraise of them until 2015, rather than any four chapters. --Tango (talk) 19:30, 11 March 2012 (UTC)

Well, didn't anybody in the überqualified WMF Staff had a look at this before it got published? Come on, I am pretty sure this text was carefully reviewed before being posted, and no room for interpretation was left. --Jewbask (talk) 04:25, 14 March 2012 (UTC)

The third sentence is clearer on this point: "We ask the Executive Director not to grant the ability to payment-process to any additional chapters beyond the four that payment-processed in 2011, until the 2015 campaign." Not an option I am in favor of; anything that some chapters are allowed to do but others are not should be determined by clear criteria, rather than a grandfather clause. –SJ talk  

• All donations received from visitors to Wikimedia project sites will be received and processed by the Wikimedia Foundation - And that was it... after all the time and effort, no justification...
• The alternate recommendation is even worse. It gives a false appearance of an alternative but its essentially the same.
  • The ED still gets to decide which chapters are fundraising.
  • We set a firm number of 4 chapters (please also read the article about en:Zero one infinity rule).
  • All the rest should wait until the end of the world or 2015 whichever comes first.

I'm aware that it's a problem that there's no one to delegate this authority to other than Sue and that Sue is perceived as biased. This is very unfortunate and Sue should have taken this into consideration when she expressed her views so strongly in a way that is now limiting the board's option-space.

I wish to stress that I have no personal interest in this. Even if the decision will be that all chapters are allowed to fundraise, WMIL will probably will not do so in the next few year. Tomer A. 20:57, 13 March 2012 (UTC)

Tomer - do you see value in a similar recommendation ("a maximum number of participating chapters, decided each year based on existing criteria") if the decision were made by a body that was seen as more neutral than Sue? –SJ talk   10:06, 14 March 2012 (UTC)

I can't speak for Tomer, but I certainly consider that an improvement. But you don't have to go that far. It's not necessary to strife for "a maximum number", just lat the Ed make a proposal to the board but leave the decision to the board, have transparent criteria and abandon the silly 2015 moratorium. I don't expect an avalanche of new or smallish chapters to apply for handling the on-site fundraisers, the technical, legal and cultural demands of such a campaign are high. But I can't see any value in pushing away competent chapters till the arbitrary date of 2015. rgds --h-stt !? 10:22, 14 March 2012 (UTC)

I would object to that. That would involve chapters competing with each other to get one of the fundraising spots. I can't see any advantage to that. I understand that having too rapid growth in the number of fundraising chapters could put a strain on our infrastructure, but I think we can handle that in a different way: a chapter that has never fundraised before must give at least a year's notice of its intention to fundraise. There is then a full year (rather than the 4 months, or so, we've typically had in the past) to make sure the criteria are met and that everything is in place. With that extra time, I think we can grow our infrastructure fast enough to cope. --Tango (talk) 12:41, 14 March 2012 (UTC)

SJ, the short answer is no. This suggestion is as bad as Sue's but from the other end. It is attributed to Einstein that a proof (e.g., a mathematical proof) should be as simple as possible but not simpler than that. 4 or maximum are as bad. The recommendation I would have suggested had I been asked is: The board will define a set of measurable criteria for fundraising. Chapters with good track record, willingness to participate, ability to prove to adhering to the criteria will be allowed to fundraise through the projects (I do not like the misleading name "WMF websites") per recommendation of the WMCC and the ED. Both the WMCC and ED can appeal to WMF board which will be the final decider. The decision itself should not be left in the hands of a single person be that Sue or a perfect guy like me. Tomer A. 14:25, 15 March 2012 (UTC)

Thanks for the clarification. In general I don't think the WMF Board should serve as a court of appeals; though this situation and approval of FDC requests may be an exception, in the first year of developing a new framework. –SJ talk   23:48, 21 March 2012 (UTC)

"All donations received from visitors to Wikimedia project sites will be received and processed by the Wikimedia Foundation", what means it? As stated here a person donating directly to local organization, but visitor of Wikimedia projects, is a basically a donor of Wikimedia Foundation, is not it? --Ilario (talk) 17:12, 14 March 2012 (UTC)

Other comments

Bridgespan

There seems to be a long association with Bridgespan. I'm not sure who noticed but, Barry was a partner at Bridgespan, Jessie worked there, probably others, not to mention Jon Huggett who lead Movement Roles, and the recommendations already mention their work on formulating the WMF strategy plan. Is it healthy to have an intense relation with a single consulting firm? It is one of the names, I have seen used the most when it came to WMF governance and outside help. I have lately been following their work closely, from Bill and Melinda gates foundation, to other very large non-profits. Without going into much detail, I don't think they're a good fit, they deal with larger non-profits who have much larger consulting budgets. Also, CGDO, which I assume is Barry, will be using his past employer/firm to assist him. Can this be perceived as a COI?
I also noticed Barry is still listed as a partner on Bridgespan's website. Someone should get that updated. Theo10011 (talk) 14:11, 11 March 2012 (UTC)

If you are going to get advice from a consulting firm, you should stick with one for any work within their expertise unless you have a very good reason for switching. Otherwise you have to start from scratch every time. As I said above, there will already be a lot for them to get up to speed on. If we use a different consulting firm, they'll have to get up to speed on the whole Wikimedia movement before they can even start on the lengthy fundraising and fund dissemination discussions we've already had. As far as I'm aware, Barry no longer has any interest in Bridgespan, so I can't see a conflict there. --Tango (talk) 15:07, 11 March 2012 (UTC)

I think you know that I have no interest in Bridgespan (which is a non-profit where there is no equity ownership) and the current list of partners does not have my name on it. The page Theo10011 refers to is one I presume they forgot to remove from their site after I left. The decision to work with Bridgespan will be in Sue and Board's purview, it is not my own decision although I think they would be the best partner for us. As Tango states, there is an advantage in working with a firm that has familiarity with how work happens in the Wikimedia movement and we explicitly requested that Laura Lanzerotti, the manager from the strategic planning process play a senior role on the team. They will have a lot to get up to speed on, but they have a big edge over other firms as they know what to expect when working with us. --Barry Newstead (WMF) (talk) 18:02, 12 March 2012 (UTC)

Thanks for the clarification Barry. I realized Tango had a point, and I might have been a bit premature in my consideration. I do however, would still suggest updating or removing that page? Not for the community, but for readers and new editors who might want to look you up. It doesn't state things are in the past. Clarification there, would be most helpful. Theo10011 (talk) 18:21, 12 March 2012 (UTC)

It is no longer on the web. I had them remove it. Now my Bridgespan days are truly over ;) --Barry Newstead (WMF) (talk) 23:59, 12 March 2012 (UTC)

Two comments here: I have had some very good experiences with Bridgespan, and with Laura L. in particular. On the other hand, it might not be a bad idea for us to work with at least one other high-quality group for this sort of strategic consulting. During the strategic plan development we brought in Eugene Kim who served as an excellent counterpoint to Bridgespan's perspective; if we worked with BS here again it would be valuable to have a similar balance. (not a similar person, but someone from outside that institutional set) –SJ talk   10:27, 14 March 2012 (UTC)

Do you think strategic consulting is actually needed in this? We've already had lengthy discussions about the FDC and, apart from a few very specific questions ("Who sits on it?", "Does it have control over core spending?" and "What is the mechanism for appeals?") we seem to have a consensus. I think hiring a consultant is going to just waste time and money. --Tango (talk) 12:37, 14 March 2012 (UTC)

┌─────────────────────────────────┘
The value in hiring a firm like Bridgespan is in their assistance in turning the lengthy discussions into processes that we all can actually implement ad transition to in a manner that works well for the parties involved. This is a non-trivial task, as "working well" needs to address a myriad of operational questions that impact chapter boards and staff, volunteers on the FDC and GAC, WMF board, WMF staff and others, e.g., how we meet legal and governance issues for each group involved, how we optimize between the need for thoroughness and the time limitations of volunteer boards, how we address differences in fiscal years for different orgs... The opportunity we have now is to do the design work well, so that it improves how we function. The alternative to hiring a firm like Bridgespan is for my team to do much of this work ourselves. This would be problematic as we don't have the capacity to do the design work on top of our day-to-day responsibilities. Even with Bridgespan, this is going to be challenging for Asaf and myself among others. Further, it would be more difficult (not impossible) to have everyone really engage in a process that is run primarily by the staff who are currently decision makers on grants. --Barry Newstead (WMF) (talk) 00:53, 15 March 2012 (UTC)

Barry, I'm not sure I got your point. do the consulting group answer or even raise the question (e.g., how we optimize between the need for thoroughness and the time limitations of volunteer boards, how we address differences in fiscal years for different orgs) or are they (as I always believed) responsible to supply decision making assitive information (i.e., how do they do that in similar organizations) and structure the discussion? Nonetheless, I do support having a consulting group let it be Bridgespan or other. We should ask ourselves if we're happy with the work we got from Bridgespan. Have working with them got us to a good place? We all agree that we are not in a good process. Since I wasn't involved in the process I can't really say how much of it we can pin on Bridgespan. Tomer A. 14:38, 15 March 2012 (UTC)

Hi Tomer, I think assistive is more correct. I see the role of the consultant as helping to generate recommendations on these questions. The decisions need to be made by the appropriate decision-making body within the movement. Bridgespan's recommendations should derive from various inputs including how external groups do things and by gathering and synthesizing inputs internally from various groups (chapters, staff, etc.). I also see a second role that is more about assisting me and my team to actually designing the processes that would help us implement the decisions effectively. On their role in the strategy process, I'll only say that it would be a big stretch to lay responsibility for the current state of relations at the doorstep of Bridgespan or the strategic planning process for that matter. The responsibility for the current state must certain be owned to varying degrees by all of us, but I don't think this is a good time or place to debate who is to blame. Let's rather focus on how to improve the state of affairs. --Barry Newstead (WMF) (talk) 17:52, 16 March 2012 (UTC)

Ah, I'm not in the point of blaming; I'm sorry if things I wrote somehow implied I'm worried about blaming. Nonetheless, consider that people are our biggest asset the strategic planning should have somehow include the relations between the movement entities. If that part have been overlooked, that should somehow reflect on Bridgespan. That by itself should not be a reason to rule out Bridgespan though, it was just an example. Tomer A. 07:44, 18 March 2012 (UTC)

FDC

I can't help but feel that FDC seems to be another board-level organization. I'm not sure if that is a good thing or bad. But here are some points-

• 1) The recommendations mention that a lot about the committee is left open, yet it conveys a lot of things that should have been discussed prior. Suggesting the size of the committee to 5-7, including paid staff - is a bit premature for me. Placing paid staff on FDC is not a good idea in my opinion, one that should be reconsidered. It conflates a lot of issues about responsibilities and conflict.
• 2) The involvement of WMF staff seems extensive and constrictive - Staff will lead the development of FDC, staff members will be on the FDC, they will support the daily activities, they will also be on the advisory committee to oversee the said FDC.

Thanks. Theo10011 (talk) 15:06, 11 March 2012 (UTC)

I agree. Staff should support the FDC in an administrative capacity, but they shouldn't sit on it. Likewise, they should support the development of the FDC, but they shouldn't lead it. The whole point of the FDC is to move these decisions away from the WMF staff. I would also like some more detail on the possibility of recommendations of the FDC not being followed. If we need to have that option, I think it should be explicit that only the WMF board can veto a recommendation, not the WMF staff. The main reason for that is that it makes it less likely that recommendations will be vetoed, since the WMF board are very busy and won't intervene unless something is seriously wrong. --Tango (talk) 15:11, 11 March 2012 (UTC)

As I understand it, the point of the FDC is as you say to move these decisions away from internal staff deliberations. One reason that these recommendations rely heavily on WMF staff may be that staff currently make these decisions within the WMF. Another may be that the ED has the most direct control over staff, and can ensure that any recommendations asking them for things will be followed. In some places the role defined needs to be a WMF staff member [e.g., the person responsible for interfacing with a WMF contractor or consultant]. But in many places it could perhaps be replaced by some other dedicated person. We need to develop better ways of naming such people, and pools from which to select them, across the movement. –SJ talk   10:27, 14 March 2012 (UTC)

Let's also mention the staff letter on fundraising here. Their impartiality on the issue is seriously questioned, unless generic "staff" is used in all these discussions, we are going have a lot of confusion. Theo10011 (talk) 15:24, 11 March 2012 (UTC)

Is it just me or this also seems to imply that more paid staff will be hired to work in the FDC? It is not clearly defined here. The growth in their numbers, together with their questioned impartiality on this issue worries me, since it appears they will have more decision-making power. --Jewbask (talk) 18:55, 11 March 2012 (UTC)

I agree with Jewbask, I see a major conflict of interest in these recommendations, staff proposed new organization, this new organization will lead to more power to the staff and will necessitate more manpower, so more staff to be hired. I think that an external audit would have been a more accurate way here. --Chandres (talk) 09:30, 12 March 2012 (UTC)

Well, it isn't more power to the staff - at the moment the staff hold all the power. They should be losing all that power, though. It isn't appropriate for staff, of the WMF or any other organisation, to have any power, direct or indirect (ie. through leading the establishment of the FDC), over high-level funding decisions for the movement. --Tango (talk) 12:05, 12 March 2012 (UTC)

If there's some sort of conflict of interest (e.g. staff members who both request funds for their department and evaluate such a request in the FDC, as FDC-evaluators or as FDC-assistants), the power of the staff might not increase, but the accountability will, as it will less clear who's responsible for (good or bad) decisions. A clear separation is needed. Nemo 15:01, 12 March 2012 (UTC)

Overall comments

• Recommendation #1 about fund dissemination and Recommendation #3 about fundraising, conflict each other in my opinion. "...all funds raised via the Wikimedia projects should be considered to be movement money, not the property of a particular organization or stakeholder." and "All donations received from visitors to Wikimedia project sites will be received and processed by the Wikimedia Foundation." - Perhaps one just need to remove "processed" from the last recommendation to see what I do.
  
• "The Wikimedia Foundation Board of Trustees is the body accountable to the global movement.." I would disagree. I don't think the board is the movement's board, they are as responsible for all the edits that happen all over projects, as every single cent flowing through it. They are WMF's board, the non profit in SF, not the projects, not the community.
• "Although some valued community members believe strongly that centralizing payment-processing would be better for the movement overall, others believe the opposite" - Isn't that the other way round? I would ask Maggie to double-check this one. From what I have seen in the last 6 months, I don't recall anyone arguing for it. If I am wrong, can someone mention who is being referred to here?
• "Instead, we ask that going forward, the Executive Director make decisions about whether chapters can payment-process.." and "We ask the Executive Director not to grant the ability to payment-process to any additional chapters beyond the..." - Aren't the recommendations written by Sue? or is she referring to herself in the third person? So, just to follow logic, Sue is recommending to the board to have Sue decide on the most important issues. I am beginning to wonder again, what is the purpose of recommending to the board at all?

Regards. Theo10011 (talk) 15:22, 11 March 2012 (UTC)

On your last point: together with Tango's comment at 12:49, 11 March 2012 about impartiality, it suddenly makes sense if you think that the ED could be another person in the future. Nemo 17:06, 11 March 2012 (UTC)

Sue has written in third person so that the Board can adopt her recommendations without needing to rewrite them. I doubt there is anything more to it than that. --Tango (talk) 17:28, 11 March 2012 (UTC)

Of course. Still, it's funny. Nemo 17:32, 11 March 2012 (UTC)

small rewording

Hi! Please consider rewording “the Wikimedia Foundation Board of Trustees will determine whether to kill or continue the FDC” as I've proposed it here. The FDC could be read as a group of people (w:totum pro parte) and I guess, you did not mean to kill them but to terminate the institution. Kind regards, —DerHexer (Talk) 16:08, 11 March 2012 (UTC)

Good point. –SJ talk   10:27, 14 March 2012 (UTC)

Yes, DerHexer is correct, terminate is better. I sometimes write too colourfully, because I was a journalist :-)

This raises the question of: are these recommendations open to editing, or not. As somebody (Thomas?) said upthread, they are written in the third person to make it easier for the Board. That way, the Board can focus its attention on substance, rather than needing to worry about doing rewriting for small things like grammar. Since I have formally submitted these recommendations to the Board, at this point they belong to the Board: they are no longer mine to edit. Having said that, the reason I posted them here was so that the Board could benefit from the community discussion *before* the Board votes. And it seems to me that it makes sense for me to incorporate small edits that don't alter the meaning of the text (since it is no longer mine to alter, but the Board's), but which clear up anything that's confusing, eliminate oddities like "kill," and so forth.

So, my understanding is that SJ has made one small edit to the text. That's fine with me. There are few proposed edits noted on this page, which I think would not change the meaning, but would better communicate it. I am okay to make those edits, or to have Maggie or Philippe make them, as well. The Board can then decide whether it wants to discuss the original version, or the slightly-modified version. This means that people here shouldn't edit the text, but they should feel free to i) propose small edits that don't change the meaning but help the text be clearer, and ii) discuss their general thoughts on the substance of the recommendations, on the understanding that I won't (and can't) make substantial edits at this point. Hope this makes sense. Thanks Sue Gardner (talk) 20:05, 16 March 2012 (UTC)

Another rewording

"winter of 2014" and "fall of 2012" don't happen at the same time for all people. Could these be replaced with months or quarters? –SJ talk   10:36, 14 March 2012 (UTC)

Even allowing for the implicit "northern hemisphere", winter crosses the year-end so can't be assigned a specific year. This is an issue we also have with our fundraiser naming - we often talk about the "2011 Fundraiser", say, when we actually had the end of one fundraiser and the beginning of another that were both in 2011. We should be more careful to be unambiguous with these things. --Tango (talk) 12:34, 14 March 2012 (UTC)

The implicit assumption that the calendar is defined by the seasons of the year as they are expressed in the northern hemisphere is yet another signal to a much broader issue. I'm sorry if I iterate this type of messages too often. Tomer A. 22:31, 14 March 2012 (UTC)

+1 to above. Please try to think of the global south as more than just an opportunity for good publicity with funny calendars, and as people who might not share your own preconceptions of the way the world works. Craig Franklin (talk) 08:37, 20 March 2012 (UTC).

Implications on independence

Some quick thoughts about Sue's alternate recommendation on payment processing. I've discussed before on my blog but I want to raise here and invite comment. If we move ahead with Sue's alternate recommendation that some small number of chapters payment process, there will likely be some significant changes to the concept of independence for those payment processing chapters. Basically, in order to handle donor funds solicited thru the sites for which the Foundation has legal responsibility, any organization is going to have to meet a very high set of standards (higher say than the general movement-wide best practices we're developing). Because of the open-ended nature of payment processing, it will be a more strict and detailed set of standards than even apply to chapters receiving grants. I don't know quite what this will look like yet. It may mean each payment processing chapter must prepare detailed documentation of funds handling procedures and controls, document funds transfer expectations and legal assessment, submit to the equivalent of a full grant review by the Foundation staff, and submit to an annual on-site audit from the Foundation's auditor KPMG, etc. We'll need to work through all these details, but the point I want to make is that there is necessarily a tradeoff involved. Chapters that want to handle donor funds solicited thru the sites for which the Foundation has legal responsibility will have to subject themselves to more review and standards-setting by the Foundation than they may be used to. It is a quid pro quo and we all need to be aware of this reality if we go in this direction.Stu (talk) 03:32, 16 March 2012 (UTC)

Hi Stu,

I think it is indeed obvious that the chapters that are fundraising through Wikimedia Websites need to adhere to high standards. Most people seem to agree with that. Of course as long as the standards are still constructive (primarily aiming at improvement) everybody should be happy about them as well - it should be obvious (but I think we don't disagree there) that we should not just make up thresholds to make life hard for the respective chapters and make fundraising an undesirable exersize. We would need to have an adult conversation together (the WMF, chapters and community) what would be realistic, necessary and helpful requirements to fulfill. Some of the requirements you mention totally make sense (i.e. having an audit), and some make less sense to me still (i.e. why it would *have* to be KPMG) - but lets cross that bridge when we get there. As long as all parties remain reasonable that should be no major problem to work out. However, personally I also have the feeling that no matter what source the money exactly comes from, we should always be careful with it and hold up to high standards when spending it. Effeietsanders (talk) 14:56, 16 March 2012 (UTC)

On audit, it doesn't necessarily have to be KPMG but likely would need to be an organization engaged by the Foundation's Audit Committee expressly for the purpose of evaluating the financial controls, etc., of the payment processor who is handling donations solicited the sites where the Foundation has a fiduciary duty. So it's a different kind of review than what might be done for local regulatory reasons. In the private sector there's a concept of a SAS 70 audit surrounding organizations that provide services which affect the financial control environment. What KPMG has described to us sounds something like that. I'm not sure -- will look into it.Stu (talk) 18:53, 16 March 2012 (UTC)

Stu, could you please share the legal advice you have received on this subject? While it is certainly true that any charity that fundraises has to meet very high standards, I'm struggling to see why the Foundation needs to enforce such high standards (rather than the local authorities). If a donor gives the WMF some money, that donor is entrusting the trustees (it's a well chosen name) of the WMF with that money. That means the WMF has a very strong duty to make sure that money is spent appropriately, whether that is by spending it directly of by giving it in a grant to a chapter. If a donor gives a chapter some money having seen that chapter's banner on a WMF site, then it is the chapter's trustees that the donor is entrusting with the money and it is the chapter's trustees that have the duty to make sure the money is spent appropriately. The WMF is making an implicit endorsement of the chapter by allowing it to fundraise on WMF sites, but that is all. It seems to me that that should come with a much weaker duty of care on the part of the WMF than that which results from someone explicitly entrusting the WMF with their money. I think the WMF needs to have more respect for the local laws and authorities of the jurisdictions chapters operate in and let them determine whether appropriate standards are being followed. --Tango (talk) 16:41, 16 March 2012 (UTC)

The issue here is that the Foundation has a fiduciary duty for any funds solicited through the sites it controls. Fiduciary duty is a legal and ethical duty to someone whose money you are holding (see http://en.wikipedia.org/wiki/Fiduciary). It has broad ethical implications for all of us in the movement -- we all have some fiduciary duty to spend donor funds in a way consistent with the commitments made to donors.

Fiduciary duty has specific legal implications for organizations involved in funds flow. For example, let's take a donation solicited on a banner on wikipedia.org, and then payment processed by Wikimedia UK, and then delivered to Wikimedia UK's bank account. Because that solicitation was made on a Foundation-managed site (and one technically legally owned by the Foundation), the Foundation has a fiduciary duty to those donors.

How the Foundation fulfills its fiduciary duty to donors varies. In the case of Foundation direct spending, it's fairly well-developed as the Audit Committee oversees financial controls and the annual planning process drives an assessment to ensure each dollar of spending is consistent with the mission and communications with donors. In the case of grants made to chapters, it's a bit more complex but basically the same: a grant proposal and review process ensures that the proposed spending is consistent with the mission and communications with donors, and funds can be distributed in a way that minimizes potential loss of donor funds (e.g. based on project milestones, once expenses are documented/submitted, only once a quarter, etc).

In the case of payment processing chapters, it's completely different and much more difficult. Because donor funds are delivered directly to the chapter, they immediately go outside the Foundation's financial control environment. The Foundation cannot play a role ensuring those funds are spent consistent with the mission and communications with donors. The Foundation cannot pull those funds back in the event an organization is unable to effectively pursue the mission or protect the funds. So in order to attempt to fulfill its fiduciary duty, the Foundation has to do much more due diligence/requirements-setting upfront. This is what drives the significant additional expectations on payment processing chapters.

Any organization which holds donor funds (the Foundation, a chapter, etc.) has a similar duty to those donors. The challenge in the chapter payment processing model is that two organizations have this duty, separately. Each has to fulfill it.

There's a broader element, too. I also believe that we all have a similar ethical duty to editors which Sue hinted at in an earlier comment. If someone donates money to our projects, I believe they are in large part donating to editors and in that sense we are holding those funds on behalf of editors. So we have a duty to ensure that donations are spent in a manner consistent with the expectations/desires/wishes of the editors.

Make sense?Stu (talk) 18:53, 16 March 2012 (UTC)

This will be my third time of asking - could you please share the legal advice that you have received? This is a legal question and neither of us are lawyers, so there isn't much point us debating it. I don't agree with you that the WMF has the duty you describe. It is commonplace for charities to solicit funds through media that they don't own. The owners of those media don't have any duty towards donors that respond to that solicitation (they have a duty not to knowingly assist in any fraudulent activity, etc., but it's a fairly weak duty and one easily met). The WMF always has a duty to ensure that it acts in the best way possible to further its goals, but it can take a pragmatic approach to that. It doesn't need to make sure that every single dollar is spent appropriately, it just needs to make sure that any risks are worth taking (as a charity, it needs to be pretty risk adverse, but it can still take risks). I will defer to the legal opinions of lawyers on these matters, but I would like to see those opinions for myself. I don't think it's unreasonable to ask that you share the entire basis of your argument with those that you are discussing it with. --Tango (talk) 15:02, 17 March 2012 (UTC)

And I've shared it, Tango. This is not an arms-length commercial advertising relationship like you suggest. Wikipedia.org is not Rupert Murdoch's News of the World. The Foundation has been entrusted with, among others, the names "Wikipedia" and "Wikimedia" and the related websites. It has moral, ethical, and legal obligations to the community to protect those, and moral, ethical, and legal duties to donors to any organization that has been given the right to use our movement's name. As chair of the Audit Committee I take these duties very seriously. If you have some legal analysis that contradicts this point of view, please share it. But if you just have your own personal opinions, and nothing to back them up, then I thank you for them but I'm sorry we will have to agree to disagree on this one.Stu (talk) 21:07, 17 March 2012 (UTC)

No, you have shared your layman's interpretation of the advice. I'm sure you would never rely on second-hand advice, so why do you expect us to? I am not a lawyer, so of course I don't have a legal analysis of my own. You are the one making a positive claim (that a fiduciary duty exists) so the burden of proof is on you. You already have the legal analysis, so all it takes is one phone call to the lawyers to get permission to publish it (you can just publish it to the internal community if they aren't happy with it being put out on the web) and then one copy-and-paste job to publish it. It's really not much to ask. --Tango (talk) 16:00, 18 March 2012 (UTC)

let me take one sentence out of your comment above: "The Foundation cannot play a role ensuring those funds are spent consistent with the mission and communications with donors." then look at the foundations bylaws, which end in: "wmf disolves, the money goes to 501(c) organisation". this means, the core legal document does not guarantee that the money is spent towards the cause in an extreme case. while the wmch bylaws read "wmch dissolves, the money goes to an organisation that pursues a similar cause". the wmf _did_ take influence on a very high level by approving this, and with it made wmch _legally_ responsible to follow the cause. "money transfer" and "international" is in it as well, and wmch put it there voluntarily and followed it through. so if wmch fails some of this, the swiss tax police will address it. the cost for doing this and also adressing failures for the foundation was - and still is - close to zero, as well as for wmch. a very effective use of donors money. --ThurnerRupert (talk) 05:49, 17 March 2012 (UTC)

I'm not sure what point you are making. I'm not an expert, but my understanding is that if a U.S. non-profit dissolves then the State where the non-profit is incorporated has to sign-off on any distribution of final assets to certify it is consistent with the organization's stated purpose. See #3 in http://ag.ca.gov/charities/publications/dissolving.pdf which is California not Florida (where the Foundation is based) but is probably similar. The wording of bylaws may differ from CH, but it sounds as if the intentions are similar. Does that address your issue? Or are you suggesting an amendment to the WMF bylaws? Stu (talk) 06:05, 17 March 2012 (UTC)

many thanks for this information, stu! let me separate the two points above into two paragraphs, first: is it guaranteed the money is used for the purpose. i am not enough expert to judge if this is sufficient, or there should be a couple of words amended to the foundations bylaws which remove any doubt. --ThurnerRupert (talk) 19:09, 18 March 2012 (UTC)

second: i wanted to stress that the foundation has elementary influence on how chapters use the money by approving their bylaws. and with it, the foundation manages to effectively delegate the execution of these rules into all legal systems in the world. so e.g. a wmch executive can go to jail for not complying. so the key for being able to receive donations lies, at least imo, more in the bylaws and the local legal jurisdiction to execute compliance, than in barriers which might turn out to be complex and expensive to execute (like onsite audits ...). one might also somehow look for better involving organizations members. --ThurnerRupert (talk) 19:09, 18 March 2012 (UTC)

Talking on this page

Hey folks -- I realize I've been absent from this page, and I'm sorry about that. I've been super-busy with other things the last few days, plus I had a brief bout of flu. I did do an office hours on IRC during which these recommendations were very briefly discussed: the log is here.

I'm going into a meeting in five minutes, so I will just say quickly for the time being: My general impression from some of the comments on internal-l and here is that some people seem to feel these recommendations aren't a significant departure from my draft recommendations of January. I see it differently, and I'll quickly explain why.

Some of my January draft recommendations were (relatively) uncontroversial. For example, the FDC (then called, I believe, the FAC). There was lots of discussion about what the FDC might look like, but the basic idea of the FDC seemed generally supported in principle by many people. So, the work required there was really to further flesh out what the FDC might look like in practice. I had some discussion about that with the Board at its February meeting, and there was further discussion in Paris with many chapters and some of the WMF staff and Board members, plus I've had a few substantive conversations about it with Barry. Based on those conversations, the bulk of the work I did on those recommendations was simply fleshing out where it looks like we are now. I wouldn't claim the recommendations reflect consensus, because this is the first time all the pieces have been pulled together into a summary form, and obviously not every person was present for every discussion. But they're an attempt to accurately reflect the gist of the conversations I have seen and have participated in, and the Board will decide if they are fine as-is, or need refinement.

What was obviously highly controversial in January was my recommendation about chapter payment-processing. I have consistently said in multiple venues that I think centralizing payment processing is the right path for the Wikimedia movement, and I've given lots of reasons for my position. Other people have brought lots of additional information to the table, and some of it does challenge some of the basis for my belief that centralizing payment processing is the right thing to do. But on balance, I continue to believe it's the best path. I have said consistently that I would likely continue to recommend it, and indeed that's what I've done. (Why? Because I owe the Board of Trustees my best thinking, and my honest opinion.) But having said that, I also do seriously take on-board the input from other groups. I accept that some (not all) of the information challenging my position is accurate and reasonable and useful, and I also accept that some other groups are weighting the various factors differently from how I am, and I accept that have strong and seriously-held positions. That is why I created an alternative recommendation for the Board, that essentially continues the status quo (a mixed model) for some period of time. I don't actually personally think it's the best path for the movement, but I think it's a reasonable path, and I take seriously that some other parties would strongly prefer it. So I would say that I have taken on-board the views of other people, and I have adjusted my own position accordingly.

I'll also say this: I work for the Board of Trustees, and I will follow their guidance. So, if the Board of Trustees asks me to make it possible for some chapters to payment-process, then that is what will happen. I know that some people are worried that if the Board leaves specific judgement calls to me, I will disallow chapter payment-processing on a case-by-case basis, because I am on the record as being in favour of centralization. But that's not what I will do. I believe in the practice of "disagreeing and committing," and if the Board wants a mixed model, then I will live up to my piece of making that happen.

One more quick thing: I would like to give credit to Wikimedia France, and particularly Christophe Henner, for helping me to adjust my original thinking and expand my payment-processing recommendation to include the mixed model. During these long, intense discussions, it has sometimes been difficult for me to remember that chapters are the allies and partners of the Wikimedia Foundation. Wikimedia France IMO has been a leader during this difficult period: hosting the Paris meeting and creating a positive, constructive tone during it, that enabled us to gain some ground. There have been lots of people who've been constructive and helpful, but I do want to single out Wikimedia France as particularly great.

Sorry this is so long -- if I had more time, I likely would have been able to make it more concise. I think I have some meeting-free time this afternoon, so I will try to come back then and respond to specific issues raised here. Thanks Sue Gardner (talk) 19:39, 14 March 2012 (UTC)

I'm curious. Why do you think your alternative recommendation is evidence that you have "taken on-board the views of other people" when nobody else has suggested anything like it? It's a really bad recommendation because it is completely arbitrary. It has an arbitrary group of chapters fundraising (the four chapters that fundraised last year were chosen largely by accident) and has an arbitrary 3 year wait before anyone else can fundraise. I am really struggling to assume good faith here, because that recommendation just screams "straw man" to me. Could you please explain your thinking? --Tango (talk) 20:37, 14 March 2012 (UTC)

Dear Sue,don't worry, during these long, intense discussions, it has sometimes been difficult for me to remember that the Wikimedia Foundation is the ally and the partner of all the groups that form the Wikimedia Movement.--Chandres (talk) 07:30, 15 March 2012 (UTC)

I'm curious Sue, do you really believe that the spectrum of choices spans between: "No group of the movement should fundraise" and "No group of the movement but 4 chapters should fundraise until 2015"?

Despite what one may think after reading my extenssive commenting here and elsewhere I do not question your ability to be impartial. I do argue that the way you handled things left the board with very little room for decision making. You say that the board should accept the recommendations ro refine it but you don't provide them with the space to reject them. Where I come from (this should not be taken as me telling you how you should do your role), the staff provide with alternatives to the decision makers along with the pro's and con's and a recommendation for what they see as the best option. For most items you don't provide recommendations to the board and the one item called alternative is in fact a reduced-version of the same recommendation.

The status-quo is not having 4 chapters fundraising. It is the 50:50 model. It should be said that at the moment I don't think anyone want to preserve this status-quo.

I'm surprised to learn that if you have little time you tend to write lengthly, but if you have enough time you can be more consice. for me, it's the other way around.

I've always remembered that the WMF staff are partners, moreover, family. I just felt that the staff had different views of what part of the family they are than the rest of the entities.

Most important, I hope you got rid of that flu and that the things which kept you busy got us closer to a world in which every human being have access to the sum of all knowledge because This is what we do. Tomer A. 15:17, 15 March 2012 (UTC)

Current status: where we stand

So, after reading all the discussion above. The recommendations, the perception of ED and community members, I don't see any progress being made here. I don't know what else to do here, we are all tired of repeating the exact same points over and over, but these recommendations seem impervious to logic or open-mindedness. I have said some things last year, I would like to repeat now-

• 1) The scope of these recommendations was unnecessarily increased- The real issue was always chapter fundraising, payment-processing became a euphemism for chapter fundraising. It never moved an inch, it is encapsulated in a single line that WMF will receive all the money from Wikimedia projects, from every where, for all the time. The recommendations unnecessarily added recommendations, no one would disagree with, like adding things about transparency, internationalism, good faith, etc.. The entire part of Fund dissemination in itself is unnecessary if not for stating limits for the undefined, unformed, and perhaps doomed FDC. It merely tries to reconfirm notions that brought us here; the board of WMF being the supreme authority responsible for the entire movement, the staff member being included in each and every aspect of governance. I question the wisdom of unnecessarily increasing the scope of these, the real issue was always chapter fundraising. It is limited to one recommendation.
• 2) Recommending back and forth- Sue writes recommendations, the board writes recommendations, to have sue write recommendations, for the board to approve recommendations, to have ED ask to empower ED to make the important decisions. I don't know which cycle we are currently in, but wouldn't it have been better to just empower ED to do as they sees fit. Maybe writing in the third person is to ameliorate the work of rewriting them back, just approving.
• 3) I really don't think any set of recommendations coming on this subject from either Sue or the board, were ever uncontroversial. Mostly because the position on the primary issue never changed, new topics kept being brought in to dilute the discussion.
• 4) This is not an equatable balance of power. Empowering ED to give rights over which chapter will fund-raise places a top-down hierarchy, not much different from the grantor and grantee model others are being moved towards.
• 5) I never thought of the board as the supreme authority in the movement. I was idealistic enough to think that place is occupied by the community.
• 6) All the past insistence about commenting on Meta and moving discussions in the open. The perspective above seems formed in isolation with discussion with staff members, who might have a vested interest in funding and chapter relations. Then there is the Paris meeting, I don't think anyone commenting here attended that meeting. I am tired of asking for a report or something to tell what happened there, yet, a meeting with less than half the chapters, and none of the vocal critics, seems to have made great progress and allowed to gain ground on the issue.
• 7) Tango, I don't think it is straw man. Neither one of us were in Paris, so we really don't know what happened. Allowing 4 large chapters to fund-raise for 3 years separates them, while dividing the collective issue here. What those chapters fail to realize is how short a period 3 years might be, and they will be alone to be removed permanently when their term finally ends.

I never spoke for the fundraising chapters, or anyone in particular. I spoke for principles and idealistic expectations, I didn't speak for anyone, but in favor of all Chapters, the small newly-registered ones, to the largest ones and entities yet to be named. I wasn't alone, several others commenting here and elsewhere had the same intentions. I am not happy to with these recommendations, this is trampling on the ideals that I argued for so long, devoted hundreds of hours talking about, permanently affected my standing in a negative light. To just have an alternative that *might* allow 4 chapters to fund-raise themselves for 3 more years. I would like to have one last discussion directly with anyone on staff or the board, about the points here and the ideals behind them, how right or wrong they might be. No disengaging at will, no aggression, no heated discussion. Just one honest, decent debate on the merits and cost of this move. There is no point in commenting here or the mailing lists on this issue. Theo10011 (talk) 11:45, 15 March 2012 (UTC)

You think Sue's alternative recommendation came from the 4 chapters? Do you have any particularly reason for thinking that? Knowing the people from those chapters as I do, I would be extremely surprised if any of them had suggested such a thing. --Tango (talk) 16:42, 16 March 2012 (UTC)

I don't think I said they came from the 4 chapters. I said they are being singled out in the alternative recommendations, dividing the collective issue here. I really don't think they suggested this. Theo10011 (talk) 18:01, 16 March 2012 (UTC)

I started a condensed version of these recs (per rupert's suggestion below), which you can edit directly. That will be more productive than long lists of bullets; though there will still be many non-consensus changes that get pushed to the talk page: Fundraising and Funds Dissemination/Editable recommendations. You can also propose specific amendments, as Chris did below. Please do so in a format like that used at the bottom of this talk page, so it is easy to read the change. –SJ talk   01:02, 22 March 2012 (UTC)

From "sue's recommendations" to "the movements recommendations" ?

while i like certain aspects of the recommendations, just to name one, a clear separation of "income" and "spending", i am lacking a (written down) motivation (or problem statement) what the recommendations should improve for whom compared to the model(s) used in the past. imo there should be some scenario planning, which names and thinks through the extreme positions in public to find sustainable recommendations which are not "sue's recommendations", but the "movements recommendations". to me the process currently used to find the next step in evolving is kind of "un-wikipedia" and it bears the danger that different groups dig in. --ThurnerRupert (talk) 05:15, 17 March 2012 (UTC)

Sue's recommendations may stay here to represent her own view, as I believe is her intent, but it would be a good idea to develop a parallel set of recommendations edited by the entire movement. Perhaps at Fundraising and Funds Dissemination/Movement recommendations? –SJ talk   09:13, 20 March 2012 (UTC)

Suggested amendments

Having read the recommendations, I would like to thank Sue for her work in developing these further. I was actually pleasantly surprised by how much I agreed with. However, I would also like to suggest some amendments. My aim in drafting this is to strengthen the proposals by making some relatively minor changes which I believe will give chapters and the wider Wikimedia community greater confidence in how they might be implemented. I think the Board could adopt these thoughts (or Sue could indeed incorporate them into her recommendation) and end up with an easier path to roughly the same place. Regards, Chris Keating (The Land (talk) ) 12:12, 17 March 2012 (UTC)

(Also, could I please ask that if people have comments, they make them at the end of this post, rather than breaking it up. Thanks).

Dear Chris, I too wondered why there was not a more prominent role in the Recommendations for the Chapters. I'll have to read this again, more carefully. Kind regards Ziko (talk) 16:48, 17 March 2012 (UTC)

Thanks Chris, really interesting amendments. — The preceding unsigned comment was added by Chandres (talk)

Fantastic, Chris. These minor changes solve a lot of the concerns I had about the proposals. Richard Symonds (WMUK) (talk) 11:49, 19 March 2012 (UTC)

These are helpful. I put the comments at the end as you requested, and compiled them and the amendments in the following section. –SJ talk   09:05, 20 March 2012 (UTC)

in the Recommendations: Funds Dissemination section

Amend Recommendation #5 to add

• The Wikimedia Foundation board will involve Chapters and other stakeholders in the appointment of members of the FDC
• Wikimedia Foundation staff shall not constitute more than 1/3 of the voting members of the FDC.

and to amend 5.4.1 to read:

• allocations to fund annual plans for qualified chapters and partner organizations, whether funded by local donations received via Wikimedia projects or by grants (or a mixture of the two). With these grants, the FDC will take particular account of the principle of subsidiarity and respect the involvement of chapter members and volunteers in the development of these annual plans.

Rationale: I think it's helpful that Chapters, and other potential grant-receiving entities, should be formally acknowledged as stakeholders in the appointment of the FDC, and to clarify that staff should be in a subminority. If staff aren't in a subminority, then the role of the committee is basically an advisory body for the Executive Director, rather than a community-led decision-making body. Also, by using the term "annual plan" and focusing on subsidiarity and the fact these plans are produced with the involvement of chapters' members, you would clarify that the FDC is intended to give Chapters (and other movement entities) at least as much ability to shape their own futures as they currently have, rather than being a mechanism to centralise control.

Amend Recommendation #6

On this point:

• It will consist of 2-3 members of the Wikimedia Foundation Board of Trustees, its Executive Director, and 2-3 key stakeholders selected by the Wikimedia Foundation Board of Trustees

to add at the end "on the advice of the Wikimedia chapter community".

Rationale: Currently, Chapters are the main stakeholders in this. If the development steering group doesn't have the confidence of the Chapters then the whole proposal isn't going to work. But it would be relatively easy to ask Chapters who they think are good people to do this job (which needn't mean a vote).

in the Recommendations: Fundraising section

Adopt Fundraising alternate recommendation #3 amended as follows.

• replace "make decisions" with "make recommendations to the Wikimedia Foundation board of trustees"
• alternatively, replace "Executive Director" with "Audit Committee" throughout.

• Delete the final paragraph and replace with;

"The board believes that the four chapters which payment-processed in 2011 are likely to meet these criteria subject to their successfully negotiating an agreement with the Wikimedia Foundation. For the 2012 fundraiser, the Executive Director will not make a recommendation that any other Chapter payment process unless a strong case is presented by 1st June that the Chapter meets the criteria already outlined by the Board. The Board may in future determine to take the advice of the Chapters Council on this matter."

Rationale:

a) The first version of recommendation 3 does not carry the confidence of the Chapters, and is clearly a worse option for the ongoing health of the movement.

b) I think it's unlikely that the Board would overrule the ED on whether or not a chapter can payment-process, so the first amendment to this recommendation isn't expected to change a great deal. However, one of the worse aspects of the status quo from the chapters' perspective is that they feel there is no appeal against WMF staff members' decisions, and so Chapters get frustrated with individual staff members, often unfairly. The FDC is meant to resolve this for funds dissemination questions, but making the ED the decision point for payment processing questions risks retaining this cause of tension. Alternatively, many of the issues in establishing whether a Chapter is capable of payment-processing are audit-led, so perhaps the Audit Committee is well-placed to look at this?

c) The movement can have a high level of confidence that the 4 chapters which payment-processed in 2011 are suitable to do so again, and this ought to be made explicit.

d) I agree that there will be many chapters for whom collecting donations via the Wikimedia projects is not appropriate and it is a high bar to cross. Nevertheless, there is no reason to exclude the possibility of any other chapter meeting these criteria for 3 years. It may be more likely that we end up with 4 or fewer payment-processing chapters in future, but there is little sense in having in arbitrary number.

e) Part of the aim of the Chapters Council is to develop peer-review processes to relieve the burden on Foundation staff and trustees. This is a good opportunity for the Board to indicate that they think this is helpful, and that input from a well-functioning Chapters Council will be valuable.

Comments

(These have been integrated into the above text in the following section.)

FD #5

That sounds reasonable, though I wouldn't insert language about "local donations received" v. "grants" since that sort of explanatory detail applies to the whole set of recs, not just this one. I'm not sure what you mean by "Respect the involvement of..." but left it in for now. I don't think you want this in 5.4.1; that level of detail should go into 5.5 (or whatever the new numbering is after the first two suggestions are added in). See refactored amendments below. –SJ talk   08:58, 20 March 2012 (UTC)

FD #6

I agree with the thinking here, but how about we just say "the Wikimedia community", which of course is broader than only chapters. However, I do think that Sue's existing proposal here is quite poor in that I suspect the same usual suspects would get appointed to the FDC, and we'd be back to square one (except that fundraising is now entirely at the whim of the same crew as the FDC, so it's more like square zero). Craig Franklin (talk) 08:42, 20 March 2012 (UTC).

That wording makes sense. –SJ talk   08:58, 20 March 2012 (UTC)

RD #3 (alternate)

I think changing "decide" to "make recommendations to" is clearer than alternatives. However I'm not sure that's the right language to use -- last year the staff decided; the Board had some input but was not directly making case-by-case decisions. Something like "decide... subject to approval by the Board" is closer to what I would write to capture that intended oversight. And I would say the 4 PP chapters from last year "may" again, not implying whether or not they will choose to sign an agreement. Input from the Council will definitely be valuable in future years, but not the only input. –SJ talk   00:57, 22 March 2012 (UTC)

Above amendments, refactored

I have refactored the above suggestions for amendments, and reproduce them here in a parallel fashion without the comments. –SJ talk   08:59, 20 March 2012 (UTC)

Funds Dissemination Recommendation 5

Current text:

• The FDC will be a diverse body of 5-7 people from across our movement (which may include paid staff) with appropriate expertise for this purpose;
• Being a member of the FDC will require a significant time commitment, and may involve in-person meetings;
• Wikimedia Foundation staff will support and facilitate the work of the FDC, with the goal of preserving FDC time as much as possible for decision-making;
• It is expected that there will be three major types of funding requests, that will each be handled differently:
  • annual funds allocations for qualified chapters and partner organizations;
  • restricted grants for individuals and entities;
  • reimbursements for individual volunteers.
• The primary work of the FDC will be to allocate funding to category 1: annual funds allocations for qualified chapters and partner organizations;

Amended text:

• The FDC will be a diverse body of 5-7 people from across our movement (which may include paid staff) with appropriate expertise for this purpose;
• The Wikimedia Foundation board will involve Chapters and other stakeholders in the appointment of members of the FDC;
• Wikimedia Foundation staff shall not constitute more than 1/3 of the voting members of the FDC;
• Being a member of the FDC will require a significant time commitment, and may involve in-person meetings;
• Wikimedia Foundation staff will support and facilitate the work of the FDC, with the goal of preserving FDC time as much as possible for decision-making;
• It is expected that there will be three major types of funding requests, that will each be handled differently:
  • Category 1: allocations for annual plans for qualified chapters and partner organizations;
  • Category 2: restricted grants for individuals and entities;
  • Category 3: reimbursements for individual volunteers.
• The primary work of the FDC will be to allocate funding to category 1: allocations for annual plans for qualified chapters and partner organizations. These annual plans may continue to include earmarks for chapter-level grant programs. The FDC will bear in mind the principle of subsidiarity here, and the involvement of chapter members and volunteers in the development of these plans.

Funds Dissemination, Recommendation 6

Current text:

• It will consist of 2-3 members of the Wikimedia Foundation Board of Trustees, its Executive Director, and 2-3 key stakeholders selected by the Wikimedia Foundation Board of Trustees

Amended text:

• It will consist of 2-3 members of the Wikimedia Foundation Board of Trustees, its Executive Director, and 2-3 key stakeholders selected by the Wikimedia Foundation Board of Trustees, with the advice of the Wikimedia community"

Fundraising Recommendation 3 (Alternate)

Current text:

Therefore, the Wikimedia Foundation Board of Trustees will not fully centralize payment-processing. Instead, we ask that going forward, the Executive Director make decisions about whether chapters can payment-process Wikimedia project donations on a case-by-case basis, using the best currently-available information evaluated against the criteria the Board has laid out in its public statements of October 2010, August 2011, and January 2012. Payment-processing should be limited to chapters that meet the criteria, and to where chapter payment-processing will add value to the global campaign that justifies the required investment of additional time and money from both the chapter and the Wikimedia Foundation.

In 2011, four chapters payment-processed. In 2012, as many as four chapters may payment-process, depending whether the Executive Director believes they meet the Board’s criteria and whether they and the Wikimedia Foundation are able to successfully negotiate a 2012 agreement. We ask the Executive Director not to grant the ability to payment-process to any additional chapters beyond the four that payment-processed in 2011, until the 2015 campaign. By 2015, we will have a few years of experience with the FDC and with other movement changes designed to improve transparency and accountability. At that point, we can revisit this issue.

Amended text:

Therefore, the Wikimedia Foundation Board of Trustees will not fully centralize payment processing. Instead, we ask that going forward, the Executive Director decide whether chapters can process payments for Wikimedia project donations on a case-by-case basis, subject to the approval of the Board, using the best currently-available information evaluated against the criteria the Board has laid out in its past public statements. Payment-processing should be limited to chapters where those criteria are met, and where local payment processing will add sufficient value to the global campaign to justify the investment of additional time and money from both the chapter and the Wikimedia Foundation.

The Board believes that the four chapters which processed payments in 2011 may meet these criteria in 2012, subject to their successfully negotiating an agreement with the Wikimedia Foundation. In 2012, the Board does not expect the Executive Director to recommend that any other Chapter process payments, unless she feels that they meet those criteria by June 1st. In future years, a Chapters Council may also be asked for input on the matter. This structure for fundraising and payment processing will be reviewed completely by 2015, as part of updating our movement strategy.

Draft Terms of Reference for the FDC

There seems to be a consensus that we should have a Funds Dissemination Committee (FDC). Sue's recommendations include getting in some outside consultants to help us create it, but I recommend we just get on and do it. In that spirit, I have created this first draft of some Terms of Reference for the FDC. Please feel free to edit them at will and discuss them on the talk page. Thanks. --Tango (talk) 18:03, 29 March 2012 (UTC)