Talk:Wikimedia Community Ireland Bylaws

Objectives

I don't have any specific suggestions with the Objectives, but I would encourage you to have a look through WMUK's first set of Objectives and the second set, after they were rewritten at the behest of the Charity Commission and legal comment. See [1] for the original set, and [2] for the current set. As it stands, your draft objectives look similar to WMUK's first set. It's worth looking through [3] and [4], particularly if you think you might apply for charitable status in the future. Thanks. Mike Peel (talk) 02:26, 23 November 2015 (UTC)

Hmmm - not sure about this. The problem Wikimedia UK had with becoming a registered charity was due to a fairly specific quirk of English law (which developed well after Irish independence). If Irish law is more sensible than English law these objects might not be a problem. Chris Keating (The Land) (talk) 14:59, 25 November 2015 (UTC)

General comments

Hello. In addition to my comment above, here's a few more general comments/suggestions/provocative questions:

• "Members are required to pay an annual contribution of maximum 1,200 EUR" - that's a rather specific amount. Out of curiosity, can I ask why it's this value (and why it's so high)?

The language here is an annual maximum and no minimum. Our assumption was that it a barrier to purchasing a membership. Geichel (talk) 13:56, 23 November 2015 (UTC)

• "by telegraph or telex message" - that seems rather antiquated!

The terminology may be antiquated, however, there are services which those names refer which are still operational. This issue was discussed. There was some discussion about the inclusion of RFC 1149 when this bylaw was reviewed. Geichel (talk) 13:56, 23 November 2015 (UTC)

• "Directors are appointed for a period of two years and are eligible for re-election." - it's worth thinking about how to stagger these from the start, and how to balance appointments each year so that you don't have too large or too little a turnover.

I think that is a good idea. I'm have no opinion when it comes to codifying this as a procedure. There isn't any existing language that would prohibit executing this bylaw in this manner. Geichel (talk) 13:56, 23 November 2015 (UTC)

• "The Board of Directors appoints and dismisses the members of staff and determines their remuneration." - thinking in the long run, would this make sense if WMIE has a ED/CEO with staff serving under them at some point in the future?

Personal opinion would be to amend this to specifically intone that if the structure you suggest is employed that the CEO would submit all such decisions for review/right-to-refuse to the board. The "determines" portion of the business function becomes the responsibility of the CEO and the documentation for such decisions is submitted to the Board. The alternative would be to keep the existing language and require the bylaws to be amended if/when a CEO structure is warranted. Geichel (talk) 13:56, 23 November 2015 (UTC)

• With the General Assembly, would it be worth thinking about allowing proxy votes?

It was discussed in the meetings that virtual (audio/video) attendance would be acceptable. It was mentioned that the definition of attendance should be included. Geichel (talk) 13:56, 23 November 2015 (UTC)

It's great to see WMIE moving towards becoming a chapter - well done to all involved, and best of luck with the incorporation!

Thanks. Mike Peel (talk) 02:38, 23 November 2015 (UTC)

Associate membership.

Is there a strong reason for "associate members" as distinct from voting (full) members? Gordo (talk) 12:58, 23 November 2015 (UTC)

Hi Gordo, thanks for your question. The reasoning behind have two types of members is two-fold. Firstly, we want to encourage members to stay involved in the long term. Secondly, we didn't want newly registered members to be able to co-opt the process. Having a 'waiting period' for new members is the best way to address both of these issues. Sameichel (talk) 11:39, 24 November 2015 (UTC)

Having seen the problems faced by WMUK in retaining members and keeping members active; I think this risks setting the bar too high. You'd potentially end up putting people off if they have to jump through hoops to become full members (and thereby feeling an empowered part of the group). On the flip side, the problem you seem to seek to address is probably easily handled by bylaws prohibiting that specific activity. --ErrantX (talk) 11:47, 24 November 2015 (UTC)

I understand such risks, but ErrantX has expressed a way to mitigate the risks of people who might co-opt the process. The Chapters are groups of volunteer editors, and Wikipedia is a built on the efforts of those editors. The Chapter represents all of them: there is no selection at the coal face. Gordo (talk) 11:58, 24 November 2015 (UTC)

Just realised that this is a friendly society. I have personal experience of a two tier membership for such a Society, based in England. Gordo (talk) 11:02, 25 November 2015 (UTC)

Tweaks to some articles

"they shouldn't have been convicted for crimes such as racism, xenophobia, negationism or spreading hate or calling for violence or disseminating illegal pedosexual materials."

1. Do you want "convicted"? Would it not be better to just say that "anyone who, in the judgement of the board, has engaged in conduct likely to bring the organisation into disrepute?" If you bring in "convicted" then you are relying on a slow and underfunded criminal justice system, and may not be able to deny membership to people who have not yet been convicted. Serious crimes can take a year... (see http://open.justice.gov.uk/courts/criminal-cases/). You're best making the decision as a board yourselves, it's what your membership expect you to do.

• The group would defer to the elected representatives and the judicial system as the arbiters of any person accused of a crime. Geichel (talk) 14:40, 6 January 2016 (UTC)

1. best practice these days is to avoid the use of the phrase "pedosexual materials" - we say "materials depicting child sexual abuse" or "materials depicting the sexual abuse of children". The use of the word "pedosexual" acts to legitimise content which is not pornography, but rather, permanent records of children being abused.

• Agreed. Geichel (talk) 14:40, 6 January 2016 (UTC)

1. Article 5, §2.3 is poorly worded. Does it say that they shouldn't have been convicted, or that they shouldn't have been convicted in such a way as prevents them from working as a journalist/publisher?

• Agreed. Geichel (talk) 14:40, 6 January 2016 (UTC)

1. 1,200 Euros is a lot of money, even for a maximum.

• Disagree. Suggested maximum amount is a fraction expense for a large event. It is hard to see the stated amount would be utilized, even by several people to dramatically influence the behaviour of the group and/or decrease the transparency of those actions. Geichel (talk) 14:40, 6 January 2016 (UTC)

1. "The Board of Directors appoints and dismisses the members of staff and determines their remuneration." - is this in line with the law? Seems like it could be unfair.

• The statement is intended to prevent those powers from being delegated. Geichel (talk) 14:40, 6 January 2016 (UTC)

1. "The Board of Directors exercises its powers in a collegial manner." - the word 'collegial' is undefined and fraught with problems...

• The intended definition to to maintain equal rights and privileges between Board members. Geichel (talk) 14:40, 6 January 2016 (UTC)

1. "Each individual Director may validly sign on behalf of the association" is a financial risk. Surely dual signatories should be standard?

• Financial accounts are restricted to multiple signatories. With such a small Board and geographic diversity of the current group, the flexibility of a single signatories is desirable. Geichel (talk) 14:40, 6 January 2016 (UTC)

That's it for the moment :-) Richard Symonds (WMUK) (talk) 12:08, 24 November 2015 (UTC)

More comments

Hello - good luck with these, and more comments from Wikimedia UK's experience. Obviously like many the other people commenting I'm not familiar with the relevant Irish laws but hope this is helpful. Chris Keating (The Land) (talk) 21:48, 24 November 2015 (UTC)

• Associate members - I think having "associate members" and "full members" probably creates more problems in terms of administration and participation than it solves. It's usually quite a strong message to sign people upbefore an AGM if you tell them they can vote right away. Also, is someone really going to go through the list reliably every month or quarter promoting "associate" members to "full" members?
  • The ability to provide a temporary majority for voting is the problem Associate members was intended to solve. Geichel (talk) 13:19, 7 January 2016 (UTC)
• Board eligibility - Am I right in reading the draft as saying that only full members are eligible to be Board members? If so, I wouldn't recommend that. In some ways it is 'obvious' that only someone committed to the organisation ought to be a board member, so what's the problem with asking someone to be an associate member first? However, in practice you will find yourselves advertising for people to serve on your board (from the Wikimedia community or outside) - and if you say "it's great you're so interested please come back in 6 months" the people you want will probably have found something else to do in the meantime.
  • People who will have found something else to do in six months would not have made a good candidate in our opinion. Geichel (talk) 13:19, 7 January 2016 (UTC)
• Term limits - Term limits on Boards are a general-purpose bit of good practice which lots of movement organisations are adding - obviously they won't seem like a priority currently but it's worth saving yourself the trouble of including them later. I'd suggest adding a 12.3 saying something like "No Board member may serve for a continuous term exceeding 6 (or 8) consecutive years"
  • It's my opinion that this is a very remote possibility given the Irish charity landscape and does not need mitigation at this time. Geichel (talk) 13:19, 7 January 2016 (UTC)
• Method of election - The reference to "majority vote" is a bit unclear. Do you mean that an election will be held, and then the people elected in the election will be appointed to the Board by resolution? Or do you mean something else?
  • The prerequisites for attendance are defined and therefore define "majoirty vote". Geichel (talk) 13:19, 7 January 2016 (UTC)
• Staff holding directorships - I would remove the power for the General Assembly to allow directors to be staff members. There are no circumstances where having a staff member on your Board is a good idea (and this is doubly true in the Wikimedia movement).
  • That structure is not possible at this time. Geichel (talk) 13:19, 7 January 2016 (UTC)
• Power to call General Meetings - good to see members having a power to call general meetings but I would advise not making specific reference to meta-wiki in the Articles. a) You will at some point have members with no clue what Meta-Wiki is (to be honest we probably have a couple of board members in that situation); b) your Articles will remain in force even if Meta-wiki no longer exists.
  • This document is contained within Meta. The reference is therefore self-referencing. If Meta no longer exists, neither do these bylaws. I will not attempt to legislate against technical ignorance of the entity which a person assumes responsibility for maintenance. Geichel (talk) 13:19, 7 January 2016 (UTC)
• Authority to approve memberships - I would give the Board full authority to decline membership applications, rather than giving an automatic right of appeal to an AGM. If you find yourselves in this situation you will probably find yourselves making a decision based on private information which it may be unfair to your staff, your volunteers, and/or the applicant themselves to make public. Therefore your AGM will not be in a position to make these decisions. Similarly in 26.2 with the mention of "case file", bear in mind that in practice employment and/or data protection law will massively restrict what you can put in such a file.
  • The appeal to the AGM would be initiated by the applicant. As is the ethos with Wikimedia, it would then be the applicant's decision to provide any information in support of an appeal. I will defer to the greater freedom of action, than restrict member's recourse in appeal. Geichel (talk) 13:19, 7 January 2016 (UTC)
• Budget authority - Is it normal for an Irish nonprofit for the General Meeting to approve the budget? This is unusual in UK charities and it's probably fair to say that most charities with a similar provision regret it, as the general meeting is too distant from the execution of the actual work to have meaningful input. You create a risk of one or more of the following; a) the General Meeting passing a formula budget for the sake of having one that has little bearing on reality; b) line-item changes that someone persuades the GM are a good idea but have no meaningful chance of happening; c) the General Meeting not passing a budget at all, in which case the board and staff will end up creating a budget because one has to exist, ignoring the GM. Chris Keating (The Land) (talk) 23:10, 24 November 2015 (UTC)
  • This level of transparency is desired and appropriate, in my opinion; given the current structure of the User Group. Geichel (talk) 13:19, 7 January 2016 (UTC)

Membership

Is it correct to say; people who cannot pay "an annual contribution of maximum 1,200 EUR" cannot be members? Mrchris (talk) 11:17, 2 August 2016 (UTC)