I would like an inspiring line in here saying what our goals are, like that in the Foundation's bylaws. I also think that we may want to somehow include a line saying that in addition to representing the Foundation in Canada, we will represent Canada in the Foundation. I suggest a four section mission statement: first we support the Foundation, second we represent Canada in the Foundation, third we promote creation of free material (with the words "of interest to Canadians" so that we can focus on stuff about Canada while still being interested in all possible topics, and finaly we promote the distribution of those materials via talking up the online stuff or coordinating print stuff. My proposal for the wording is:
The missions of Wikimedia Canada are:
To promote the Wikimedia Foundation, Inc. and its causes throughout Canada and help organize the affairs of that Foundation within Canada while acting as a legally separate entity.
To represent Canadian values and interests to the Wikimedia Foundation Inc., its projects, and chapters.
To encourage and support in Canada the creation and collection of multilingual educational material of interest to Canadians under a free license or in the public domain.
To encourage and support the distribution and use of those materials within Canada.
Should we mention that the seal is under WM copyright? My proposal is:
The seal, an impression whereof is stamped in the margin hereof, shall be the seal Wikimedia Canada, to be used as allowed by the Wikimedia Foundation Inc. Any alternate logos used by Wikimedia Canada will be unofficial and will not in any way be derivative of the seal of Wikimedia Foundation Inc.
In 6.2, cut the line "(and their designates)". I don't think that we want anyone but the elected representatives to sign contracts.
If we are to keep 6.4.3, we have to explain what recognized projects are and say how those two directors will be divided between them.
In 6.4.4, where it says that no more than 1/3 of directors can be appointed, we should add"unless it is necessary to do so to meet the minimum number of directors as per 6.3"
In 6.6.3, where ever it says "provincial sub-chapter", add"or recognized projects", since recognised projects can elect directors too.
All uses of "provincial" could be changed to "provincial or regional" to allow small provinces to work together, but I have also suggested that in the definitions part.
We are required to submit an annual activity and financial report to the Wikimedia Foundation, so that job should be added to the secretary and treasurer's jobs.
As writing tax receipts will be the first big job we have to do, this task should be mentioned.
If we are going to have everything online, this should be mentioned in a job description.
These three changes are reflected in my proposal for Part 7, Sections 7-8:
7. The Secretary shall
1. maintain the records of the Society,
2. ensure that the activities of the Society are well-reported, coordinating with a webmaster and newsletter publisher when appropriate,
4. keep track of the list of members as per Part 5, and
It may also be useful to mention other potential titles. I propose:
9. The Board may, at its leisure, create other titled positions. Directors will be elected to these positions and will have term lengths in a manner similar to officer positions, but will not be titled as such unless the director already has another officer title. Such titled positions may include, but are not limited to: web master, newsletter publisher, legal coordinator, logistical coordinator, media contact.
I would like to strike the ability to have binding votes held in person. No matter how much notice we give, or how important a meeting is, we cannot expect a director in Vancouver to come to a meeting in Central Canada. If we want to have a unified Canadian chapter, we have to make sure that a quorum of directors from Toronto don't just do whatever they wanted and ignore the rest of the board. Regional branches of WMC can have in-person meetings, and should, but we cannot. I'll soon be adding a proposal for a section on how to register regional branches.
Clarify that electronic votes require a majority of all directors, not just a majority of the ones who voted. In online votes, everyone can have the ability to participate. If they want to abstaine, they can cast an abstention vote.
The directors may meet and hold votes by electronic medium, either in real time or through a message board.
A meeting in person can only hold votes if that meeting has the consent of absent directors.
Where it is desired that the directors meet in real time, notice of such meeting shall be given not less than fourteen days before the proposed date of the meeting.
Where it is desired that a vote be taken via a message board, the vote shall remain open for at least fourteen days after the vote is announced to all directors or until all directors have voted or abstained.
For a vote to considered passed, it must win a majority of support votes from all incumbent directors, or all incumbent directors who do not announce an abstention.
Something is wrong here. It refers to a section about rejecting membership, but talks about temporary appointments. Strike or figure out what it was originally trying to say.
Dispute resolution. Some other chapters say what to do if a member has a problem with the board. This may or may not be an issue for us.
General meetings. We never describe the format of general meetings, but they are implied twice: t is mentioned in the "amendments" section that the bylaws can be amended thereat, and five members of the board of directors are appointed by the general membership. How often are these meetings? Are they done online so that everyone across the country can participate? How much advance notice do we have to give for the meetings? Who presides over general meetings?
Provincial sub-chapters and recognized projects. Both of these groups get to appoint directors, so we had better say how they are formed and what they have to do to be consitered legitimate (number of members, etc.) I would also recomend changing "provincial" to "provincial or regional" to allow small provinces to work together.