Committee:Affiliations Committee Charter

From Wikimedia Foundation Governance Wiki

The English version of this Charter was approved by the Wikimedia Foundation Board of Trustees on December 7, 2022. Any translations are provided for informational purposes only.

Purpose

The purpose of the Affiliations Committee (“Committee”) is to support the overall health of the ecosystem of Wikimedia movement affiliates (Chapters, Thematic Organizations, and User Groups) and to advise the Wikimedia Foundation Board of Trustees (“Board”) on matters related to affiliate recognition and the affiliate ecosystem.

Membership and Organization

Committee Members

The Committee shall be composed of at least 5 and not more than 15 members. Committee members are appointed by the Committee for three-year terms. There is no limit on the number of terms a Committee member may serve. In selecting and appointing its members, the Committee shall seek to represent the breadth of diversity within the Wikimedia movement and the world that the movement serves.

Officers

The Committee shall appoint a Chair and Vice Chair for one-year terms. The Chair is responsible for presiding over Committee meetings and operations. The Vice Chair shall take on the responsibilities of the Chair if the Chair is unavailable.

The Committee may appoint a Secretary for a one-year term. The Secretary, if appointed, shall be responsible for ensuring the Committee’s compliance with its governance obligations, including recordkeeping and reporting.

The Committee may appoint a Treasurer for a one-year term. The Treasurer, if appointed, shall be responsible for tracking the Committee’s budget and ensuring appropriate accounting and the Committee’s compliance with financial reporting obligations.

Advisory Members

The Committee may appoint non-voting advisors who may be invited to attend Committee meetings or to provide the Committee with input and advice. The Committee shall specify the terms of the advisory appointments in its appointment resolutions. No advisory members may be voting Committee members.

Wikimedia Foundation Staff

The Wikimedia Foundation may assign staff members to support the Committee in its operations and help the Committee to function effectively. Foundation staff may provide advice to the Committee based on their knowledge and expertise. No staff members shall be voting Committee members.

Board Liaisons

The Board may appoint liaisons to the Committee to facilitate communication and coordination between the Committee and the Board. Board Liaisons shall be the Committee’s primary point of contact with the Board, and shall serve to update the Board on the Committee’s activities and update the Committee on relevant Board activities. Board Liaisons may request information related to the Committee’s operations as necessary to carry out their role. No Board members shall be voting Committee members.

Responsibilities

In all its work, the Committee shall strive to serve the best interests of the Wikimedia movement by promoting community health and growth. The Committee shall consider and pursue broader movement goals, such as the strategic direction of knowledge equity and knowledge as a service.

Affiliate Recognition and Derecognition

The Committee is responsible for overseeing the recognition and derecognition process for Wikimedia movement affiliates (Chapters, Thematic Organizations, and User Groups), including:

  • establishing recognition criteria and processes for different models of affiliation;
  • encouraging affiliate development in pursuit of global diversity and other Wikimedia objectives;
  • receiving and processing affiliate applications;
  • guiding prospective affiliates through the application process;
  • deciding when to endorse the recognition of new user groups;
  • recommending when the Board should recognize a new chapter or thematic organization;
  • monitoring affiliates’ continued compliance with affiliate rules and criteria; and
  • deciding when to endorse the derecognition of an affiliate.

In addition to the Committee’s endorsement, affiliate recognition and derecognition involves a legal agreement between the affiliate and the Wikimedia Foundation. Foundation staff are responsible for drafting, offering, signing, and terminating those affiliate agreements.

Affiliate Conflict Management

The Committee shall seek to aid the resolution of conflicts within and among affiliates when those conflicts are preventing affiliates from upholding governance best practices or doing work that furthers the goals of the Wikimedia movement. The Committee’s support may include, but is not limited to:

  • facilitating communication between conflicting individuals/groups;
  • arranging or conducting  mediation sessions; and
  • imposing sanctions on affiliates, up to and including suspension and derecognition, in response to conflicts.

If the Committee is approached with a conflict that does not significantly impact the governance or work of an affiliate, the Committee shall refer it to a Wikimedia Foundation or Community conflict resolution option where appropriate.

Affiliate Capacity Building

The Committee shall provide support to affiliates as they attempt to grow in membership, build programs to further the Wikimedia mission, and improve their governance practices. The Committee may facilitate capacity building by connecting affiliates with each other for peer-to-peer knowledge sharing and by directing affiliates to participate in the Wikimedia movement’s various capacity-building programs.

Movement Contribution

The Committee shall make itself available to participate in Wikimedia movement conversations that relate to the affiliate system or where the Committee’s experience and expertise would be otherwise beneficial. The Committee’s contributions may include answering questions about the affiliate system, providing advice relevant to affiliates or potential affiliates, and sharing knowledge and lessons related to operating as a committee with other movement bodies.

Procedures and Processes

Meetings

The Committee shall determine the time and locations of its meetings. It may meet virtually or in person. In order for the Committee to take actions and make decisions at a meeting, a quorum must be present. A quorum shall consist of a majority of the voting Committee members.

Resolutions

The Committee shall take actions in the form of resolutions. A resolution may be adopted at a meeting with the approval of a majority of the voting Committee members present at the meeting. A resolution may also be adopted outside of a meeting with the written approval of a majority of voting members serving on the Committee at the time. The Committee may create additional rules and procedures for proposing, voting on, and publishing resolutions.

Subcommittees

The Committee may create subcommittees to lead the work for particular projects or processes. The full Committee shall still be responsible for the work of the subcommittees, so the subcommittees shall be responsible for reporting their activities to the full Committee in a timely fashion. In creating subcommittees, the Committee should consider what decisions and authority should not be fully delegated to a subcommittee.

Budget

The Committee may request funding from the Wikimedia Foundation for its activities, including:

  • general operating expenses;
  • travel and expenses for in-person Committee meetings;
  • travel and expenses for Committee members to attend events, meetings, and conferences as representatives of the Committee;
  • Committee development and team-building; and
  • hiring external consultants.

The Committee (led by the Treasurer, if one is appointed) shall follow any recordkeeping and reporting requirements set by Foundation staff for any budget allocated by the Foundation.

Recordkeeping and Reporting

The Committee (led by the Secretary, if one is appointed) shall maintain written records of:

  • Committee membership;
  • adopted resolutions;
  • case records;
  • communication records;
  • meeting minutes, including at a minimum all decisions and actions taken at the meeting; and
  • Committee budget and expenditures.

The Committee shall make these records available to the Board and Foundation staff upon request. The Committee shall report its activities to the Board via the Board Liaisons at least once every three months.