議事録:2007-10-07
These are official minutes from a meeting of the Wikimedia Foundation Board of Trustees. 本内容の原文である英語版と翻訳版で意味や解釈に相違が生じた場合、英語版原文を正文とする。 |
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フロリダ州セントピーターズバーグ
Minutes recorded by: Erik Möller, Executive Secretary
2007年10月6日
- Board members present: Florence Devouard, Kat Walsh, Jimmy Wales, Jan-Bart de Vreede, Erik Möller, Frieda Brioschi (not attending: Michael Davis)
- 定足数: はい
- 出席者 (第7節を除く): Sue Gardner
- Present during section 1) and 2): Mike Godwin, General Counsel
1) 関心の衝突に関する声明の簡潔なレビュー
すべてが最新のものらしい。
2) 商標
- プレゼンテーション: Media:WMF Trademarks.pdf (ウィキ上)
Mike Godwin gives an analysis of the Wikimedia Foundation's trademark situation and future strategy.
質問とコメント:
- What about non-English names? All those should be licensed as well.
- Tiered strategy? (Erik forwards Minutes:November 29-30 2006 (addendum, 2016: this meeting) about previous discussion for Mike to review.)
- Can we avoid dilution of the mark and at the same time be liberal in licensing it freely e.g. to non-profits? Absolutely.
- Is there an issue with promotion e.g. web buttons? Not really, grant of use is implicit.
- General agreement that the Wikimedia Foundation does not want to enforce trademarks e.g. in cases of legitimate commentary, both for ethical & PR reasons.
3) Executive Report by Sue Gardner.
- メインプレゼンテーション: Media:Update Board of Trustees October 2007.pdf (ウィキ上)
- プリント: Media:Biz Dev Decision Flowchart.pdf (ウィキ上)
- プリント: Media:Volunteer Analysis FINAL.pdf (ウィキ上)
Some extensive discussion in particular centered on the organizational chart and its likely future evolution.
General agreement that the chapters role in particular is currently too much in conflict with other roles.
4) 方針の承認
この文脈で合意する: 小切手はデフォルトで匿名でなければならない。
AGREED: A separate policy on speaking fees is needed; specifics about this were removed from the code.
5) 監査委員会:
AGREED: After the appointment of a new treasurer, additional authority related to financial controls will be formally delegated to the audit committee.
6) Larry Biddleとのミーティング
Non-profit fundraising expert, who also worked on the Howard Dean US Presidential Election Fundraiser. Has raised more than US$300 million for non-profits.
Brainstorming about different aspects of the upcoming fundraiser, no specific actions agreed upon.
7) (Without Sue Gardner.) Discussion of Sue's job performance.
AGREED: ED Committee with Jan-Bart, Florence, Erik to review performance formally. Jan-Bart likely to be chair.
簡潔な非公式な認識交換
公開されなくなった情報
8) (Sue rejoins.) Presentation by Erik about the information architecture of the Wikimedia Foundation. (Jimmy leaves shortly before the beginning of the discussion part.)
- プレゼンテーション: Media:Information Architecture October 2007.pdf (ウィキ上)
AGREED: Board-level view should focus on high level principles. Development of a statement of principles on tool use & practices (e.g. open source vs. proprietary tools) would be desirable.
AGREED: Revision of current practices is not a high operational priority.
2007年10月7日
- 出席: Kat, Frieda, Florence, Jan-Bart, Erik
- 出席: Sue Gardner
- 怪我のため出席していない: Jimmy
- Quorum: Yes
1) 諮問委員会
Brief discussion of additions to the Advisory Board proposed by Advisory Board members.
AGREED: Advisory Board is about the right size.
AGREED: Current membership / new members to be re-evaluated in January
General observation that the role of the Chair is not currently filled very effectively - interaction & reporting more often done by Board members.
AGREED: Jan-Bart to talk to Angela about role of Chair & her ability to participate.
2) 会計係
Hand-out: Wikimedia Foundation Board member description: Treasurer
Due to Michael Davis' inability and/or unwillingness to continue to serve in the role, the position needs to be filled.
AGREED: Treasurer position to be announced through charity channels (Mona, Sue to advise)
AGREED: Legal review whether position should be filled in the interim. [This was quickly completed -- no need to fill the position immediately.]
AGREED: Treasurer Search Workgroup to work on document, finalize, post it, deal with responses, call individuals, set up meetings.
AGREED: Workgroup comprised of Erik, Florence, Kat.
3) 委員会の規定
AGREED: Generally, appointed Board members are expected to serve several years -- no term limits.
AGREED: Appointed terms to remain at one year for now, but issue to re-examined with future Board.
AGREED: Board expansion to be postponed. (Add to public report.) Decision on election 2008 postponed to next Board meeting.
4) 委員会に選出された従業員
Brief discussion about whether there should be a waiting period for former employees / former Board members interested in running in a Board election or becoming part of the staff.
- Jan-Bart, Erik, Frieda, Florence: symmetrical 6 months waiting period
- Kat: 6 months waiting period for Board members only
AGREED: Resolutions to be drafted post-meeting on BoardWiki by Erik. [After consultation with Mike Godwin, will be drafted as a Bylaws revision.]
5) 再協定
Board resolutions quickly taken, no substantial discussion:
6) 従業員の地位
- Florence Devouard only candidate for Chair position.
- Jan-Bart de Vreede only candidate for Vice Chair position.
- Erik Möller only candidate for Executive Secretary position.
Board resolutions quickly taken, no substantial discussion:
7) Communications session with Ruth-Ellen Soles.
Presentation: Media Training by Ruth-Ellen Soles
Ruth-Ellen Soles is a communications consultant. She worked with Sue Gardner at the CBC as a spokesperson. In this session, Ruth-Ellen Soles gave basic communications advice, especially for interviews, and entered a broad discussion with the Board on these issues. No Board actions were agreed upon as a result.
8) 予算
Budget discussion with consultant Mona Venkateswaran, resulting in approval of the fiscal year 2007-2008 budget.
This is the first properly planned budget in the history of the Wikimedia Foundation. It is understood to be tentative and contain a significant margin of error. Budget will be refined as data capture improves.
AGREED: More granular capture of accounting categories needed, e.g. Wikimania.
9) 財政会議
some info removed
決算は11月初旬に予定されています。
10) 部門別議論
Sue Gardner began the discussion by presenting a possible strategy to clarify the relationship between the Wikimedia Foundation and Wikimedia Chapters. The strategy outlines 4 types of relationships, essentially ranging from business development with revenue sharing over traditional non-profit activities to informal affiliations.
Far ranging discussion resulted, including the following points -
Kat: Will this result in a loss of independence for chapters?
- Sue: The goal is to accurately describe the relationship between the Wikimedia Foundation and specific chapters, not to fundamentally redraw the purpose of chapters.
- Erik: We should describe the relationships with different characteristics that can be freely combined, rather than as a staged model where a chapter can advance from the least formal to the most formal relationship.
- Frieda: Chapters are currently underserved. Proposed model seems very one-sided: the Wikimedia Foundation receives work from chapters but not vice versa.
- Florence: Shares concern about one-sidedness, in particular for fundraising efforts.
AGREED: Discussion stage still too early for a Board/Chapters Retreat to be likely to result in meaningful output. Therefore, December Chapter Retreat is canceled. (Frieda, Jan-Bart, Florence, Erik in favor; Kat abstains.)
AGREED: A systematic process of gathering feedback from the chapters on their expectations & perceived purpose should precede a strategy draft from the Wikimedia Foundation about the relationship with chapters. That strategy should at least be approved, if not drafted, by the Board.
11) 次回の会議
AGREED: Next face-to-face meeting to take place in late February or early March. Extended online meeting to take place before then.