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Resolution: Resolution:Creating a CEO Transition Committee and Transition Team, 2021

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Resolutions Resolution:Creating a CEO Transition Committee and Transition Team, 2021 Feedback?
This resolution was approved on February 25, 2021.

Whereas, the Board of Trustees wishes to recruit and identify a new Chief Executive Officer; and

Whereas, the Board wishes to establish two groups to coordinate in managing the key operational progress of the organization as well as the selection, hiring, and transition of a new CEO: one composed of Trustees, and one composed of staff;

Now, therefore, it is:

RESOLVED, that the Board creates the Transition Committee, an advisory committee for the purpose of searching for, selecting, and recommending candidates for the position of CEO of the Wikimedia Foundation and overseeing the transition process;

RESOLVED, that the Board appoints Raju Narisetti, María Sefidari, Tanya Capuano, Shani Evenstein Sigalov, and Dariusz Jemielniak as members of the Transition Committee and shall be chaired by Raju Narisetti;

RESOLVED, that the Board creates a Transition Team to support and advise the Transition Committee in its duties and to steward the management of the organization and prepare the Wikimedia Foundation for the CEO transition;

RESOLVED, that the Board appoints the General Counsel (Amanda Keton), the Chief Talent & Culture Officer (Robyn Arville), and Chief Financial Officer (Jaime Villagomez) to the Transition Team;

RESOLVED, that the Board authorizes and directs the Transition Committee to take such further action as may be necessary or advisable to carry out its purpose;

RESOLVED, that, in addition to the foregoing, the Transition Committee is specifically authorized and directed to:

  1. engage professional consultants or search firms and consult the community as necessary to assist with identifying, evaluating, and selecting candidates, and, upon approval of the Board, hiring the CEO,
  2. determine and modify the job description for the new CEO position, after prior consultation with the Board,
  3. base recruitment on the compensation package recommended by the Human Resources Committee,
  4. consult and delegate responsibilities to the Transition Team, as appropriate for its purpose,
  5. appoint and remove members of the Transition Team as needed, and
  6. report on the Transition Committee's progress to the Board; and

RESOLVED, that the duties of the Transition Committee and the Transition Team will conclude 90 days after the new CEO joins the Wikimedia Foundation, unless otherwise directed by the Board.

María Sefidari (Chair), Nataliia Tymkiv (Vice Chair), Esra'a Al Shafei, Shani Evenstein Sigalov, James Heilman, Dariusz Jemielniak, Jimmy Wales
Not approve
Tanya Capuano, Raju Narisetti
Not present
Lisa Lewin