Independence in Wikimedia

Over the last few days there has been a lot of discussion on foundation-l, internal-l, in person in Haifa and, I’m sure, within the Wikimedia Foundation and within individual Wikimedia chapters. I’m not going to go into the details of that discussion, but what it boils down to is the Foundation deciding that its legal and ethical responsibilities do not allow it to sit back and allow Chapters to handle funds raised through irresponsibly. Since several chapters have not demonstrated that they are able to handle the funds responsibly, they will not be allowed to participate in the next fundraiser. While the Foundation could have handled the whole situation a lot better, something did need to be done and, since it owns, it had to be the Foundation that did it. Even if the Foundation had handled everything in the best possible way, there would still have been a lot of resentment and ill-feeling. That’s because the Wikimedia movement is set up wrong.

Back in 2004, the first Chapter, Wikimedia Deutschland, was founded. It was decided back then that it would be an independent entity that partnered with the Foundation to achieve their mutual goals and every chapter since has been founded with the same intent. However, that has never actually been the case. As I’ve already mentioned, the Foundation owns the domain name and the trademark “Wikipedia” (and various others, but “Wikipedia” is the valuable one). That means it controls how the website is used for fundraising and, since we’re a top-5 website, that will probably always be our main source of funds (why spend time doing anything else when we can make $30m was a couple of months of banners and hardly breaking a sweat?). As long as chapters are dependant on the Foundation for funds (either through direct fundraising on the website or through grants) they will not really be independent and the Foundation will always be obliged to oversee everything and make sure those funds are being used appropriately.

My proposal for resolving this is as follows: Create a new legal entity, which I’ll call the Wikimedia Trust, and transfer ownership of the Wikipedia domain name and trademark to it. Ownership and responsibility for the servers running the site will remain with the Foundation, but it will do so as a service to the Trust. The Trust will have a board consisting of the chair of the Foundation, the chairs of three Chapters (chosen by some kind of rotation system, making sure there are always a variety of chapters of different ages, sizes, budgets, etc.) and five people directly elected by the Wikimedia community. Its mandate will be to uphold the values, principles and vision of the Wikimedia movement.

The Trust will then decide who is allowed to fundraise on (although it will be the Foundation that actually implements those decisions). It will probably do so based on very similar principles to those the Foundation board decided on a few days ago (they are very sensible principles) and will have responsibility for auditing the Foundation and Chapters (and any other entities that may be created in the future that handle movement funds) to make sure those principles are met and that the organisation is acting according to the values and principles of the movement.

I don’t propose that the Trust take on the role of giving grants, since that would over-complicate things. I suggest the Foundation continue with its plans regarding grants and also that chapters increase the grants they issue (as their revenues increase), both within their countries and internationally.

The Trust will require only a very small budget and will be funded by donations from the Foundation and, perhaps, the Chapters. The budget will be spent on legal costs and on the audits. The cost of those audits will hopefully be fairly small, since most of the time they won’t need to be very detailed. The Foundation already has to do much the same thing, so this would not be an additional cost to the movement.

The day-to-day activities of the movement would be virtually unchanged (which is where this proposal differs from the others I’ve seen recently for breaking up the Foundation, and also means this proposal can be considered separately to the Movement Roles process that is currently ongoing – it’s a little late to add new proposals to that process now). The Foundation would still run the servers and various global programmes and Chapters would still run local programmes and whatever else they currently do. It would just be the oversight role the Foundation currently has that would move. That oversight role is one the Foundation has taken on only reluctantly, so I don’t expect anyone there will mind too much if they don’t have to do it any more. I should make clear that this proposal isn’t intended to punish the Foundation for doing a bad job. They should never have been the ones doing the job in the first place.

By moving that responsibility away from the Foundation, a lot of the resentment the Chapters tend to feel whenever the Foundation tries to take charge should be removed.

While people may, at times, resent the Trust, they will at least accept that it is doing the job it was created for. At the moment, the Chapters tend to resent the Foundation taking charge regardless of whether the Foundation is making good or bad decisions. Also, a lot of the legal risks will be moved from an entity with lots of cash to one with very little, which is probably a good thing (I’m not a lawyer, so I may be missing something there).

I am posting this on my (revived) blog, rather than on meta or a mailing list, because a) it’s ended up being rather long and b) I’d like to encourage people to give long, thought-out responses that I think are easier to do through the medium of blogs. Please also feel free to leave shorter comments below. Please try to avoid apportioning blame for the current situation and concentrate on how we can do things better in the future. This proposal will obviously take time to implement, so it will not have any impact on the ongoing negotiations and preparations for the 2011/12 fundraiser.

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  1. #1 by Dan Rosenthal on December 1, 2011 - 8:25 am

    I like the idea in theory but wasn’t this what the chapter seats on the board + the community elected seats were supposed to accomplish? (I mean this in broad terms of responsibility, not specific issues). I suppose I just envision a scenario where we now have a Trust that is subservient to the Foundation for many things and can’t reasonably achieve the level of independence it would need to accomplish its goals. Perhaps the solution is some rethinking of the board seat ratio + revisiting the idea of chapters council, combined with a trust like this.

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