Talk:Wikimedia Chile/Bylaws

Chapters Committee Remarks

Hi. The chapters committee members will put their remarks/comments/questions here. We'll mark them with the following:

• crucial: Without this remark being addressed, the bylaws can't be approved
• important: in our experience, this should really be addressed, but you might have a good reason for doing things the way you do them, so we'd like some explanation if you can't address this remark
• minor: this remark is usually more of a piece of advice, drawn from our experience. If this isn't addressed, no big deal. But think about it.
• clarification: this remark calls for some explanation. We didn't understand it (sometimes because of translation issues) or it is inconsistent with the rest of the bylaws, or it lacks clarity. Any explanation would be welcome.

In general, consider that all of our remarks are questions, that probably need some kind of explanation/answer. We don't hold the truth, nor do we know all the answers. We are also biased because of our experiences with other chapters, so don't take our remarks as nitpicking or in bad faith, we're trying to be as thorough as possible. :) notafish }<';> 23:24, 9 January 2011 (UTC)

General

• minor: I have not been able to find anything about electronic meetings - is this possible, already taken care of by law? Not a bare necessessity, but considering the long distances, it might be something worth while to think about now or in a later stage. This goes especially for your board and audit committee meetings, which are relatively frequent. Effeietsanders 12:21, 19 January 2011 (UTC)

I'm not an expert, but I guess electronic meetings are not legally valid. Although we certainly should and will use this media, I don't know if we can put them in the bylaws and considered by the Ministry of Justice as valid. --B1mbo 17:36, 20 January 2011 (UTC)

La principal dificultad para que las Asambleas Generales y las reuniones del Directorio puedan ser celebradas en forma electrónica, dice relación con la exigencia de firma de las actas por los asistentes. A menos que pudiese implementarse un sistema con firma electrónica avanzada (que es muy costoso), difícilmente se obtendría una autorización del Ministerio de Justicia respecto al mecanismo de escrituración de tales actas.

En cuanto a las Asambleas Generales, el "problema" de la distancia puede ser solventado utilizando el sistema de delegación de voto mediante carta poder simple (que se considera en los estatutos).

--Yakoo 22:03, 25 January 2011 (UTC)

partial translation: basically, it seems that minutes of the meetings have to be signed (physically) to be valid. This means that unless there is a recognized and cheap way of doing this, electronic meetings would not be valid. (just summing up the comments in Spanish) notafish }<';> 14:13, 9 February 2011 (UTC)

Exactly. This could be an important problem especially with members in other cities (Concepción, the second largest one is at least 6 hours of distance by bus... and I don't want to start with other cities in extreme points like Antofagasta, Punta Arenas or Easter Island). Of course, they could take part in the meetings using Skype for example and we should encourage that... but I don't see how they could take part legally (for example, for voting). The only way I see is they are present electronically and they give the voting rights to another member present on his/her behalf. --B1mbo 15:11, 9 February 2011 (UTC) PD: I think Chilean legal system is not really fond of this kind of "online" corporations :(

Article 4

• (minor) It is prohibited any partisan political action - the translation is a bit confusing, but you might want to make sure this does not mean that you cannot participate into lobbying for changes of copyright law for example (this is a topic that has been embraced by several chapters around the world, and one day you might want to do so too). Effeietsanders 12:21, 19 January 2011 (UTC)

I reread the SPanish version and the way I understand it is that the association is not allowed to act on behalf/against a party "just because it is that party". It does not strike me as barring the association of engaging in lobbying or anything that has to do with politics. I suppose this means that the association cannot become member of a party for example, or that it cannot give its opinion on the grounds that whatever they may oppose is presented by a specific party. To give an example:

• If minister A from party Z proposes a change in the law, the association may issue a statement that they are against that law. But they would do exactly the same if the same law was proposed by party Y, X or W, and are not doing it just because it is party Z. notafish }<';> 12:57, 19 January 2011 (UTC)

Exactly what notafish has said. In Spanish says "político partidista" which means only related to the actions of a political party. Not supporting candidates, not supporting parties but we are able to lobby, advocate or reject political proposals. --B1mbo 17:23, 20 January 2011 (UTC)

Sólo para complementar lo dicho por B1mbo, el sentido de la expresión, supone que la Corporación Wikimedia no podría actuar como partido político(en el concepto más estricto del término), pero ello no le impide participar en política (en sentido amplio); es decir el hecho, que por su naturaleza, la Corporación Wikimedia califica como ONG, con todo lo que ello implica.

--Yakoo 22:03, 25 January 2011 (UTC)

Article 8

• (minor) Active members: Experience proves that with time, a lot of people who are good for the chapter actually join although they have never edited the Wikimedia projects. A few examples: an influential academic person who can support the chapter in academic circles, a lawyer who can help with problematic edits, a person versed in finances who can help make the budget, a free knowledge activist who can bring experience on how to conduct projects of the chapter etc. All of these people, under the bylaws as I understand them, if they don't edit Wikimedia projects (although I suppose one edit is enough, since there is no minimum requirement), can't be active members (they thus don't have a vote). Unless you feel extremely strong about this requirement of username/edits, I would take it out, as it is in the long run not very scalable. For example, Wikimedia Deutschland has the same category of members, without this requirement. Some people choose to be active members, others just adherents, but it's left to their choice. In my experience, having people like the aforementionned in the voting body is a good thing (tm), and I see no real compelling reason to keep those people out. notafish }<';> 23:24, 9 January 2011 (UTC)

I understand your concern but as you pointed out, one edit is enough so I don't think it's a real requirement. It's a mere symbolic gesture saying that our members are part of the Wikimedia community. --B1mbo 02:09, 18 January 2011 (UTC)

• (minor) also about the one edit thing, how do you want to police this? I know from experience that many Wikipedians do not want to link their username to their real life name, as a matter of privacy. By requiring this, you might scare away potential editors, or force them to fake things. Effeietsanders 12:21, 19 January 2011 (UTC)

Interesting. I guess you're right. We should reconsider this. --B1mbo 17:32, 20 January 2011 (UTC)

Adhiero a lo expuesto por B1mbo; sólo agrego que esa exigencia fue incluida imitando los estatutos de Wikimedia Argentina.

--Yakoo 22:03, 25 January 2011 (UTC)

• (minor) - just to confirm my reading: do I understand correctly that one can be both honorary and active member (ie, be part of two categories) at the same time? Effeietsanders 12:21, 19 January 2011 (UTC)

No. I guess it's weird the place what this phrase is but it refers to personas jurídicas (not natural persons; for example, institutions, corporations, NGOs, etc.). If one persona jurídica is a member, either active or honorary, they should be represented at the assemblies by a designed person. In the next sentence, it says about the upgrading from honorary to active; although technically it doesn't say that you lose your condition of "honorary", you have the rights of an active member so your honorary membership is superseded. --B1mbo 17:32, 20 January 2011 (UTC)

Revisé el punto, y tiene un error porque sólo las personas naturales pueden ser socios activos. Así que la frase "En ambos casos, la persona jurídica que tenga la calidad de socio activo u honorario..." debiera ser "La persona jurídica que tenga la calidad de socio honorario...".

Respecto a la "doble calidad de socio", debo aclarar que, en realidad, lo que se contempla en los estatutos es la posibilidad para los socios honorarios de convertirse en socios "plenos" o activos.

--Yakoo 22:03, 25 January 2011 (UTC)

Now it has been clarified as you can see. --B1mbo 03:03, 7 March 2011 (UTC)

Article 12

• (important) - you start with "the members have the following obligations", but from the actual text you seem to refer only to the active members and not to the other categories. Effeietsanders 12:21, 19 January 2011 (UTC)

These are obligations to all members. Honorary, adherent and junior members should respect the bylaws and the decisions of the Assembly, should serve the tasks entrusted (not all of them are elected offices), should inform if there is any change in their membership (for example, if a junior member is over 18 years) and so on. Obviously, their financial obligations are zero so they automatically fulfill their obligations. --B1mbo 17:48, 20 January 2011 (UTC)

Idem. --Yakoo 22:03, 25 January 2011 (UTC)

Now it has been modify with a note saying that for other types of membership, it applies the obligations with the exception of the financial one. --B1mbo 03:06, 7 March 2011 (UTC)

• (minor) - 12b: why is it an obligation to attend the General Meetings? Isn't that rather a right?

I have asked about this to our lawyer. In Spanish says "legalmente convocados", so is talking about "los miembros" and not about "las asambleas". It's very ambiguous because I don't think is talking about all Assemblies but special situations where the member is "called by law". --B1mbo 17:48, 20 January 2011 (UTC)

Es un derecho y un deber (si la Asamblea ha sido convocada legalmente). Es parte de la concepción dual de ciertos derechos (como derechos-deberes), comunes en nuestro sistema.

--Yakoo 22:03, 25 January 2011 (UTC)

Article 13

(important)

• a The members have the following rights

  1. To attend the meetings of the Board;

  • In the real world, this is very hard to maintain. While the idea of transparency is commendable, it can be a killer. Again, as a chapter grows, it becomes more difficult to have every board meeting be opened to every member. Say you have an employee, that does not do his job right, and want to discuss the problems, you probably don't want to have every other member having the possibility to attend the meeting.

    I would consider changing this to:

    1. To attend the public meetings of the board'. This would give the board an incentive to have public meetings, but does not make it a requirement for the board to hold all of their meetings potentially public. notafish }<';> 23:24, 9 January 2011 (UTC)

I agree with your proposition. Maybe we could talk about attending "ordinary meetings" only, because the bylaws establish the possibility of calling extraordinary meetings, in which this kind of complicated situations could be discussed more privately. --B1mbo 02:13, 18 January 2011 (UTC)

Concuerdo en que hay que modificar el punto. Me inclino por la opción de las reuniones públicas (estableciendo en el artículo 31, un mínimo de reuniones públicas al año).

--Yakoo 22:03, 25 January 2011 (UTC)

• One way to handle this is to list the kinds of issues that must be considered in camera. By default anything else is public. Eclecticology 01:50, 1 March 2011 (UTC)

The new bylaws establish only "public meetings" but also forces the Board to hold at least one public meeting by year in Article 31. --B1mbo 03:10, 7 March 2011 (UTC)

Article 17

• (important) - this does not seem to allow for payment every year, is there a reason for that? In most chapters they use a low amount to get many members, and then let them pay once a year - making it easier not to forget/remind them. Not really important, but it just seems odd :) Effeietsanders 12:21, 19 January 2011 (UTC)

I don't know exactly why "once a year" is not a possibility and I think we should include it. Our estimation is around CL$ 15.000 (USD30 approx, 0.40 UTM) per year. --B1mbo 17:57, 20 January 2011 (UTC)

No entendí cuál sea el problema. La cuota es mensual, su monto se determina anualmente, y nada impide que un socio abone de una sola vez el equivalente a las 3 ó 6 cuotas del año respectivo. Tal vez lo que podría agregarse en este punto sea la opción de pago anual.

--Yakoo 22:03, 25 January 2011 (UTC)

Ah, that clarifies it :) thanks. Effeietsanders 07:25, 26 January 2011 (UTC)

• Why would it not be possible to have annual as the standard? Having to administer bits of money every month could be a lot of needless work. You shouldn't expect that membership fees will ever be a big part of your revenue. Eclecticology 09:39, 1 March 2011 (UTC)

The article establishes that the Board can decide which period use, it's not saying that all the options will be available. If an annual membership is the best option, we will use it... but if there are special cases where monthly or quarterly is better, we should have the possibility to use it. --B1mbo 13:55, 1 March 2011 (UTC)

Article 19

• (minor) - you refer here to article 18, but that doesn't seem to make sense. Misnumbering? Effeietsanders 12:21, 19 January 2011 (UTC)

It was a mistake, now corrected. It was Article 21. --B1mbo 03:13, 7 March 2011 (UTC)

Article 21

• (minor) - Using registered letters for notices could be an expensive overkill. Eclecticology 09:46, 1 March 2011 (UTC)

Fue un error, se trata de cartas regulares. --Yakoo 15:54, 1 March 2011 (UTC)

Article 22

(minor)

• While I understand that this may be a local legal requirement, it's a very hard thing when you grow to get such a quorum (50%+1) and reconvening a general assembly within 30 days for lack of quorum is a bit difficult and unfair for those who made it to the first but can't make it too the second. I would advise the following possibilities to make this a tiny bit more flexible.
  • Lower the quorum (WM DE: 10%, WM FR: 25%)
  • Allow for the General Assembly to be within 30 days but starting on the same day (I think WM HU has that for example).

Just ideas. Maybe it works that way very well in Chile, but I can imagine that some people may have to travel far to get to a general assembly, and having it potentially no able to make decisions might be frustrating. I am aware that vote delegation allows this to be not so dramatic, but you might want to think about it. notafish }<';> 23:24, 9 January 2011 (UTC)

I agree with you and I think the French quorum seems ok to me or maybe a 30%. Lower could be complicate: at the begginning with around 20 or 30 members, 10% would be 2 or 3 members (the Board itself for example) and that wouldn't be fair. I don't understand your second proposal. --B1mbo 02:22, 18 January 2011 (UTC)

A second method commonly used, it to use two thresholds. For example, "10% of the members or 5 members, which ever is the highest". If you have 10 members, the quorum would be 5, if you have 1000, the quorum would be 100. Of course the numbers can be twisted. I'll leave it to Delphine to explain the recalling solution :) The minimum of 5 is implied by the way in article 24. Effeietsanders 12:21, 19 January 2011 (UTC)

The "Hungarian" solution is that the quorum is 50% of the total members, but if this is not reached, a second (so called "repeated") meeting can be held where there is no quorum. The dates of the normal and the repeated meeting are both shown on the invitation; the repeated meeting is usually held on the same day but 30 minutes later.

For example, the invite says that "we will have a general assembly on 13 November at 13:00, where the quorum is 50% of all members. If a quorum is not reached, a repeated assembly will be held on 13 November at 13:30, where there is no requirement for a quorum.". In practice we rarely reach the 50% requirement, so this is a quite handy solution that saves people having to travel in vain to the meeting. --Dami 11:33, 20 January 2011 (UTC)

Sólo debo hacer presente que el quorum en los estatutos es alto, pues se ha supuesto una cantidad baja de miembros iniciales, además del hecho que son los que se acostumbra en las organizaciones equivalentes y que, asimismo, se indica en el reglamento (que funciona como norma supletoria): que, en primera convocatoria, la asamblea se constituye con mayoría absoluta de los socios de la corporación, y en segunda, con los que asistan, adoptándose acuerdos por mayoría absoluta de los asistentes).

De todos modos, las únicas limitaciones reglamentarias al respecto, son las siguientes: 1) No puede citarse en el mismo aviso para una segunda reunión cuando por falta de quórum no se lleve a efecto la primera (no sería factible, por tanto, la solución húngara); 2) Sólo por los dos tercios de los asistentes puede acordarse la disolución de la corporación o la modificación de sus estatutos.

--Yakoo 22:16, 25 January 2011 (UTC)

• Achieving quorum may not be a problem in the first few years when the membership is small, but if you have fairly open membership rules you will end up with a lot of members that never show up for anything. You should be able to waive notice for a reconvened meeting. It's much worse if the members live far apart from each other. The two-thirds vote should not be a problem here since the 2/3 should be the same with or without a quorum. Eclecticology 10:06, 1 March 2011 (UTC)

Article 29

• (minor) - When the number of board members goes below the majority, a General Assemblee will be called. That sounds very wise, but does this include replacements, or only originally elected board members? Effeietsanders 12:37, 19 January 2011 (UTC)

I guess it refers to the originally elected, but this should be clarified. --B1mbo 18:06, 20 January 2011 (UTC)

Idem --Yakoo 22:03, 25 January 2011 (UTC)

Article 30

(clarification) This does not say how the first founding board comes to be. They can't have been in a corporation that does not exist... notafish }<';> 23:24, 9 January 2011 (UTC)

This one is covered by the Transitory Dispositions. Article 2. Transitory says that this limit won't be required for the first 2 years (including the founding Board) --B1mbo 23:57, 9 January 2011 (UTC)

Idem --Yakoo 22:03, 25 January 2011 (UTC)

• (minor) - it is not entirely clear if you mean with seniority to be a member at all, or an active member. I would propose to go for member at all, because then you would also include people who are honorary member for many years etc. Effeietsanders 12:37, 19 January 2011 (UTC)

It says clearly only active members. But you're right... it should be any member imho. Maybe there could be very involved junior members that could be directors after reaching 18 years. --B1mbo 18:09, 20 January 2011 (UTC)

Exactamente, se requiere 1 año como socio activo. Ahora bien, es posible modificar el punto para incluir la situación de los socios cadetes u honorarios que pasaron a ser activos (es decir, que se les considere el tiempo en tal calidad; aunque yo sería más exigente con estos últimos: hacer equivalente 2 años de socio honorario o cadete, como 1 año de socio activo).

--Yakoo 22:03, 25 January 2011 (UTC)

Article 31

(minor)

• The board shall meet at least once a month. That's a LOT, and not always practicable, especially since the board is supposed to meet with a majority and the board does not have many people. I would strike that out and make it something like The board shall meet at least X times in a year (4 times is a good minimum, for example) notafish }<';> 23:24, 9 January 2011 (UTC)

Again, I agree with you. Once a month is too much. Maybe on Skype or something similar would be ok, but legally I don't think that counts. So I think every quarter could be a good option. --B1mbo 02:23, 18 January 2011 (UTC)

Agreed, every 3 months is good. In the Netherlands we try to meet every month, but I think we are very unique in that :) Please note that in the case you change this, also Article 9 will have to be changed: the board has to decide on new members within 30 days by a board meeting. I would propose to change that into decide within 30 days, possibly by electronic means. Effeietsanders 12:37, 19 January 2011 (UTC)

Concuerdo en modificar la exigencia a un mínimo de una vez cada trimestre calendario (no cada 3 meses), ajustando el artículo 9, aumentando el plazo de 30 días a 60 días (los medios electrónicos no serían factibles, atendido lo expuesto en la observación general).

--Yakoo 22:03, 25 January 2011 (UTC)

So, basically you still would have an obligation to meet every two months (much more realistic than every month though) more or less to ensure the required response time for the member applications? Effeietsanders 07:29, 26 January 2011 (UTC)

The revised bylaws establish at least once every three months, which seems more realistic than the previous one. --B1mbo 03:21, 7 March 2011 (UTC)

Article 34

• (important) There seems to be a contradiction in here: at the first part, you mention that the board has the power to assign and transfer all kinds of real estate and securities, in the latter part you mention that the EGM has to agree to such actions. Effeietsanders 12:37, 19 January 2011 (UTC)

The EGM has to agree if the period is over 3 years and the Board can do it with less than 3 years. I think there is a colon that should be a comma instead. --B1mbo 18:12, 20 January 2011 (UTC)

Idem --Yakoo 22:03, 25 January 2011 (UTC)

Article 35

• (minor) "However, it is not necessary to third parties that contract with the Corporation discloses the terms of the agreement." - this might be a translation issue, could you please clarify? Effeietsanders 12:37, 19 January 2011 (UTC)

Yep, translation issue :P It says that is not necesary to disclose the internal agreements taken by the Assembly or the Board to a third party. --B1mbo 18:14, 20 January 2011 (UTC)

• • If the third party wants to find out about this he needs to have someone become a member and attend an open meeting. Contract negotiations are one of those issues that often requires in camera discussion.Eclecticology 10:21, 1 March 2011 (UTC)

Article 40

(minor)Review every three months. While this might be important when the chapter is bigger, at the beginning, it seems like a lot to me. But maybe it's a standard thing. 2 times a year seems more reasonable. notafish }<';> 23:24, 9 January 2011 (UTC)

Twice a year seems ok to me... but I don't know exactly if the Chilean authorities are ok with that. I will ask Daniel (Yakoo) if it's possible to lower the frequency of the reviews. --B1mbo 02:25, 18 January 2011 (UTC)

• (minor) Added to Notafish' remark above, you might want to consider appointing the Audit Committee for one year at a time, to allow people to do this job for a short while - it is a boring thing and eats time none the less, so people might want to only apply for it if it is one year at a time. Effeietsanders 12:37, 19 January 2011 (UTC)

This could be a possibily and we will discuss it. --B1mbo 18:17, 20 January 2011 (UTC)

Si, en realidad es excesivo. Es totalmente factible cambiarlo a una vez cada semestre o una vez al año.

--Yakoo 22:03, 25 January 2011 (UTC)

The Court of Honour seems like a terribly elaborate structure to deal with disciplinary matters. Formal disciplinary procedures should not happen very often. An audit committee that reviews finances would be much more useful. Eclecticology 10:48, 1 March 2011 (UTC)

Explained below. --B1mbo 14:02, 1 March 2011 (UTC)

Article 42

• (minor) - "The amendments to the bylaws may be requested: (...) By a written request of 75% (seventy five percent) of active members" - that is a lot! since you need 2/3 majority at the General Meeting to finally approve them... I would expect actually this written request option to be lower, rather around 25%. Effeietsanders 12:37, 19 January 2011 (UTC)

Yes, you're right. A lower quorum should be used, maybe using the options explained before for the quorum of the Assemblies. --B1mbo 18:22, 20 January 2011 (UTC)

Now, it's 25%. --B1mbo 03:24, 7 March 2011 (UTC)

• (minor) - I read a notary is required to be present, is that for all the meeting, and probably legally required and no way around it? Sounds expensive! Effeietsanders 12:37, 19 January 2011 (UTC)

I don't think the notary should be present all the assembly, but I guess this could be difficult to modify according to Chilean law. The option probably is with an "attester" but I don't know about the legal requirements for them. --B1mbo 18:22, 20 January 2011 (UTC)

Es una exigencia reglamentaria: notario público u otro ministro de fe (su función es certificar el cumplimiento de todas las formalidades que establecen los estatutos para su reforma), pues una reforma a los estatutos tiene la misma tramitación que la aprobación inicial de los mismos.

--Yakoo 22:03, 25 January 2011 (UTC)

If it's the law... it's the law indeed. Nothing to do about it. Effeietsanders 07:30, 26 January 2011 (UTC)

Overall

I think that's all for me. All in all, those bylaws seem very sound to me. You've done a really good job :)notafish }<';> 23:24, 9 January 2011 (UTC)

Very good indeed :) Some practical comments above, but nothing horrible. Effeietsanders 12:37, 19 January 2011 (UTC)

Daniel (Yakoo) is now creating a new draft addressing the issues that have been discussed here. In the following days we will have a proposal of changes for the bylaws. --B1mbo 03:52, 28 January 2011 (UTC)

I talked today with Daniel... he informed me that past Wednesday, a new law was published regarding associations (Law N.º 20.500) and it changed some paragraphs of the Civil Code. He will look for the amendments to the bylaws according to the new lays, and will introduce the modifications to the bylaws presented here. --B1mbo 18:23, 18 February 2011 (UTC)

Revised bylaws

Finally, we have the revision of the bylaws addressing not only the proposed modifications in this talk page but also the modifications to comply with the new lew. Here is the log of changes Spanish English. Updated --Yakoo 15:49, 1 March 2011 (UTC)

Most of the changes were small clarifications or changes in numbers of periods or required quora. The main change is the introduction of the Court of Honour instead of the Audit Comission (one of the main new elements of the law 20.500). --B1mbo 05:00, 28 February 2011 (UTC)

It seems to me that these are two different concepts to accomplish entirely different things. Eclecticology 10:59, 1 March 2011 (UTC)

Yes, they are. But it's not that one is replacing the other. It is just that the new law eliminates the requirement for an Audit Commission and requires the establishment of a Court of Honor.

b) Agrégase el siguiente inciso segundo: "La potestad disciplinaria que le corresponde a una asociación sobre sus asociados se ejercerá a través de una comisión de ética, tribunal de honor u otro organismo de similar naturaleza, que tendrá facultades disciplinarias respecto de los integrantes de la respectiva asociación, las que ejercerá mediante un procedimiento racional y justo, con respeto de los derechos que la Constitución, las leyes y los estatutos confieran a sus asociados. En todo caso, el cargo en el órgano de administración es incompatible con el cargo en el órgano disciplinario.". —Article 38, 6.º, Law N.º 20.500

b)Artículo 557-1. Las personas jurídicas regidas por este Título estarán obligadas a llevar contabilidad de conformidad con los principios de contabilidad de aceptación general. Deberán además confeccionar anualmente una memoria explicativa de sus actividades y un balance aprobado por la asamblea o, en las fundaciones, por el directorio.

Las personas jurídicas cuyo patrimonio o cuyos ingresos totales anuales superen los límites definidos por resolución del Ministro de Justicia, deberán someter su contabilidad, balance general y estados financieros al examen de auditores externos independientes designados por la asamblea de asociados o por el directorio de la fundación de entre aquellos inscritos en el Registro de Auditores Externos de la Superintendencia de Valores y Seguros. —Article 38, 9.º, Law N.º 20.500

These are the main changes in the new law and we have made the changes to carry it out. -B1mbo 14:10, 1 March 2011 (UTC)

Thank you for the clarification. Is there another way that the auditing is taken care of now? (sorry for the delay in asking) Effeietsanders 23:30, 22 March 2011 (UTC)

Just with simple reports and balance if we are below the legal limit, over it with an external auditor. --B1mbo 20:43, 31 March 2011 (UTC)

What's the legal limit? Gracias, notafish }<';> 13:50, 25 April 2011 (UTC)

It's always a good idea to have an independent review of the books even when you are below the legal limit. It is preferable to have that done when there is no suspicion of wrongdoing. The reviewer can then report that he has reviewed the books and finds them to be satisfactory. The Court of Honour seems to not apply unless there are already suspicions of wrongdoing, whether justified or not. Treating financial transparency as a disciplinary matter elevates it to something more serious than it needs to be. 154.20.62.147 07:57, 29 April 2011 (UTC)

I agree that we should have a way to review our books for transparency, but I don't think it should be written in a legal regulation that could take a year to modify. I think this could be established with an internal resolution that fits the chapter in its evolution.

About the legal limit, it is not established yet since the new law takes some months to implement. In the next months, the Chilean institutions (the Ministry of Justice I think) has to establish the legal limit. --B1mbo 00:04, 2 May 2011 (UTC)

We added the possibility to request an external review by 25% of the members. --B1mbo 17:15, 18 May 2011 (UTC)

Quorum for general assembly (article 22)

You haven't lowered that one, it's still 50%+1. While I understand that this is usual, it seems this is not legal requirement. I understood also that the Hungarian solution is not a legally acceptable one. But I'm still wondering how this scales when the association is larger. Ray's comment is exactly to the point on this. At the beginning, it isn't a problem. Later on, it might very well be. I seem to have understood that it might be difficult to have 50% of the members present in the first place (geographical constraints) and I go back to my comment that says it might be unfair to ask those who made the trip in first instance to come back within 30 days for a new General meeting. Maybe I've missed something though, such as the fact that the second GA can be called the day after. Could you clarify why you didn't change this? Thanks. notafish }<';> 15:26, 25 April 2011 (UTC)

I told Daniel about this and he said he kept the 50% just because it was in the model created by the Ministry of Culture. A lower quorum (33%) shouldn't be a legal problem but, in the worst case scenario, it could delay a bit the approval process by the authorities. IMHO, I prefer the 33% instead of the 50%. --B1mbo 00:04, 2 May 2011 (UTC)

We changed the quorum to 1/3 (33%). --B1mbo 17:13, 18 May 2011 (UTC)

General questions

• Who are the people behind this application? -- [1]
  • How many? -- 15
  • any prominent Wiki[pm]edians? -- all seem active on Wikipedia/Wikinews etc
  • Active in which communities if any? -- see above
• Could you give a short overview of the time path of the founding up to now? -- MISSING
• Have there been any activities/meetings etc of this group of people? -- MISSING
• What kind of activities are planned for the future in the chapter? -- MISSING
• Do you have an overview of how many Wikimedians would like to join the chapter when founded? -- MISSING
• Have the bylaws been reviewed by a lawyer/specialist? - yes

Complete form answered at Wikimedia Chile/Follow-up questions. :) --B1mbo 01:16, 26 April 2011 (UTC)