Talk:Wikimedia Indonesia/Articles of Incorporation/en

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Indonesia Foundation Archieve December 2007

Association[edit]

Notafish, we change our direction from Foundation to Association. It looks perfect.

Internally we are discussing the establishment FYI our calculation to legalize this association may cost the founders (best case scenario) USD 700 - USD 2000 nett (worse case scenario). Each founder now rounding up to 11 people was charged around USD 150. For us it is big money. Serenity.id 05:19, 17 April 2008 (UTC)

Comments[edit]

Hello to all. Here are my comments concerning those bylaws.notafish }<';> 10:57, 18 April 2008 (UTC)

General comments[edit]

This is a good start, but I am afraid we need more info as to what the following articles entail, ie. what's the exact structure of the organisation? Is there a board? board members? Regular members? How is the association run? Is there a general assembly? In short, we need you to translate more articles than the first four.notafish }<';> 10:57, 18 April 2008 (UTC)

Answers:
what's the exact structure of the organisation?
It's an association, exactly like wikipedia, the association will have administrator (we prefer to call it operational member) and regular member. It's like a political party but non political.
Is there a board? board members? Regular members?
Is there a general assembly?

Serenity.id

Article 1[edit]

No comment. notafish }<';> 10:57, 18 April 2008 (UTC)

Article 2[edit]

OK. INteresting that you need to describe the logo so thoroughly.Just keep the Visual Identity Guidelines in mind :-) notafish }<';> 10:57, 18 April 2008 (UTC)

I'd like to see visually something :)DamianFinol 14:14, 18 April 2008 (UTC)

Yo damian, are you still visually attractive as seen like last year? *grin*
Notafish, it's a paste and copy job from here Serenity.id

Article 3[edit]

Good. I don't know what the word is in the original, but you might want to replace "open source" with "free", because "knowledge" or "content" is not really "open source" notafish }<';> 10:57, 18 April 2008 (UTC)

Agreed with Delphine, there is a clear difference between Open and Free knowledge/software. DamianFinol 14:14, 18 April 2008 (UTC)

The original word in Indonesia is "open source" as in "sumber (source) terbuka (open)" -- meaning that the source (as in writer/ contributor) give it openly for everyone to take. I'm not exactly sure, but open source in our language is not limited to software or content, if you think it is best to change it to English as free, then I'll change it but it stays like that in Bahasa Indonesia (will discuss with others Serenity.id

Article 4[edit]

The last paragraphs have not been translated, although the rest seems good to me. notafish }<';> 10:57, 18 April 2008 (UTC)

Conclusion[edit]

Please go ahead in the translation, it's looking good so far. notafish }<';> 10:57, 18 April 2008 (UTC)

Additional questions from the Chapters Committee[edit]

A few things that came up during review of these bylaws (my apologies for the delay in replying):

  1. Language like "Therefore, by the blessing of God" may be usual in Indonesian corporate charters, but Wikimedia's goals are to facilitate free knowledge throughout the world, regardless of ideology. Neutral Point of View is the one uncompromising goal in any Wikimedia project, and this is a little disconcerting. Could we possibly do without this?
  2. Chapter logos have, so far, followed a certain formula per our visual identity guidelines (VIG). I may have missed it—is there a draft of this new logo somewhere? Is there some reason Wikimedia Indonesia shouldn't follow the same format other chapters have?
  3. Siska, this is by no means a commentary on you personally, but it seems that you have sole authority to appoint the founding board. I assume that this is merely a formality, and necessary to get everything up and running, but would you care to comment further on this?

Austin 23:42, 30 June 2008 (UTC)

Hi Austin,
Thanks for the reply, currently we are on the stage of contacting lawyers and all. Checking the possibility if the name Wikimedia Indonesia is already used by other organization legally. Will take about three months or so.
Passing number one question (will check first and answer later) - yet have a feeling that one will be hard to remove (stated as the foundation of the nation), will see if it is possible though.
If you can't, it's not a dealbreaker—I understand it's a cultural thing—but with no offense to anyone's religious beliefs (in fact, the exact opposite), I'd personally rather avoid it if possible.
Answering number two: A little bit confuse on "not following a visual identity guideline" (VIG). We DID obey it (at least we plan to), is there any reason that you state otherwise? Is the font is wrong on the page?
My mistake; I misread this and interpreted it as something else. I do think it's a little unusual to describe it so thoroughly in your articles of incorporation, but it's certainly not a problem. :)
Unusual? Really? It's common practice here, beside personally I think describing passion in detail is a little bit romantic before starting up something. Personal opinion though. Serenity.id
However if your question is related to section two of the association logo. Let me explain that the VIG statement is very technical. Section two of the bylaws required the explanation of "what shape", "why the shape", "what color?" (i.e. red, white), "why the color", "what the meaning of color?" clearly VIG doesn't provide this, and I didn't know what to put in it because though VIG is stated color red74150 etc, it is the spirit behind the color that is asked in the bylaw template. I was ready to create the meaning of my own just to fill section two until one of the Wikipedia Bahasa Indonesia user lead me to the below (as answered to Notafish above) "Notafish, it's a paste and copy job from here"
Answering number three: He he, none taken, founding board, yes must admit that I am loud, but I'm afraid I don't have the sole authority to pointed out who and where (I wish).
Thanks for clearing that up—I read the singular "founder" in several places (notably, "After the establishment of Wikimedia Indonesia the first array of Board of Trustees and Board of Executives will be elected by the founder") and saw your name signed, so I hope you'll understand where I got the wrong impression. If what's actually meant is "founders," then this is totally the norm.
Hmm... spelling has never been one of my strength *grin*. Note though we were thinking of pulling that particular section out because founders will be automatically members on the time of the establishment, so some of us don't see why additional section is needed. We will decide before signing anything though. Serenity.id
But I can tell you the criteria to become a founding board is pretty clear: criteria to become a member [see bylws] fulfilled + willing to pay to have it legalized. It was expensive: +/- USD 850 (beyond anyone imagined it would be). People are groaning once they heard how much it would cost, I DID set a maximum limit (USD 110) of how much one can pay. Beside having big money throws in was suppose to make everyone throwing it committed. Status right now is six persons already committed to pay maximum limit (including myself), four already paid. While several others chips in to pay other amount to have it established legally.
However if you have other suggestions I'm all ear.
Legally our lawyer said all the founders need to meet and sign a piece of paper (or the option simply signing a piece of paper if one can not meet). That's it. Serenity.id


Looks good, then. None of us had any other objections, so push ahead! Austin 18:06, 2 July 2008 (UTC)
Alrighty then. Looking forward for this while we're finishing our legal side. Serenity.id

I don't know how it'd be concluded that Siska has the sole authority :) however, the current members [founders] of Wikimedia Indonesia discuss these Association matters through a Wikimedia Indonesia mailing list and the talk page at Wikipedia bahasa Indonesia, and we kind of informally appointed her as the spokeperson to the ChapComm. ^^ ~REX••talk•• 05:34, 2 July 2008 (UTC)

Amendment[edit]

Note: The Wikimedia Indonesia AGM on 31/10/08 made several amendment. Edit begin on January 18, 09 will reflect this amendment (and a few minor grammar & non essential edits here and there). Up to this point chap comm is not notified yet (on going edits), notification will be done after the changes are done here. Serenity.id 18:39, 17 January 2009 (UTC) 18:38, 17 January 2009 (UTC)

Note: changes done. Email notification to chapcomm for review changes and re-approval Jan 25, 09 Serenity.id 00:10, 25 January 2009 (UTC)

Approved by ChapCom - Anders W (by email) on Jan 27, 09 Serenity.id 07:02, 3 February 2009 (UTC)

Amendment II[edit]

Note: The Wikimedia Indonesia bylaws undergo more detailed amendment as the organization receive a feedback from the Ministry of Law and Human Right. Per email conversation dated July 28 2010 sent to the chapter committee (Cc: Wikimedia Indonesia mailing list for member) and respond receive from Delphine Menard on August 4, 2010 subject: [Wikimedia Indonesia] Re: [ChapCom] Wikimedia Indonesia Bylaw Revision. Revision is underway, both parties acknowledge that the bylaws are currently under revision and waited for the English translation. Siska.Doviana 08:09, 26 December 2010 (UTC)

Legal process near-complete. Wikimedia Indonesia have a new bylaw, link will be sent as soonest an official sworn translation complete. The new bylaw is not open for discussion - since it is simply more through and detailed, in principal not much changed. Siska.Doviana 18:07, 13 September 2011 (UTC)

Comments on the newest version[edit]

Some comments on the revised version available at: http://meta.wikimedia.org/w/index.php?title=Wikimedia_Indonesia/Bylaws/en&oldid=3151400.

In general, things seem alright, but I have some questions about the governance structure and in general.

  • It seems to me that the Supervisory Board of article 9 is not defined anywhere else in the document, and it seems to be a subset of the Board of Trustees?
  • What is the role of the Board of Trustees and how many members does it have? It seems to have a supervisory function, and is appointed by the Board of Executives; however if there is a vacancy it can appoint the missing members itself (although as the number of members doesn't seem to be defined, how would it know that there is a vacancy?)? Also, it seems (article 10, 4) that when the Board of Trustees is empty, it has to convene a General Meeting, but how does it do so when it has no members?
  • Who elects the Chairman of the Executors of Activities?

Thanks, --Dami 17:06, 18 December 2011 (UTC)

  • The Supervisory Board = Board of Trustees. This is typo, I already fixed it ~ we forgot to inform Sworn Translator that we're used to the term of Board of Trustees rather than Supervisory Board. The translator is revising all the terms accordingly.
  • I apologize for the mistake in Article 10 point 2. We really missed the statement. The right sentence should be: The Board of Trustees are elected seat as a result of Annual/ Extra ordinary Meeting of Member. However, let's continue the whole discussion first and then I will inform our Notary again about revision in this Article.
Board of Trustees have three members at the minimum and this is an elect position. In the case where no board of trustees, let say, currently WMID have three board of trustees, one is Bence (chair), second is Bob (deputy), and the third is Barney (secretary) - while board of executive is Siska (chair), Kartika (secretary), and Ivonne (treasurer). Hypothetical scenario as follows: Bence said: I quit, I'm busy with my master thesis, and then Bob got hit by a car and in a comma, at the same time Barney is caught by a police and serve time in jail. WMID have no board of trustees. The executive can not appointed board of trustees, they need to call a general meeting of members or extraordinary meeting of member where the member elect the three trustees. I hope it is clear.
  • The Executive decide who is the Executors of Activities - appointed - this executors could be then called executive director, project director, manager etc. This position could be paid or volunteer but will have an official recognition as executors of activities in our bylaw - although not part of the board and can not speak on behalf of the association (only board can speak on behalf of the association).

Thank you :)--22Kartika 13:00, 19 December 2011 (UTC)

Thanks Kartika, for the answers.

  • I would have perhaps chosen the term "Supervisory Board" as it might better describe their role, as far as I understand.
  • About my third question about the Chairman of the Executors of Activities, I was more interested in who elects or chooses the chairman of the executors. I understand that the executors themselves are appointed to lead a project by the BoE. It is not a big issue, but given that he seems to be an executor who can appoint and dismiss other executors (art 20 (5)), it seems undefined in the bylaws.
  • Perhaps a slightly more important question is about the general purpose of the objectives of the association; can you please explain a bit the background to article 2 and 3, they are substantially different from the original (although the gist is the same) and it seems a bit interesting that the usual sentence about free knowledge is only an "activity" and not the "purpose" or "objective"?--Dami 02:33, 20 December 2011 (UTC)
  • Thank you for your suggestion, Bence :)
However we stick to Board of "Trustees" terms because it's more powerful. Even, without Executives, and only Board of Trustees, the organisation is still there. The Board of Trustees not only supervise, but they also participate in our decisions.
  • Chairman executors act under the supervision of BoE and BoT. Chairman executors only have right to fire the members of executors under their authority (their project committee). All the executors are project-based, they can't fire someone from cross-project.--22Kartika 10:14, 22 December 2011 (UTC)