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Wikimedia Foundation Community Affairs Committee/2022-02-17 Conversation with Trustees

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This Conversation with the Trustees happened on February 17 at 18:30 UTC. The event was hosted by the Wikimedia Foundation’s Board of Trustees’ Community Affairs Committee (CAC). The Board of Trustees is a volunteer body of movement leaders and external experts in charge of guiding the Wikimedia Foundation and ensuring its accountability. The Board held this event to talk with the movement openly about this work.

Dates of future meetings throughout the year are available.

How to participate[edit]

We hosted this conversation on Zoom with a live YouTube stream. The call lasted 90 minutes: a 10 minute introduction, then a 20 minute update from Trustees and Wikimedia Foundation staff, and the remaining time dedicated to open Q&A and conversation.

Attendees requested the Zoom link by emailing askcac(_AT_)wikimedia.org. If you would like to be added to a list to receive emails with Zoom links for these calls in the future, you can send an email requesting that at any time.

The recording was immediately available via the same YouTube link. It will also be uploaded to Commons and posted here in the days following the event.


The meeting covered the following topics:

  • Update on the Board’s work
  • Updates to the Foundation’s Annual Planning Process
  • The Universal Code of Conduct ratification process
  • Movement Strategy recent work
  • The Board Elections process
  • The Foundation’s human rights policy
  • Luis Bitencourt-Emilio joining the Board of Trustees

Participants were invited to bring their questions to ask them live or submit their questions ahead of time to askcac(_AT_)wikimedia.org

Notes from the event[edit]


Trustees: Nat Tymkiv, Shani Evenstein Sigalov, Raju Narisetti, Victoria Doronina, Rosie Stephenson-Goodknight, Luis Bitencourt-Emilio, Lorenzo Losa.
Foundation staff in speaking roles: Maryana Iskander, Rebecca MacKinnon, Amanda Keton, Maggie Dennis, Mayur Paul, Elena Lappen, Stella Ng, Jackie Koerner, Kaarel Vaidla.


Annual Planning Process

  • Maryana held a Listening Tour to hear from communities around the world to understand how to shape the Foundation’s priorities over the next 6 months. Published a report after the tour about puzzles we are facing as a movement and top priorities. The first priority is about revamping the Annual Planning process:
    • Need to look at what the world needs from us to keep in mind threats, challenges and opportunities around us.
    • Get a clearer picture of the Foundation’s resources and how they’re allocated across various projects.
    • Opportunity to align the Annual Plan with Movement Strategy. Will host community conversations throughout April.
    • The planning won’t be fixed, it will be ongoing throughout the year and may take a more than one year view

Universal Code of Conduct

  • Enforcement Outline is now available for review. Process involved participation of 35+ emerging and established communities. Drafting Committee for Enforcement Outline had 17 members from Africa, East/South Asia, Latin America, North America, speaking 10 languages
  • Voting process that will allow community to vote on Outline before it goes to the Board
  • If the vote gets more than 50% yes it will go to the Board for ratification, if not it will go through a community revisions process
  • Enforcement Outline will be reviewed and updated 1 year after ratification

Board Elections

  • Call for Feedback about Elections ran from 10 Jan to 16 Feb, centered on three questions: diversity, expectations of candidate involvement, and affiliate participation in the elections.
  • Feedback included: clearer framing around diversity and inclusion. Appreciation of the challenges involved in running. Suggestion about affiliates encouraging outreach and engagement to get more global participation in the elections. The final report will be on Meta in the coming weeks translated into multiple languages.

Movement Strategy

  • Movement Governance is a top priority in implementing the Movement Strategy, defining roles, responsibilities and support systems. The work has started with the Movement Charter Drafting Committee, and the Regional and Thematic Hubs
  • Drafting Committee is now convened, meeting biweekly, emerging subcommittees.
  • New timeline for Movement Charter: total of 26 months, ratification of Movement Charter by the end of 2023.
  • Regional and thematic hubs conversations are focused on contextual differences. There are about 20 initiatives around hub discussions across the movement. The next global event around hubs will happen on March 12.

Human rights

  • In December, the Board approved the Foundation’s human rights policy, based on a recommendation from the commissioned human rights impact assessment. Policy is urgent: we can only fulfill the 2030 movement strategy if human rights of all volunteers are protected and respected.
  • Long-term plan for implementation–the work is only starting. The policy is already informing Foundation work: talking with tech and product about how we should assess the impact of the human rights risks on our projects. Also informing advocacy work, for example advocating against the EARN IT Act, which poses threats to users by undermining encryption and weakening any platform’s liability protections.
  • Human rights policy includes commitments to protect the human rights of people on Wikimedia projects. Underscores that as we protect the rights of some groups on the wikis, we need to make sure we don’t expose other groups to greater risk.


What happens if the Universal Code of Conduct Enforcement Outline gets less than 50% vote yes, and why is the threshold 50%?

  • With at least 50% support, Outline goes to the Board for discussion. If not, it goes back for review. In that case, a committee will be formed to revise the draft.
  • During the voting, there will be an option for you to explain why you are voting against if you are, and that will be an input for the committee during revision.
  • The threshold is 50% because it’s one of the most common thresholds that exists in binary decisions like this. What we usually see in real world referendums. We don’t have any community standard practice to draw from with a different majority. This is the most common one.

Why was there not a vote for Phase 1 if there is one for Phase 2? How can we consider Phase 1 legitimate without such a vote?

  • The request for a vote was submitted by the Global Arbitration Committee. The Universal Code of Conduct was generated on recommendation of the Movement Strategy. We acted on this recommendation in the same way we acted on the recommendation to create the Movement Charter Drafting Committee – without an additional community vote.
  • We were called upon by the community to ensure this work happened. It is not common practice to put platform policy to a vote. Similarly, local community conduct policies are not usually put to vote.
  • Passing resolutions to put policy into place is part of the role of the Board, they have done this since 2003. The legitimacy of policies the Board establishes by resolution is defined in the Terms of Use.

Throughout the years, the Board and the Foundation have made and published different decisions about the use of funds. Some of these published decisions appear to be out of date and/or contradictory to decisions that were made later. Is there a way the Board can address what is current and what is not?

  • As situations and conditions change, the Board’s position is evolving. We are currently looking at ways to better organize the tracking of our past decisions. Making sure that things that are up to date can be marked clearly. It’s challenging to be relying on historical knowledge of Board members to know what things were discussed previously.
  • Documentation seems to have its challenges across our movement. The weight of decisions that the Board takes also vary, so we need to ensure that the different decisions are communicated in the right forum. Ensuring that lapsed or changed decisions are more clearly marked. This has been a priority area recently.

The Human Rights policy work did not not involve an on-wiki consultation for gathering ideas or drafting the policy text. Why is that? Who made this decision?

  • Volunteers are becoming targets increasingly, across jurisdictions. This fact has resulted in other policy changes which similarly have not been consulted about.
  • Our responsibility as the platform provider is to keep volunteers as safe as possible and respect and protect their human rights as much as possible. This was a key recommendation from the human rights impact assessment, which was part of the Medium Term Plan which was done in consultation with communities.
  • Leverage the most valuable resource we have (volunteer time and thinking) not around whether we should protect human rights, but around the real interesting question of how we implement this and actually protect human rights.
  • This policy is crucial to start off the strategic process: before we can talk about implementing anything for 2030, we need this to happen. All of these policies: the UCoC, human rights, these are all works in progress. Not about bypassing anyone; you chose us to do the work that needs to be done, and that’s what we’re doing.

Is the policy intended to protect all rights of all people all the time? Should the scope be smaller to not give high expectations?

  • This policy is saying that the wikis themselves are a vehicle through which everyone is exercising their human rights. The policy’s purpose is to say that as we exist in the world, we have an impact on rights, and we have an obligation to recognize all the rights we have an impact on. To the extent that the Foundation and the wikis and the movement affect any aspect of human rights (freedom of expression, privacy, right to economic opportunity, access to information), we have a responsibility to hold ourselves accountable. Many major internet platforms already have human rights policies.
  • The policy is like guiding principles, and then staff needs to take that on and bring it down to earth.

There is a proposal on the Community Wishlist Survey that has a lot of support for meaningfully increasing funding for technical issues and implementing technical features that the community feels concerns them. To what extent is budget allocation a board-level issue and how will this be addressed?

  • The Board doesn’t approve the details; oversee the general allocation of the funds. We do realize that there are widespread problems with product and technology and Maryana is concentrating on this aspect of Foundation work.
  • The Community Wishlist has been successful in past years as a way to collaborate and co-create product and technology needs between communities and the Foundation. It’s not a place to raise other technology concerns and it’s up to us to make the other avenues more clear. We’re in a search process for Technology and Product leadership at the Foundation. In the coming months we will have more clarity about where suggestions about our product and technology can be made that doesn’t involve the Community Wishlist.

Are we not concerned that the community skews privileged, and thus has fewer incentives to support something that seeks to protect underprivileged and minority members of the community?

  • We are concerned and thinking about how underserved communities need help in putting together these minimum policies. We continue to explore, showing up where communities are instead of having everything be one meta-level conversation. Show up in places where we can equalize people’s ability to participate in the development of this.
  • What is in action to ensure diversity in the voting process for the Phase II of the UCoC?
  • The 50% threshold helps give more voice to less represented communities that may not be able to have a meaningful impact if the threshold were ⅔. We had conversations with affiliates across the globe. While there, we tried to encourage them to take part in Meta processes generally. We are trying to involve people from underrepresented communities in decision making that will impact them.
  • We had on-wiki conversations and discussions with 35 communities. It has been the team’s goal to get as many cultures and perspectives as possible. The team has also been working hard to get as many voices and opinions as possible, that people feel empowered to vote, including an upcoming panel Q&A with medium-sized communities about the Outline.

The Movement Charter will change roles and responsibilities throughout the movement. What is the level of readiness of the Board to discuss potential changes in roles and responsibilities?

  • The community itself prioritized this process as key to the Movement Strategy. This process is one of the most important things that needs to happen. We are ready to have challenging conversations about roles and responsibilities. The Board has assigned two liaisons to liaise with the Movement Charter Drafting Committee.

Projects are suffering from a shortage of local administrators and backlogs of work. What is the Foundation and by extension the Board’s role in addressing backlogs?

  • Retaining editors and enabling pathways to adminship is hugely important to the Board and the Foundation. It’s an issue that the movement is facing collectively and must solve collectively. Creating conditions where diverse editors can thrive is a top priority, and many of our current projects operate with that objective in mind.

How do we know that our ideas have been integrated into the Foundation’s Annual Plan?

  • Community conversations to happen earlier so there’s time to integrate the feedback we get. Clear expectations about the nature of the input and the conversations. Plan in a way that gives us regular cycles of back and forth, recognizing that planning is ongoing.

The bylaws changed in 2020 to remove the distinction between the affiliate selected board seats and the community selected board seats. What will affiliate involvement be during the 2022 election?

  • We have feedback from Meta and recommendations to the Board about that, the Board needs to consider it or agree or disagree with it.

Is it possible to reduce the time needed to publish the form 990?

  • The average time it takes to publish is 12-18 months. The Foundation is in the ballpark of that. As far as the various steps that need to happen, there is a significant audit. There’s a reason for the duration and it’s average for most organizations. If there are ways to speed it up I’m sure we’d be happy to consider those.
  • Given the number of questions we get asked about the 990, we want to be careful to get it right. I’ll learn more about the steps and if there are opportunities for any of that to go faster.

Questions answered after the session[edit]

Is it possible to publish the filled Form 990 earlier after the end of the fiscal year?

  • The Form 990 includes financial information that isn't finalized until the Foundation’s financial audit is finalized, which is in October each year. It would be less efficient to try to work on the form 990 before those numbers are finalized.
  • The Form 990 has additional information requirements to the Audit Financial Statements and requires consolidation with KPMG tax advisory services. It is best practice to request the extension from the IRS so that the Foundation can aim to be as efficient as possible with its release of the Form 990 (and other important financial documents) without compromising the accuracy of its contents. This timeline is consistent with the timelines of other comparable organizations.
  • For transparency, the steps involved in filing the 990 are:
    • Finance prepares and provides data (including financial audit information) needed for the form 990 to KPMG
    • KPMG provides a first draft of the form 990
    • Internal reviews with various Foundation departments
    • Final draft of form 990 is presented to audit committee for review and approval
    • Final draft is shared with the Foundation Board for questions and comments
    • KPMG files the form 990 with the IRS.
  • While it would, in theory, be feasible to shorten the timeline by a number of weeks, that would likely involve increasing workload for staff around or during the December holiday, which we try to avoid.

The FAQ for human rights acknowledged that the WMF's position may expose volunteers to risk; I'm wondering why, of all the groups in Wikimedia, it was concluded that the WMF itself would be best to handle human rights issues? As the platform provider, I would think that this decision would result in the most risk.

  • As the private organization that supports the operation of Wikimedia’s digital platforms and services, the Wikimedia Foundation is in a unique position because it is subject to legal proceedings as host of the Wikimedia projects and receives government requests to remove content and disclose user data.
  • The United Nations Guiding Principles on Business and Human Rights recognize that all business enterprises, including nonprofit organizations like the Wikimedia Foundation, are required to respect human rights, such as the freedom of expression and right to privacy of our users.
  • We take this responsibility to our volunteers, readers, and staff seriously. Therefore, it was important for the Foundation to establish a policy that outlines how we will meet our legal obligations while living up to our commitment to respect the human rights of everyone who uses the Wikimedia projects and to protect them from threats like unjustified government surveillance and censorship, among others.