Seat and Donations (SPLIT from: EFF & Bitcoins)

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Seat and Donations (SPLIT from: EFF & Bitcoins)

Joseph Seddon-5
On Wed, Jun 22, 2011 at 6:35 PM, Michael Snow <[hidden email]>wrote:

> On 6/22/2011 10:14 AM, MZMcBride wrote:
> > Michael Snow wrote:
> >> I thought it was reasonably understandable, even without perfect
> >> grammar, that Ting was saying that since Matt is no longer at Omidyar,
> >> if your insinuation were true, when he left the foundation would have
> >> needed to bring in someone new from Omidyar to fill "their" board seat.
> >> I figured that out, and honestly I wasn't even aware until now that Matt
> >> had left Omidyar.
> > I'm not sure it counts as an insinuation if it's true. They bought a
> Board
> > seat. Honestly, I don't remember much dispute about this point when it
> > happened in 2009 and looking back at the press releases at the time, it
> > doesn't seem as though anyone was trying to hide this point. My original
> > comment was only to say that if someone else (another group or
> organization)
> > were willing to put up $2 million or more, another Board seat would
> probably
> > become available. It's not as though the Board is incapable of changing
> its
> > own structure to meet outside demands.
> The events happened at the same time, so the connection is pretty
> obvious, but it was never a quid pro quo. While I was on the board,
> there was at least one major donor who was interested in being added to
> the board based on their financial contributions, but that person was
> not considered a good fit despite being a generous supporter of the
> organization. So no, the notion that a board seat would be available for
> money is incorrect. We felt Matt added valuable expertise and would be a
> good addition to the board, whether Omidyar was donating $1 million or
> $10 million. As he remains on the board after leaving Omidyar, I presume
> that's also why he's still there.

Michael

I cannot claim to understand what exactly is going through MzMcbride's but
it wouldn't surprise me if it was similar to what went, and still does, go
through my mind. I know for a matter of fact it is something that goes
through the minds of several respected wikimedians. It is this:

I do not think that most would ever suggest that the foundation board and
the people on it are that naive as to "sell" board seats. I certainly would
never believe that for one moment. It was that the connection (which cannot
be ignored) didn't really look good on our (the community's) part. It was
the fact that it was assumed that all was good and that it didn't matter. I
can understand that from the foundation boards perspective since i imagine
it was probably felt it was all above board and that it all stood on its own
merits. But the community sees things differently because they would be at
the mercy of any fallout that could have happened.

I honestly that Matt's appointment was a fantastic thing. He is someone with
a lot of knowledge and I wouldn't have battered a eyelid if his appointment
had been made at any other time. I think more than anything it just made me
and others feel pretty damn uncomfortable. Its down to the lack of good
faith that people have when looking in on organisations they don't know and
it could have really undermined the movements standing. Just simply through
a lack of looking at the situation from an outside perspective. My personal
feelings were compounded by the fact that the timing between a donation and
an appointment to the advisory board had been poorly thought out on another
occasion and the fact that Omidyar also provided a $4 million investment in
Wikia. It really muddies the waters thats all and its that which the
community really wants to avoid.

At the end of the day, things have moved on without incident but lets not
simply ignore this issue. I think that there is something to be learnt and
its that care really does need to be taken when repeating a venture like
this. Bad faith in the world may bite us next time.

Seddon
(Personal View)
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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Nathan Awrich
Giving extremely generous donors a board seat is somewhat common
practice for charitable organizations in the United States. It's not
done as a pure quid pro quo so much as a way to foster a valuable
relationship and provide benefits in addition to cash. Wikimedia is a
little different in that its most valuable assets have been donated by
content contributors but, of course, content contributors are
certainly represented on the board as well.

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Sue Gardner-2
In reply to this post by Joseph Seddon-5
On 23 June 2011 05:05, Joseph Seddon <[hidden email]> wrote:
> I honestly that Matt's appointment was a fantastic thing. He is someone with
> a lot of knowledge and I wouldn't have battered a eyelid if his appointment
> had been made at any other time.


> At the end of the day, things have moved on without incident but lets not
> simply ignore this issue. I think that there is something to be learnt and
> its that care really does need to be taken when repeating a venture like
> this. Bad faith in the world may bite us next time.


I find it so interesting that you would say this Joseph (this and the
rest of your mail). I'm kind of hesitant to reply, because I don't
want to kick up a hornet's nest, but I'll take a shot anyway....

It seems to me like you're characterizing Matt-joining-the-board as
problematic, while at the same time saying Matt himself is a good
board member. That seems contradictory to me.

Matt's a good board member. A number of us --I think me, Michael Snow,
Jimmy, Stu-- all had met Matt, back before the board decided to invite
him to join, and all thought he would be good. We thought it was
terrific that the Omidyar Network was willing to offer us both a chunk
of cash, and the time & attention of an experienced person who looked
like he would have a lot to contribute. So the board made a thoughtful
informed decision to invite Matt to join it.

That's all good. There's nothing there to be ashamed of.

It could have played out differently. Let's imagine that the exact
same thing had happened, except let's say that for whatever reason,
the Board had not wanted to invite Matt to join. Maybe he wanted to
put advertising on the projects, or in some other way had an
ideological view that was incompatible with ours. In that case the
Board would have turned him down, and that would have been the end of
it. Again, the Board would have been displaying good judgement, and
everything would have played out fine.

So I guess the part of your mail that I don't understand is when you
say "there is something to be learnt" and "care really does need to be
taken when repeating a venture like this."  It sounds like you're
suggesting something bad happened here, and that's actually not the
case IMO. Because again, if you believe that reasonable people could
agree that upon investigation, back when the decision was made, it
looked fairly likely that Matt would turn out to be a good board
member (which happily turned out to be true), then I don't see a
problem. The Board displayed good judgement, and their decision has
been validated over time as correct. It's the job of the Board to
evaluate complicated circumstances, consider our options, weigh the
pros and cons of each, and ultimately make decisions that it thinks
are in the best interests of the projects. That's what they did here:
it was perfect -- exactly as it should be.

So I don't understand what's to be learned from this?  Care was
exercised and the right outcome achieved: it was a good process and a
good outcome. If you think I'm wrong please tell me why :-)

Thanks,
Sue

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Dan Rosenthal

On Jun 23, 2011, at 4:09 PM, Sue Gardner wrote:

> It seems to me like you're characterizing Matt-joining-the-board as
> problematic, while at the same time saying Matt himself is a good
> board member. That seems contradictory to me.

I'm not sure it is. I think what Joseph is saying is that Matt is a good board member in that he is a qualified candidate, he is obviously suitable to handle the pressures of the board, he brings knowledge, expertise, contacts etc. In terms of qualifications, he is a very good candidate. However based on the timing and the perception of quid pro quo, that does not equate to him being a problem-free board member, or even a good choice.  In a grossly exaggerated example to show where I think the difference in the two aspects above lies, pretend it wasn't Matt, but it was say, Steve Jobs. Certainly, Steve's got a great many qualities that would serve the board well. But his appointment would create an instant perception that the board is no longer independent and is subject to the influences of outside entities, whether they be private, public, corporate, financial, whatever. When that is combined with the timing of the grant, it makes that perception that much stronger.  

(Again, not saying that is my belief, just trying to interpret what I've heard others say. I've not met Matt nor do I know much about him or Omidyar)

To clarify, what would have happened if the WMF had not received a grant from Omidyar, but still put Matt on the board? Well, there would have been no outcry that the seat was bought, because no money = no purchase. Matt would still be a good board member in all the areas noted above (expertise, contacts, etc.) But in this case, a lack of a contemporaneous large grant means that Matt is much more visibly there on his own merits.  Again, I don't think anyone is saying he lacks those merits anyway, just that they get lost among the clutter of alternative "explanations" for why he was appointed.

The lesson to be learned from this, I guess, is that even if you have a good process and a good outcome, sometimes the community doesn't necessarily see it that way, and a greater deal of proactive engagement could be helpful in those cases. Less abstractly, I remember there being some talk on this list about the seat and donations at the time Matt's appointment was first announced, but what I don't remember (please correct me if I'm wrong on this) is the WMF publicly addressing community concerns about the grant timing beyond "no, the seat wasn't bought." As a result, it's now June 2011 and the topic is reoccurring.  Broadly speaking this is something that we need to work on. BLPs, harassment of editors, both things that the WMF itself is now beginning to fully engage on, but the community has been discussing for years looking for some sort of acknowledgement.

Of course, if I'm misinterpreting what Seddon is saying, you can disregard all of the above.

-Dan
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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Joseph Seddon-5
What he said :)

Seddon

On Thu, Jun 23, 2011 at 9:59 PM, Dan Rosenthal <[hidden email]> wrote:

>
> On Jun 23, 2011, at 4:09 PM, Sue Gardner wrote:
>
> > It seems to me like you're characterizing Matt-joining-the-board as
> > problematic, while at the same time saying Matt himself is a good
> > board member. That seems contradictory to me.
>
> I'm not sure it is. I think what Joseph is saying is that Matt is a good
> board member in that he is a qualified candidate, he is obviously suitable
> to handle the pressures of the board, he brings knowledge, expertise,
> contacts etc. In terms of qualifications, he is a very good candidate.
> However based on the timing and the perception of quid pro quo, that does
> not equate to him being a problem-free board member, or even a good choice.
>  In a grossly exaggerated example to show where I think the difference in
> the two aspects above lies, pretend it wasn't Matt, but it was say, Steve
> Jobs. Certainly, Steve's got a great many qualities that would serve the
> board well. But his appointment would create an instant perception that the
> board is no longer independent and is subject to the influences of outside
> entities, whether they be private, public, corporate, financial, whatever.
> When that is combined with the timing of the grant, it makes that perception
> that much stronger.
>
> (Again, not saying that is my belief, just trying to interpret what I've
> heard others say. I've not met Matt nor do I know much about him or Omidyar)
>
> To clarify, what would have happened if the WMF had not received a grant
> from Omidyar, but still put Matt on the board? Well, there would have been
> no outcry that the seat was bought, because no money = no purchase. Matt
> would still be a good board member in all the areas noted above (expertise,
> contacts, etc.) But in this case, a lack of a contemporaneous large grant
> means that Matt is much more visibly there on his own merits.  Again, I
> don't think anyone is saying he lacks those merits anyway, just that they
> get lost among the clutter of alternative "explanations" for why he was
> appointed.
>
> The lesson to be learned from this, I guess, is that even if you have a
> good process and a good outcome, sometimes the community doesn't necessarily
> see it that way, and a greater deal of proactive engagement could be helpful
> in those cases. Less abstractly, I remember there being some talk on this
> list about the seat and donations at the time Matt's appointment was first
> announced, but what I don't remember (please correct me if I'm wrong on
> this) is the WMF publicly addressing community concerns about the grant
> timing beyond "no, the seat wasn't bought." As a result, it's now June 2011
> and the topic is reoccurring.  Broadly speaking this is something that we
> need to work on. BLPs, harassment of editors, both things that the WMF
> itself is now beginning to fully engage on, but the community has been
> discussing for years looking for some sort of acknowledgement.
>
> Of course, if I'm misinterpreting what Seddon is saying, you can disregard
> all of the above.
>
> -Dan
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>
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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Sue Gardner-2
In reply to this post by Dan Rosenthal
On 23 June 2011 13:59, Dan Rosenthal <[hidden email]> wrote:
>
> On Jun 23, 2011, at 4:09 PM, Sue Gardner wrote:
>
>> It seems to me like you're characterizing Matt-joining-the-board as
>> problematic, while at the same time saying Matt himself is a good
>> board member. That seems contradictory to me.
>
> I'm not sure it is. I think what Joseph is saying is that Matt is a good board member in that he is a qualified candidate, he is obviously suitable to handle > the pressures of the board, he brings knowledge, expertise, contacts etc. In terms of qualifications, he is a very good candidate. However based on    > the timing and the perception of quid pro quo, that does not equate to him being a problem-free board member, or even a good choice. ¬†In a grossly
> exaggerated example to show where I think the difference in the two aspects above lies, pretend it wasn't Matt, but it was say, Steve Jobs. Certainly,  > Steve's got a great many qualities that would serve the board well. But his appointment would create an instant perception that the board is no longer >  independent and is subject to the influences of outside entities, whether they be private, public, corporate, financial, whatever. When that is combined  > with the timing of the grant, it makes that perception that much stronger.


Right, but the board did not appoint Steve Jobs. If the board had
appointed Steve Jobs, then people might have reasonably said 'hey,
there are problems with this: was the right decision made here?' But
that's not what happened.

I am still confused by the argument here.

* I agree that there are people who shouldn't be put on the board.

* I agree that money is a complicating factor. Money is good: it
enables us to do important work. And yet it can also be a negative
influence, if we allow it to persuade us to do things that we
shouldn't do.

* But in this instance, we did not do anything we shouldn't have, and
we got both a chunk of money and a great new board member. That is a
win all round.




> The lesson to be learned from this, I guess, is that even if you have a good process and a good outcome, sometimes the community doesn't necessarily see it that way, and a greater deal of proactive engagement could be helpful in those cases. Less abstractly, I remember there being some talk on this list about the seat and donations at the time Matt's appointment was first announced, but what I don't remember (please correct me if I'm wrong on this) is the WMF publicly addressing community concerns about the grant timing beyond "no, the seat wasn't bought." As a result, it's now June 2011 and the topic is reoccurring.  Broadly speaking this is something that we need to work on.



Yeah, I dunno. What I see happening here is this: the Board weighed a
bunch of pros and cons, and ended up making exactly the right
decision. Even with the advantage of hindsight, I don't hear anybody
arguing that the wrong decision was made. So I continue, I guess, to
fail to understand what went wrong here. Maybe there are people who
feel like money is inherently corrupting, and that the Board should
bar from consideration anyone who has donated (although I have not
heard that argument, I can imagine in theory that someone could make
it). And maybe there are people who feel like they would like to have
a better understanding of how the board arrived at this decision, in
which case they could presumably just ask the board members to talk
about it :-)

I need to run: I'm going into a conference call :-)

Thanks,
Sue

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Michael Snow-5
In reply to this post by Dan Rosenthal
On 6/23/2011 1:59 PM, Dan Rosenthal wrote:
> The lesson to be learned from this, I guess, is that even if you have a good process and a good outcome, sometimes the community doesn't necessarily see it that way, and a greater deal of proactive engagement could be helpful in those cases. Less abstractly, I remember there being some talk on this list about the seat and donations at the time Matt's appointment was first announced, but what I don't remember (please correct me if I'm wrong on this) is the WMF publicly addressing community concerns about the grant timing beyond "no, the seat wasn't bought."
We didn't address concerns about timing when the appointment and grant
were announced because the concerns then being expressed weren't about
timing. Nobody in 2009 was saying we should have taken the grant and
waited a few months to appoint Matt, or appointed him immediately and
accepted the grant later. The concern at the time was clearly about a
quid pro quo, and it's only useful so many times to repeat that there
isn't one. There was also a Q&A that addressed the actual process and
reasons for Matt's appointment, though maybe it didn't explain the
context as well as Sue has just done. But the notion that changing the
timing would have made the situation less difficult is only coming up in
retrospect.

To be frank, I also disagree that changing the timing would have
improved things in any practical sense. It doesn't really obscure the
connection much, if that's even what we would want to do. And for people
who were worrying about the implications, I think setting things up in
stages is just as likely to make it look worse as to make it look
better. The delay simply adds the possibility of new concerns, like
wondering what other unstated "conditions" had to be satisfied in the
intervening time for the other part of the "deal" to go through. And it
also encourages the idea that there must still be even more shoes to
drop. Basically, the timing issue would just become more raw material
for people inclined to engage in speculation.

That being said, I fully agree that the engagement and communication
with the community around this should have been better. Doing it in the
middle of Wikimania was way too chaotic in the first place. Then having
our internet connection disappear literally right in between two emails
I was sending to announce Matt's appointment and the Omidyar grant left
everyone to find out about the grant from Omidyar's press release, and
made it seem much less aboveboard than it was. And I recall there was
understandable displeasure that some of the targets being used to
evaluate the grant were considered confidential at Omidyar's request.

--Michael Snow

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Dan Rosenthal

On Jun 23, 2011, at 6:45 PM, Michael Snow wrote:

> To be frank, I also disagree that changing the timing would have
> improved things in any practical sense. It doesn't really obscure the
> connection much, if that's even what we would want to do. And for people
> who were worrying about the implications, I think setting things up in
> stages is just as likely to make it look worse as to make it look
> better. The delay simply adds the possibility of new concerns, like
> wondering what other unstated "conditions" had to be satisfied in the
> intervening time for the other part of the "deal" to go through. And it
> also encourages the idea that there must still be even more shoes to
> drop. Basically, the timing issue would just become more raw material
> for people inclined to engage in speculation.

It could have been positive, actually. There will be some people who will be unconvinced entirely regardless of whatever the board says, and however long they delay. For them, the fact that it was an "outsider with money" taints the seat. Not really anything you can do about that. But it might have given some sort of separation between those simply speculating or worrying about the implications and perception issue vis-a-vis those who firmly hold the belief that the seat was bought no matter what you say. And I'm not sure I agree that it would have created any more speculation during the intervening period than there was from the immediate announcement.  

But then again, now I'm speculating too, so I think my intrusion into this thread has run its course.

-Dan
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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Kat Walsh-4
On Thu, Jun 23, 2011 at 7:08 PM, Dan Rosenthal <[hidden email]> wrote:

>
> On Jun 23, 2011, at 6:45 PM, Michael Snow wrote:
>
>> To be frank, I also disagree that changing the timing would have
>> improved things in any practical sense. It doesn't really obscure the
>> connection much, if that's even what we would want to do. And for people
>> who were worrying about the implications, I think setting things up in
>> stages is just as likely to make it look worse as to make it look
>> better. The delay simply adds the possibility of new concerns, like
>> wondering what other unstated "conditions" had to be satisfied in the
>> intervening time for the other part of the "deal" to go through. And it
>> also encourages the idea that there must still be even more shoes to
>> drop. Basically, the timing issue would just become more raw material
>> for people inclined to engage in speculation.
>
> It could have been positive, actually. There will be some people who will be unconvinced entirely regardless of whatever the board says, and however long they delay. For them, the fact that it was an "outsider with money" taints the seat. Not really anything you can do about that. But it might have given some sort of separation between those simply speculating or worrying about the implications and perception issue vis-a-vis those who firmly hold the belief that the seat was bought no matter what you say. And I'm not sure I agree that it would have created any more speculation during the intervening period than there was from the immediate announcement.
>
> But then again, now I'm speculating too, so I think my intrusion into this thread has run its course.
>
> -Dan


As I recall, we made an explicit decision not to separate the
announcement of the grant and of the seat--mainly so it wouldn't
appear we were trying to hide anything. To me it seemed more important
that we try very hard not to appear to be hiding anything.

It also wasn't an easy decision to make. The question came down to
this one: do we necessarily refuse someone as a candidate solely
because they were proposed by a funder? There were a few main factors
that applied. One is that we did not yet have a candidate identified
for that appointed seat--the nominating committee had some names
listed, but no one who had been seriously pursued; partially this was
because we were looking for someone who had experience that was
different from ours; anytime we're seeking someone with qualities we
don't already have represented, we have to reach further outside our
usual network.

For another, we hadn't seriously considered the question. We've
refused people who've asked for board seats in return for their
donations, and in those cases it was a much easier decision--the
offers were not made by people who would have been on a short list if
there were no money involved. And no other serious candidate had ever
also been a major donor.

I was unhappy to have to consider the question of whether to offer the
seat knowing that it was in connection with the grant; it's not really
possible to make an unbiased decision that way. (It's much better to
have a policy in place for situations before you need them, but
sometimes you're not certain that you need such a policy until the
situation comes up!) The money was not dependent on our accepting Matt
as a board member, but of course it would have been strange to explain
to a funder we had a good relationship with--yes, we were missing
those qualities on the board and actively looking for them; no,
there's nothing wrong with him; no, we didn't promise the seat to
someone else. It would have been much easier if there had been some
obvious reason to refuse, but there wasn't. And had he already been on
the nominating committee's list there would have been no real
hesitation to accept. So it was a difficult and tense decision.

The thing I most regret is that there is no way to convincingly show
that we don't simply sell seats to the highest bidder, that we did in
fact try to make the decision as independent of the financial
considerations as possible. I wish we'd explicitly had the
conversation beforehand about what to do if someone offered, so that
we would not have had to consider the question at the same time as we
were considering an individual situation, that we could have had
something clearly and publicly stated that we could point to, showing
how we would make such decisions when it was appropriate.

Ultimately I think that we did make the right choice. Several of the
board met with him beforehand to see if he would really be a good fit
for us, and I'm happy to say that it's worked out well. Matt's
knowledge of governance and philanthropy, his connections to other
people working in the nonprofit space who've been able to help us, his
outside perspective, and his own commitment to improving the world
have made him an asset to Wikimedia; he is now with a different
company but we continue to benefit from his expertise.

-Kat

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Thomas Dalton
In reply to this post by Sue Gardner-2
On 23 June 2011 22:58, Sue Gardner <[hidden email]> wrote:
> I am still confused by the argument here.

I think your confusion is because you are failing to account for
perceptions. It is not good enough to just do things right, you need
to be seen to do things right. You can end up with the best board
member imaginable on the board, but if you harm the reputation of the
Foundation in the process, you may well end up doing more harm than
good. (In this case, I think you got away with it - there was harm,
but probably more good, but it could easily have gone the other way.)

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Alec Conroy-2
In reply to this post by Kat Walsh-4
Let me chime in here.  Starting at the basic sentiment:
>At the end of the day, things have moved on without incident but lets not
>simply ignore this issue. I think that there is something to be learnt and
>its that care really does need to be taken when repeating a venture like
>this.

That's kinda how I feel.  This particular appointment has been
explained to me to my personal satisfaction, but I know it had the
potential to erode community trust in the foundation leadership.  The
board seems like they were aware of this issue in 2009 but decided
Matt's skills were worth the risk.

I think the board has hit upon the correct solution with the Board
Visitors concept.   The way to 'defuse' Matt's appointment in the eyes
of the community would have be to give him everything but a vote,
until the community could 'get to know him' or whatever.

And I think what we needed was his voice, not his literal formal
official binding voting status.   Think about it-- if a majority of
the board felt Matt's skills on the board were so positive that they
outweighed the risk of creating an appearance of impropriety, then
surely that same majority of the board would have continue to 'heed'
his advice.

I think Matt as a Board Visitor would have been 95%-150% as effective
as Matt the board member.   But I don't think that would have
generated nearly the same amount of controversy, even though he would
might have had the same exact pragmatic positive effect on our
foundation's future.
--
The general part that's controversial here is that the board's vote
can, in practice, bindingly affects the community in very big ways.
And the community is very scared of being affected by 'negative
outside influences'.  Thus Matt wasn't as valuable to us as he could
have been, simply because of the nature in which he came to the board.

An alternative roadmap would have been for Matt to have been appointed
as a Board Visitor, Acting but non-voting member, or some other 'sign'
that recognized his role posed a certain liability.   Let Matt do
whatever he needs to do, and then, at an appropriate point, let the
community 'confirm' him or something.   Let each sitting board member
write a full endorsement,  let the board in total write a statement if
it wants,  require a very high threshold for a community-veto if you
want.

The point is, there is a way to 'sanitize' controversial
appointments-- by just running them past the community.  Then, instead
of a dirty, backroom-deal in a smoke filled room, I think you'd wind
up with near unanimous community support for a talented individual
volunteering his time and money to help lead us.

--

All this isn't meant as a criticism of Matt's appointment--  his
specific appointment involved  a lot of very complicated interlocking
and novel problems and issues, many specific to him (most notably
Wikia, which is simultaneously our ally and our competitor).

But going forward, the idea that a "stranger can ride into town" and
instantly lead a global movement-- that's not gonna be sustainable, I
don't think.   I'm, it's sustainable for me personally, but I speak
English and I 'kinda know' nearly half the board, and thus I know what
great people they are.

But looking forward, consider this:
1.  We have chapters in lots of countries, we're going to have
chapters in lots more.
2.  They are going to care about their projects as much as we care about our.
3.  The foundation hosting already requires a limited amount of
foundation control over projects.
4.  The foundation is going to the chapters and the subprojects  'pay
into' the global movement via donations

Now, if I'm a small-language project editor, a passionate wikimedian
who cares a lot of about 'my' project,  what is my connection to an
edict issued by an English-speaking businessman I don't know who was
appointed by a group of strangers I also don't know that was itself
appointed by a community of people only a minority of which I know?
If I cannot directly communicate with Matt, if I have never had the
chance to get to know him in some way--  why should I possibly look to
him as a valid 'leader'?    And if his vote could be decisive, why
should I look to the board  as a valid authority either?

Now, when that same group of people comes to tell me about how laws
apply to my project, or how much of my chapter's resources they're
going to get to keep-- how likely am I to trust them?   Remembering of
course that I've never been to the US, I've never read English, I've
never directly communicated with the board?

If I agree with board's decision, great.  But if I disagree with it,
there's a chance their words will have ZERO weight with me beyond what
they can actually enforce.

(again, a reminder--  for the past several paragraphs, "I" was not
myself.  I personally am deeply 'sold' on the foundation)
--
So-- global trust.   That's the problem.   Not that Matt's a bad
choice, not that it was the necessarily the wrong thing to do at the
time-- but if we keep doing this sort of thing, the board will be very
limited in the amount of global community trust its decisions have.

Our current system isn't bad at all--  but there is a minor flaw, and
there is still room for improvement without losing the basic
framework.

Alec

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Mike Godwin-2
In reply to this post by Joseph Seddon-5
Michael Snow writes:

And for people who were worrying about the implications, I think setting

things up in stages is just as likely to make it look worse as to make it
> look
> better.
>

I think Michael's point here can't be overemphasized. It seems to me likely
that there would be just as much criticism and/or expressions of concern if
the Board appointment had been offset by a few months as there was when the
grant and the appointment occurred close in time. Perhaps there would have
been even more criticism, for the reasons Michael outlines. The fact that
the Board opted to go ahead with the appointment, knowing full well there
was a strong possibility their motivations would be questioned, is an
argument *in favor* of Matt's candidacy for a board appointment --
specifically, the Board felt Matt added so much value that it was worth the
risk that the appointment would be criticized as being a condition of the
grant.


--Mike Godwin
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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Alec Conroy-2
In reply to this post by Thomas Dalton
On Thu, Jun 23, 2011 at 5:36 PM, Thomas Dalton <[hidden email]> wrote:
> It is not good enough to just do things right, you need
> to be seen to do things right.

I just can't emphasize Thomas's point enough.   I spent a lot of words
trying to say what he was able to say in a single sentence.

It isn't enough to get the right answer-- you have to be overtly seen
to be getting the right answer via the right process.  There are
millions of us participating, and we want that number to be hundreds
of millions or more.   Not millions of viewers, millions of
participants and 'shareholders'.

That means that in some ways, we have to think more like a government
than like a non-profit corporation.    I cringe when I say that,
because I know there ware a LOT of negative baggage that comes with
that.  But it's true.   We're an organization that interacts with
millions and millions of people in a way that has never before been
possible in human history.

That means we have to do things a little differently, sometimes, than
a traditional nonprofit might.   By and large, I think our leaders
have done a marvelous job of  adapting the structure of a "non-profit
corporation" to meet our needs at the time.   We just have to always
remember that we don't just "publish a product", we aid a movement--
and that brings a very different set of challenges.

:)  We're learning, and there's also a widespread understanding that
we need a "new openness" to spark more involvement.   I predict a good
year full of amazing innovation.

Alec

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Milos Rancic-2
In reply to this post by Kat Walsh-4
On 06/24/2011 01:58 AM, Kat Walsh wrote:
> It also wasn't an easy decision to make. The question came down to
> this one: do we necessarily refuse someone as a candidate solely
> because they were proposed by a funder?

As a Nominating committee [1] member, I have to say a few words about
this time, as NomCom was in function at the time of Matt's appointment.

Sorry, but I have to say this: I was and I am much more worried about
Board's collective dilettantism than about hidden agenda.

Most importantly, there were rules which *Board* was made about
necessary qualifications. Summarized (the bottom of the page [1]), it was:

* fundraising experience
* 501(c)3 governance experience / board development / non-profit law
* deep knowledge and experience outside North America and Europe
* gender equ[al]ity

I mean, those were Board's rules and after NomCom suggested to the Board
to keep current members (at that point, Stu and Jan-Bart) for the sake
of continuity, NomCom members started to qualify candidates with numbers
from one to four, according to their qualities.

There were, of course, some unacceptable candidates, no matter how
strong they were, but our work created a wishlist, and we could go from
the best placed, to the bottom.

According to the rules created by the Board, Matt would get 2 from the
most of us (no "deep knowledge and experience outside North America and
Europe", nothing related to the gender equality -- he is not a woman, as
well as he is not women-rights activist) and he wouldn't pass. We had a
lot of 4s and 3s in the list.

The second very problematic issue is that NomCom wasn't asked about
Matt's appointment (AFAIK, we knew the fact two days before it was
publicly announced), while we had a small (and positive) discussion
about Bishakha more than half year later.

Speaking for myself, I wouldn't have anything against Matt and it is
likely that I would support him because of the similar reason why I
supported Stu to stay at the Board. (Although, unlike the cases of Stu
and Bishakha are, I am presently very unsure about Matt's contribution
to WMF and I would like to hear it. It is possible that I've missed some
of his emails and actions.)

However, the most important issue in relation to all of those
appointments is that Board itself was highly disorganized. I mean, why
to organize NomCom when the only product of NomCom's work was to propose
keeping current members and not to do anything else? Why making rules
and then at the first occasion nullify them?

So, in relation to the question "do we necessarily refuse someone as a
candidate solely because they were proposed by a funder?" -- I would say
that we had a lot of other candidates and that it was far from being a
valid question.

[1] http://meta.wikimedia.org/wiki/Nominating_Committee

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Bishakha Datta
In reply to this post by Alec Conroy-2
On Fri, Jun 24, 2011 at 6:41 AM, Alec Conroy <[hidden email]> wrote:

> But going forward, the idea that a "stranger can ride into town" and
> instantly lead a global movement-- that's not gonna be sustainable, I
> don't think.
>
> This central thought resonated so strongly with me that I had to write in.

I came on to the Board last year in much the same way, and until I went
through the full appointment process, I too could not fathom why the
Foundation would even consider an 'outsider' for a role such as this.

Going through the process put most of my doubts at rest: it was very obvious
that this was well thought out, in terms of the composition of the Board,
its current strengths, what was missing or needed, how to fill this gap etc.
(I'm not doing Board public relations here, just telling it how I see it).

What I still find amazing is the amount of trust and faith that is reposed
in someone coming from the outside; this is part of wikip/media's unique
model of collaboration, and this also pushes us to live up to it. At the
same time, those of us who start off as outsiders also struggle to establish
our credibility with the communities and the larger movement and breach the
outsider/insider divide. Since I live in India, it was easier for me to
build a relationship and gain acceptance within the indic language editing
communities, but I am well aware that I am still a stranger to the larger
community (strengthening this relationship is one of my personal goals for
this year as a Board member). In my early days, one of the concepts that I
found very useful was that of "how to lead with a community", which I saw on
Phoebe's userpage. [1]

I personally think the sentiment you identify above is totally valid in the
context of a movement that does not work on the principle of 'authority' per
se - and that as chapters come up in many different parts of the world, and
appointed Board members also come in without prior wikimedia roots, this
question will recur. It is essential that we find ways to address this.

Cheers
Bishakha

[1]http://en.wikipedia.org/wiki/User:Phoebe
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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Federico Leva (Nemo)
In reply to this post by Milos Rancic-2
Milos Rancic, 24/06/2011 03:54:
> However, the most important issue in relation to all of those
> appointments is that Board itself was highly disorganized. I mean, why
> to organize NomCom when the only product of NomCom's work was to propose
> keeping current members and not to do anything else? Why making rules
> and then at the first occasion nullify them?

Just some links: after
<http://wikimediafoundation.org/wiki/Minutes/November_13-15,_2009#Bylaws_Update>
the nominating committee is no longer needed to appoint "expert
trustees" and that according to
<http://wikimediafoundation.org/wiki/Resolution:Trustee_terms_and_evaluation>
the board is currently looking for another process to replace the NomCom
with...

Nemo

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Federico Leva (Nemo)
In reply to this post by Milos Rancic-2
Milos Rancic, 24/06/2011 03:54:
> However, the most important issue in relation to all of those
> appointments is that Board itself was highly disorganized. I mean, why
> to organize NomCom when the only product of NomCom's work was to propose
> keeping current members and not to do anything else? Why making rules
> and then at the first occasion nullify them?

Just some links: after
<http://wikimediafoundation.org/wiki/Minutes/November_13-15,_2009#Bylaws_Update>
the nominating committee is no longer needed to appoint "expert
trustees" and that according to
<http://wikimediafoundation.org/wiki/Resolution:Trustee_terms_and_evaluation>
the board is currently looking for another process to replace the NomCom
with...

Nemo

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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Ting Chen-2
In reply to this post by Joseph Seddon-5
Hello Joseph,

yes you are right that it looked not good for the board at that time,
and we were all aware of that and nobody on the board at that time was
happy about that. But in my opinion this is the responsibility of the
board. A board should make decisions according to if it is right or not
right, and not according to if it looks good or not good. In politics we
are seeing or saw this all the time: goverment were afraid of make the
necessary reforms because they fear it would cost them the votes,
goverment make decisions although we know it is the wrong decision but
they made it because it will bring them votes.

I think it is important that THIS board DON'T do this kind of things. Do
the right thing, not the thing that LOOKS right. I am gratitude that all
member on the current board share this attitude.

And naturally we had discussed about the possibility of splitting the
announcement of the nomination of Matt and the donation. But actually
this possibility was on table for less than one minute. Our community is
smart enough to beat Britannica, such a trick will only looks more
suspective. By putting the announcement together the board wanted to
show that we knew it looks bad, we were uncomfortable about it, but we
wanted to be honest, we didn't want to find our way in any tricks.

Greetings
Ting

Am 23.06.2011 14:05, schrieb Joseph Seddon:

> On Wed, Jun 22, 2011 at 6:35 PM, Michael Snow<[hidden email]>wrote:
>
>> On 6/22/2011 10:14 AM, MZMcBride wrote:
>>> Michael Snow wrote:
>>>> I thought it was reasonably understandable, even without perfect
>>>> grammar, that Ting was saying that since Matt is no longer at Omidyar,
>>>> if your insinuation were true, when he left the foundation would have
>>>> needed to bring in someone new from Omidyar to fill "their" board seat.
>>>> I figured that out, and honestly I wasn't even aware until now that Matt
>>>> had left Omidyar.
>>> I'm not sure it counts as an insinuation if it's true. They bought a
>> Board
>>> seat. Honestly, I don't remember much dispute about this point when it
>>> happened in 2009 and looking back at the press releases at the time, it
>>> doesn't seem as though anyone was trying to hide this point. My original
>>> comment was only to say that if someone else (another group or
>> organization)
>>> were willing to put up $2 million or more, another Board seat would
>> probably
>>> become available. It's not as though the Board is incapable of changing
>> its
>>> own structure to meet outside demands.
>> The events happened at the same time, so the connection is pretty
>> obvious, but it was never a quid pro quo. While I was on the board,
>> there was at least one major donor who was interested in being added to
>> the board based on their financial contributions, but that person was
>> not considered a good fit despite being a generous supporter of the
>> organization. So no, the notion that a board seat would be available for
>> money is incorrect. We felt Matt added valuable expertise and would be a
>> good addition to the board, whether Omidyar was donating $1 million or
>> $10 million. As he remains on the board after leaving Omidyar, I presume
>> that's also why he's still there.
> Michael
>
> I cannot claim to understand what exactly is going through MzMcbride's but
> it wouldn't surprise me if it was similar to what went, and still does, go
> through my mind. I know for a matter of fact it is something that goes
> through the minds of several respected wikimedians. It is this:
>
> I do not think that most would ever suggest that the foundation board and
> the people on it are that naive as to "sell" board seats. I certainly would
> never believe that for one moment. It was that the connection (which cannot
> be ignored) didn't really look good on our (the community's) part. It was
> the fact that it was assumed that all was good and that it didn't matter. I
> can understand that from the foundation boards perspective since i imagine
> it was probably felt it was all above board and that it all stood on its own
> merits. But the community sees things differently because they would be at
> the mercy of any fallout that could have happened.
>
> I honestly that Matt's appointment was a fantastic thing. He is someone with
> a lot of knowledge and I wouldn't have battered a eyelid if his appointment
> had been made at any other time. I think more than anything it just made me
> and others feel pretty damn uncomfortable. Its down to the lack of good
> faith that people have when looking in on organisations they don't know and
> it could have really undermined the movements standing. Just simply through
> a lack of looking at the situation from an outside perspective. My personal
> feelings were compounded by the fact that the timing between a donation and
> an appointment to the advisory board had been poorly thought out on another
> occasion and the fact that Omidyar also provided a $4 million investment in
> Wikia. It really muddies the waters thats all and its that which the
> community really wants to avoid.
>
> At the end of the day, things have moved on without incident but lets not
> simply ignore this issue. I think that there is something to be learnt and
> its that care really does need to be taken when repeating a venture like
> this. Bad faith in the world may bite us next time.
>
> Seddon
> (Personal View)
> _______________________________________________
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--
Ting

Ting's Blog: http://wingphilopp.blogspot.com/


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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Ting Chen-2
In reply to this post by Alec Conroy-2
Hello Alec,

it is so interesting that you mentioned the idea of the board as a
government. It reminds me of a blog post of Gerard during the election
in which he said that he is candidating but he don't want to be a
politician. And that blog post again reminds me of something happened
earlier in the Wikipedia-history, when the position Bureaucrats were
created. I believe (if I am wrong, then please correct me) Tim said that
time that the name Bureacrat is deliberately selected because it has
such a bad taste in it. It should remind everyone who takes that
position that he should not act as a bureaucrat. It should even
discourage people to take that position. I chatted with Gerard later on
IRC about his blog post. I told him that I believe a board member is
actually a politician, because what the board is doing is politics: It
is distributing resources. And that is what the politics does (the idea
is not from me, I read it in the Mars-trilogy from Kim Stanley Robinson
and I suppose he got it from some politology studies).

So if you ask me, I would say as a board member I am a politician, and
by doing this I just want to remind myself of the fact, that I don't
want to be that kind of politician whom we all find disgusting: smiling
into cameras and making decisions according to the chance to win the
next election.

And if you say the board should be a government, than I hope that it is
not a government that will avoid make decisions just because it is a
hard decision, and only make decisions that looks good.

Greetings
Ting

Am 24.06.2011 03:46, schrieb Alec Conroy:

> On Thu, Jun 23, 2011 at 5:36 PM, Thomas Dalton<[hidden email]>  wrote:
>> It is not good enough to just do things right, you need
>> to be seen to do things right.
> I just can't emphasize Thomas's point enough.   I spent a lot of words
> trying to say what he was able to say in a single sentence.
>
> It isn't enough to get the right answer-- you have to be overtly seen
> to be getting the right answer via the right process.  There are
> millions of us participating, and we want that number to be hundreds
> of millions or more.   Not millions of viewers, millions of
> participants and 'shareholders'.
>
> That means that in some ways, we have to think more like a government
> than like a non-profit corporation.    I cringe when I say that,
> because I know there ware a LOT of negative baggage that comes with
> that.  But it's true.   We're an organization that interacts with
> millions and millions of people in a way that has never before been
> possible in human history.
>
> That means we have to do things a little differently, sometimes, than
> a traditional nonprofit might.   By and large, I think our leaders
> have done a marvelous job of  adapting the structure of a "non-profit
> corporation" to meet our needs at the time.   We just have to always
> remember that we don't just "publish a product", we aid a movement--
> and that brings a very different set of challenges.
>
> :)  We're learning, and there's also a widespread understanding that
> we need a "new openness" to spark more involvement.   I predict a good
> year full of amazing innovation.
>
> Alec
>
> _______________________________________________
> foundation-l mailing list
> [hidden email]
> Unsubscribe: https://lists.wikimedia.org/mailman/listinfo/foundation-l


--
Ting

Ting's Blog: http://wingphilopp.blogspot.com/


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Re: Seat and Donations (SPLIT from: EFF & Bitcoins)

Birgitte_sb
In reply to this post by Mike Godwin-2




On Jun 23, 2011, at 9:20 PM, Mike Godwin <[hidden email]> wrote:

> Michael Snow writes:
>
> And for people who were worrying about the implications, I think setting
>
> things up in stages is just as likely to make it look worse as to make it
>> look
>> better.
>>
>
> I think Michael's point here can't be overemphasized. It seems to me likely
> that there would be just as much criticism and/or expressions of concern if
> the Board appointment had been offset by a few months as there was when the
> grant and the appointment occurred close in time. Perhaps there would have
> been even more criticism, for the reasons Michael outlines. The fact that
> the Board opted to go ahead with the appointment, knowing full well there
> was a strong possibility their motivations would be questioned, is an
> argument *in favor* of Matt's candidacy for a board appointment --
> specifically, the Board felt Matt added so much value that it was worth the
> risk that the appointment would be criticized as being a condition of the
> grant.
>
>
>

There is only one thing I think wrong with the consensus narrative above. The description "Matt added so much value it was worth the risk". More accurately it would read "Matt added so much value it was worth the *cost*". There wasn't some potential bad outcome that was fortunately avoided; there was an actual erosion of confidence in WMF. People became a little more leery of the board and a bit more hesitant to quickly endorse WMF positions.

I trust that the resulting good outcome was worthwhile all the same. But a good outcome does not in and of itself restore what was paid out to gain the advantage.  I know we needed Matt's expertise. I do not think there can be any doubt attaching him was worth the cost in confidence.  Whether the money was worth the cost in confidence would be the limiting factor long before the appointment of Matt.  Looking at the situation alone it surely was the right decision.  But if every decision of this kind is only decided on individual merits, confidence might erode too quickly.

The seat wasn't bought, truly it wasn't. But the price WMF paid was to surrender that narrative in order to gain a valuable board member and a grant. No matter how much any accurate and nuanced re-telling disagrees; the story will remain: "How the American Executive bought a WMF Board Seat."  The events hit too many of the right notes for that title to die. Not to mention the loss of face the tale's death would be to the storytellers at this point in time.

BirgitteSB
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