Re: bylaws III

From: "Daniel Mayer" <maveric149-/[email protected]>
To: <[email protected]>
Sent: Saturday, January 24, 2004 6:43 PM
Subject: [Wikilegal-l] bylaws III

> We may in the future want to divorce office-holder duties from the
trustees by
> having separate officers (president, vice president, secretary and
treasurer)
> appointed by the trustees and then confirmed by the membership. The
trustees
> would then just be the keepers of the by-laws and overseers of the
appointed
> officers (it would then be the officers that would run the day-to-day
> operations of the foundation).

It could also be that the officers appointed by the board are titular, they
check over
the duties that are done by operating officers (the Bylaws does not prevent
the
board from setting up other offices besides those listed and the "reserve
power" gives
them the right to do anything not in conflict with the Bylaws), thus there
could be
Chief Operating Officer, a Chief Executive Officer or Executive Director or
Director of Accounting, etc., anything that the Board wants to cook up.

> Under that set-up the trustees would still have to be directly elected by
the
> membership (just as the board of directors of many large corporations are
> elected by shareholders; the board in turn appoints officers).
>
> But having a mixed set-up for the first few years is perfectly fine, IMO.

I agree, at least at the beginning there are just a few things for these
officers to do,
of course if Wikimedia starts getting employees then having more separation
of
powers would be a good thing for governance, legitimacy and accountability.

Alex R. [[en:user:alex756]]