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Minutes:2025-08-04

From Wikimedia Foundation Governance Wiki

Location: Nairobi, Kenya

Board of Trustees present: Nataliia Tymkiv (Chair), Kathy Collins (Vice Chair), Lorenzo Losa (Vice Chair, Chair-Elect), Shani Evenstein Sigalov*, Luis Bitencourt-Emilio, Victoria Doronina,  Mike Peel, Maciej Nadzikiewicz, Raju Narisetti, Christel Steigenberger, Jimmy Wales, Mayree Clark                

Board of Trustees absent: Esra'a Al Shafei

Non-Board members present: Maryana Iskander (Chief Executive Officer), Jaime Villagomez (Chief Advancement Officer, Treasurer), Anusha Alikhan (Chief Communications Officer), Selena Deckelmann (Chief Product and Technology Officer), Nadee Gunasena (Chief of Staff), Margo Lee (Deputy Chief of Staff), Mayur मयूर (Senior Director, Movement Communications), Stephen LaPorte (General Counsel), Amanda Bittaker (Chief of Staff to the Chief Product and Technology Officer), Cassi Mecchi (Vice President, People Growth & Belonging), Chuck Roslof (Principal Legal Counsel)

Invited guests: Jon Huggett

*Joined during the Sister Projects Task Force Update

The Board of Trustees met in Executive Session prior to the official business meeting. At 1040 EAT, the meeting was called to order and the Secretary confirmed the presence of a quorum.

Welcome / Agenda Overview / Consent Agenda

Nataliia Tymkiv, Chair, welcomed everyone to the meeting and reviewed the agenda. After a motion made by Jimmy Wales and seconded by Victoria Doronina, the consent agenda was unanimously approved.

The Board announced in January Lorenzo Losa as Chair-Elect, the first time the Board had appointed such a position. After a motion made by Victoria and seconded by Luis Bitencourt-Emilio, the Board unanimously approved appointing Lorenzo Losa as Chair with a term to begin December 10, 2025. This portion of the meeting marked the official end to the term of Esra'a Al Shafei, who served on the Board for nearly eight years. Esra'a will continue to support the Wikimedia Foundation in a volunteer capacity as an advisor to the human rights team. The Board thanked her for service on the Board and continued support. Mayree Clark then stepped out of the room, as per the normal practice of the Board, and the Board discussed her candidacy to fill the remainder of Esra'a’s term. Mayree is a current member of the Endowment Board and will continue to serve in that role. After a motion made by Maciej Nadzikiewicz and seconded by Jimmy, the Board unanimously approved appointing Mayree Clark to the Board of Trustees. Mayree returned and her term officially began as a voting member of the Board. With Mayree’s addition to the Board, the Board updated committee membership as well. After a motion made by Kathy Collins and seconded by Jimmy Wales, the board unanimously approved the resolution for committee membership, August 2025.

Sister Projects Task Force Update

The Board heard an update from Victoria Doronina on the work of the Sister Projects Task Force (SPTF), which was formed in January 2023 under the Community Affairs Committee. The SPTF is composed of six Trustees and five Wikimedians who were selected via an open call. The task force developed a policy for the evaluation of the sister projects lifecycle and recently held a community consultation about Wikispore and Wikinews in July which will continue into August 2025. The Board discussed the projects and next steps.

Board Liaison Model

Nataliia provided an update on changes to the Board Liaison model that the Governance Committee and Executive Committee are discussing. The Elections Committee, Affiliations Committee, and Language Committee have Board Liaisons and each committee has a different approach. The liaisons are experimenting and will come back to the Board at a future date with more information.

Committee Structure Changes

The Board is undergoing a period of transition with Trustees leaving, new Trustees joining, a change of Chairs, and a new CEO starting sometime in the new year. Nat reviewed the history of committees within the Board, highlighting the changing structures and the need for evaluating committees and structures to best serve the needs of the Board. The Board discussed ongoing needs of the Board and the Foundation and the different responsibilities the Board carries. The discussion will continue within the committees themselves.

The official business portion of the Board meeting concluded.

In the afternoon, the Board and staff participated in strategic sessions focused on risk management, the work of the Neutral Point of View working group, and an update on the state of the communities.