In keeping with the Wikimedia Foundation’s commitment to transparency, the Board of Trustees is publishing its updated Board Handbook to allow our community to follow and understand better the workings and procedures of the Board and to learn more about how the Wikimedia Foundation is governed. The Handbook was created at the suggestion of the Board Governance Committee. It reflects many months of hard work, thoughtful input, and collaboration by the Board and the legal team of the Wikimedia Foundation. Already, the Handbook is becoming an essential resource for Board members as they carry out their governance duties.
We believe that it is our responsibility – to our volunteers, donors, users, movement organizations, supporters, and the general public – to be a model of good governance. We hope that the Handbook will be useful not only for us but to anyone interested in best practices in nonprofit governance, and may serve as a model document for organizations in our movement and elsewhere.
Boards of organizations who are interested to adopt portions of this Handbook should consider the specific needs of their organization. Because of the history of the Wikimedia Foundation’s incorporation, the Handbook was written specifically with US and Florida law in mind.  Local laws and practices in other jurisdictions may vary. Also some concepts in the Handbook may not be appropriate for smaller associations or institutions with different purposes and mandates.
The Handbook nevertheless incorporates many broadly applicable governance best practices and may serve as a useful resource for the community generally. The Handbook contains a wealth of information, as well as links to relevant documents, concerning the Board’s role, structure, and operating procedures. It describes the legal requirements imposed on the Wikimedia Foundation by Florida and US federal law and its own articles of incorporation and bylaws. The Handbook discusses the Wikimedia Foundation’s values, policies, and role within the Wikimedia community, all of which serve to inform and guide the Board as it carries out its duty to oversee the Foundation and ensure that it achieves its mission. The Handbook also identifies key documents relating to Board procedures, such as past Board resolutions. The vast majority of the documents referenced in the Handbook are public and available for the community to review. The Handbook is distributed under the Creative Commons CC-BY-SA 3.0 free license.
The previous Board Manual served us well as an excellent cornerstone in our drafting of the updated and expanded Handbook. We expect the new Handbook to be a living document that will be updated periodically as Board practices and procedures evolve. We welcome the community’s thoughts, ideas, and insights as we continue to explore ways to improve our governance practices and keep on sharing them.
We would like to recognize and thank everyone who helped create the Handbook, including the Board of Trustees, the Board Governance Committee, and the Wikimedia Foundation legal team, including Pro Bono Legal Counsel Elaine Wallace, Stephen LaPorte, and our team of legal interns.
Trustee, Board of the Wikimedia Foundation
Chair, Board Governance Committee
Secretary of the Board and General Counsel of the Wikimedia Foundation
- The Wikimedia Foundation is incorporated in Florida in the United States, and thus subject to Florida nonprofit organization law.
- Thanks to Jennifer Bloom and Lukas Mezger, WMF Legal Interns from summer 2013, for their contributions.