Talk:Trustee Code of Conduct

Is the "stating my reasons for leaving" really necessary? Harry Mitchell | Penny for your thoughts? 05:06, 8 February 2012 (UTC)

Probably... I'd prefer that if someone left, they said why, rather than just vanishing into the wilderness! The Land 12:29, 9 February 2012 (UTC)

Public statements

"I will not make public comments about the organisation unless authorised to do so." - This is really the wrong way around - we can't expect Wikimedians to ask for "authorisation" for everything they say, particularly given the public nature of most of what we do. We need something on this kind of point, but the reality is rather more complex. How about;

"I will not make public statements on behalf of the organisation unless they accurately reflect the position of the whole organisation. Where there is likely to be doubt about whether my views are personal or whether I am representing Wikimedia UK, I will seek to make this clear. I understand that the personal views of trustees may affect perceptions of the charity as a whole, and will take care not to bring Wikimedia UK into disrepute.

Regards, The Land 12:28, 9 February 2012 (UTC)

Data protection

I've added data protection to the list of things Trustees can be held personally liable, per s61 of the Data Protection Act 1998.[1] This (tiny) risk of personal criminal liability goes beyond directors/trustees to "manager, secretary or similar officer" where consent, connivance or neglect can be attributed to them. Because of this, should this be recorded elsewhere? Rwendland 16:08, 9 February 2012 (UTC)

The WMF board's version

The WMF board had a lot of discussions about something similar to this back in 2007/2008. You can see a draft "statement of obligations" here, a final "code of conduct" for the staff and board here and a lengthy foundation-l discussion (mostly regarding the non-disparagement clause in the draft) starting here. You may find some of that useful. It would also be worth asking the WMF board what they settled on in the end - it looked like they would probably end up not signing anything like it, but I don't know if they came up with something else to sign in the end. --Tango 17:20, 9 February 2012 (UTC)

Highlighting Charity Commission responsibilities

[I realise it is now past the board meeting where the code was discussed. But this seems important enough to warrant an amendment, per the "decided upon by email" board decision.]

The code makes no real mention of responsibilities to the Charity Commission, or the (remote) risk of an investigation by the Charity Commission, which would be onerous upon Trustees. Having got the agreement WMUK is a charity, its actions have to remain in line with being a charity, beyond the director constraints of company law that the code mostly discusses. As the CC guidance says: "Trustees must comply with the legal duties of charity trustees in the administration of a charity."

I would have thought the code should:

• advise/require new trustees to read CC3 - The Essential Trustee: What you need to know;
• mention the CC website section Guidance for trustees, employees and volunteers;
• which mainly is a link to Reporting Serious Incidents - guidance for trustees, so probably warrants a specific mention in the code - possibly guiding Trustees on what extent they should discuss suspected "Serious Incidents" with other trustees before reporting it to the CC.

The CC guidance also says that charity law (s72.1 Charities Act 1993) disqualifies who can be a trustee, and this appears to go beyond the "company director when disqualified" situation mentioned in the code. e.g. having an IVA (Individual Voluntary Arrangement) or other undischarged arrangements with creditors disqualifies you from being a charity Trustee, while not preventing you being a director. Should this be mentioned? Note: "It is normally an offence to act as a trustee while disqualified unless we have given a waiver". (See "Legal requirement" section in [2].)

Hopefully one of the existing Trustees could add to the Code on this topic, if this is considered important. I could have a stab at something, but I have no experience beyond having read CC advice & documents. Rwendland 12:10, 13 February 2012 (UTC)

Hmmm, yes, sounds like a good point. Of course the Code of Conduct is *in addition to* any legal or regulatory obligations on Trustees, from whatever source, but since we are noting the other legal requirements we should probably note the Charity Commission's guidance as well... The Land 18:40, 13 February 2012 (UTC)