2022 Board Priorities

Board of Trustees: Overall Priorities

• Provide leadership and support for the strategy implementation needed to achieve Wikimedia movement's aspirations. This includes movement strategy recommendations, the movement charter process, and support for implementation of the Universal Code of Conduct.

• Serve as a partner to the Wikimedia Foundation CEO. This includes prioritizing support and oversight for the CEO in her first year, as well as providing strategic input into the Foundation's planning processes.

• Strengthen the capabilities of the Wikimedia Foundation Board of Trustees. This includes: (1) ensuring that planned expansion of additional Trustees brings the needed skills and diverse perspectives from community, affiliate and board-selected seats; (2) implementing an integrated committee structure that operates cohesively to achieve the overall objectives of the Board; and (3) investing in training and professional development needs for Trustees, as well as and overall health of the board.

Audit Committee Priorities

Financial Management & Planning

• Review and discuss with management the Foundation's Annual Planning goals and timeline; Approve the Annual Plan; Review of quarterly budgetary projections
• Investment Policy Statement: Review and discuss with management the Foundation's Investment Policy Statement objectives, results and management proposed actions.

Ensure Financial Compliance

• Form 990: Review the information to be reported to the IRS on the Foundation's annual Form 990
• Independent Auditor Selection: The appointment, replacement, negotiation of compensation terms, and oversight of the work of the independent auditor. The independent auditor shall report directly to the Committee.
• Independent Auditor's Audit Plan & Auditor's Report: Review & discuss with the independent auditor: its audit plans and audit procedures, including the scope, fees and timing of the audit; The review and pre-approval by the Committee of all auditing services and permissible non-audit services; Review & discuss the independent auditor's report(the annual audit)

Enterprise Risk: Review and discuss with management the Foundation's major financial risk exposures (the Risk Register) and the steps management has taken to monitor and control such exposures.

Other Matters: Special Projects; Review of business operations improvements & IT strategy, including Volunteer Selection (the appointment of volunteer advisors to the Audit Committee)

Community Affairs Committee Priorities

Movement Strategy: Support the implementation of the Movement Strategy, including Global Council

• Cross-committee partnership with Governance Committee on drafting guidance on sharing power with the Global Council

Community-related initiatives: Draft a strategic plan with staff to help prioritize community-related initiatives and support ongoing community initiatives, such as board elections, collaboration with Product & Tech departments, etc.

• Cross-committee partnership with Governance Committee on community- and affiliate-selected trustees
• Cross-committee partnership with P&T on innovation

Board Communications: Draft a strategy around and implementation plan for Board communication with communities

New Sister Projects Proposals: Facilitate structure around new wiki project proposals

Governance Committee Priorities

Note: these are ranked in priority order

Recruit Board-selected trustees for new seats

• Including working on their onboarding plans

Draft guidance on sharing power with the Global Council, informed by Wikimedia Foundation governance requirements and restrictions

• Cross-committee partnership with Community Affairs Committee

Draft recommendation on a process that incorporates affiliates for the next elections for community- and affiliate-selected trustees (in 2022)

• Consider how the Governance Committee and Elections Committee will work together
• Cross-committee partnership with Community Affairs Committee

Implement a continuous improvement / education program for trustees Implement a trustee performance review process

Talent and Culture Committee Priorities

Help with post-joining onboarding/learning curve of new CEO

Assist CEO/Staff in a broad (ongoing) review of global compensation structures, processes, proposals

Align and set 2021 CEO goals, and the evaluation-process

Help guide acceleration of DEI outcomes

Be available for relevant hiring and talent management needs of the Wikimedia Foundation executives

Problem-solve, as needed, relevant people issues at the Wikimedia Foundation

Product & Technology Committee Priorities

Oversee the development of Technical Strategies to realize the Product Platform Strategy and support our 2030 Movement Strategy

Oversee the development of execution plans and investment models for the Product and Platform Strategy and supporting technical strategies

Facilitate initial steps toward implementing due diligence processes and other key commitments set forth in the Human Rights Policy by the Product and Technology departments, and work with the Human Rights team to establish a process for human rights counseling around product and technology

Collaborate with staff to encourage and facilitate innovation around product and technology design and with the Community Affairs Committee, when needed, to gain insights from and engage with our global communities

• Cross-committee collaboration with CAC

CEO Priorities for First Six Months

Top Three Priorities:

• Revamp Annual Planning Process
• Recruit product and technology leadership
• Launch first phase of values refresh process

Additional Priorities:

• Support movement strategy processes
• Engage with key external partners
• Support Board of Trustees Priorities