Talk:Wiki Project Med/Conflicts of Interest

Resolutions to concerns

In the past, for example here, I have expressed concerns about this draft. My chief concerns included my own ignorance of what a conflict of interest policy should include, and my perception that there was not sufficient expertise put into the development of this policy to ensure a robust guideline. After the talk described at Wiki_Med/Board_meetings_3, I am comfortable supporting this COI as the one which Wiki Project Med Foundation should use.

However, I still do have some lingering doubts because I feel like this is setting a legal precedent in a field which no one understands. Neither the Wikipedia community nor those outside the Wikipedia community have a good understanding of the legal ramifications of the community making rules for itself, and as an example of this lack of understanding, just recently a Wikipedian in France was threatened with legal action by the French government because of the content of a Wikipedia article. That is not related to conflict of interest, but it shows how things which happen on Wikipedia have broader implications outside this community. I feel that development of health content is especially likely to come under external scrutiny as compared to other content.

To calm my fears, I propose that if this draft is ratified by this group, then immediately it be advertised to other stakeholders in the Wikimedia movement. If Wiki Project Med Foundation ever does anything without thorough counsel, then that reflects poorly on the entire movement, and for that reason, if other groups want input into our COI policy then I feel that they should be continually invited to give that input. Of course this would happen naturally just in the process of making people aware of the WPMF as will happen at the 2013 Wikimedia Conference in Milan and in all other things. Some of the groups with which I would particularly like to share this policy with include the Wikimedia Foundation, the larger Wikimedia chapters, and some of the more popular Wikimedia community discussion boards. I am not expecting any particular response from any of these groups, but by making the offer and increasing the transparency of WPMF, I feel like this group is sharing in both the responsibilities and benefits of proposing such a precedent-setting and radical guideline as this COI policy for this organization. I am not surprised about anything in this guideline and I feel that it is what I expect and conservative in its reach and scope, but still, I recognize that it seems new and if anyone anywhere wants to share developing it then I would like to be open to further comments. This draft has my support. Blue Rasberry (talk) 15:39, 11 April 2013 (UTC)

I have some concerns that parts of this may prove impractical. For example: "Board members will not be eligible to receive any prizes in connection with WPMEDF initiatives." Why not, given that most prizes don't come with any money attached? A lot of "prizes" are just pieces of paper whose primary purpose is to get someone's org into the news. (That'd be your org.) Why would you want to prevent that? Even when money is attached, why not? Why shouldn't Doc James, as founder, be eligible for the Nobel Peace Prize, if WPMEDF's work is someday determined to be critically important to the world?

Also, it says that they intend to exceed the legal requirements, but not what the legal requirements actually are, which individual Board members ought to know. WhatamIdoing (talk) 19:52, 11 April 2013 (UTC)

Yes, that needs clarity. The Nobel Prize will be going to the organization in a way analogous to how Médecins_Sans_Frontières accepted theirs. Otherwise I would be in favor of this line being revised or striken. It bans en:Wikipedia:Barnstars as well as things like scholarships, the "awarding" of grants which are portrayed as prizes, and other things which non-profit organizations traditionally encourage their members to seek and competitively earn.

I agree that it makes no sense to promise to exceed "legal requirements" which are neither cited nor defined, and that this promise should be removed unless some guidelines are referenced or defined. Blue Rasberry (talk) 21:18, 11 April 2013 (UTC)

Mmm. I took the prizes item to mean prizes awarded by WPMEDF. I've ordered a book from BoardSource about COI and will comment more once I've read it. (I've also ordered their new board member's starter kit and will be happy to post any of these on to any WPMEDF members interested, once I've read them.) --Anthonyhcole (talk) 09:28, 12 April 2013 (UTC)

Prizes from WPMEDF hadn't occurred to me, but it's pretty common in volunteer orgs. I've "won" a handful. The "prize", if anything, is usually a token gift, like a box of chocolates or a framed photo. It's not uncommon to have a "<Name of Deceased Volunteer> Memorial Prize" as a volunteer appreciation thing. I don't see the point in banning this kind of prize. If you don't want to do these things, then don't do them. If you decide later that you want to do this, then you won't want to have to re-write your COI policy to do so. WhatamIdoing (talk) 16:53, 12 April 2013 (UTC)

I've clarified the prizes section. The goal is to prevent a person who directly sets up or organizes a WPMEDF contest from winning that contest. It shouldn't apply to rewards from outside institutions. If James wins a Nobel prize, that's ok! Ocaasi (talk) 18:15, 11 May 2013 (UTC)

Feedback

Hi, I was invited to take a look at this policy, based on my experience from dealing with WMUK's issues last year and lessons we learned as a chapter board. I have not spend a long time reviewing it, but I do like this policy a lot, it ticks a lot of boxes for me. Such as the six months period before taking up related employment (tick), managing public representation (tick), when to step down (tick). So good job people, I like this as an example for other thorgs. A couple of minor refinements that occur to me:

--Fae.

(responses inline by Ocaasi)

1. With regard to "Reviewing conflicts of interests" it would be great to have some independent governance over whether a review was sufficient. I don't know if you are planning on defining an audit committee at some point, if not, you might want to have a further way of dealing with or escalating a complaint that, say, long term board member friendships influenced a decision. This might be particularly relevant if someone leaves the board and takes up a related position in less than the suggested 6 months.

   Check out a new proposal for Peer review and Outreach review. No such process yet exists, but we might think about creating one.

2. It would be worth identifying how declared interests are intended to be managed. If an interest is complicated, it may need an independent board member to take responsibility for monitoring the interest and discussing these in detail with the person(s) affected rather than expecting the whole board to discuss them. The board can then expect a fair and independent summary of any issues and a proposal of how they are to be (or are being) managed. Often this is simple recusal, however sometimes the expertise of the board member with a DOI has great value and then finding a way to assure that advice stays neutral is essential, even if they recuse from voting or discussion.

   We could assign specific members to handle individual COIs. For now it's just 'the Board' generally that handles it. The Membership Secretary would know of the COI issue first, and then the Vice President or President could review it and decide if it needs to be raised for board discussion.

3. It might be handy to distinguish between potential conflicts of interest (people mostly think of these as financial) and potential conflicts of loyalty (where we think more about friendships or past employers). It might also be worth emphasising that a conservative Declaration of Interest (DOI) does not mean that there is an actual Conflict of Interest. For example someone that declares many interests in detail, may in practice not need any management of COI to be in place as they are all irrelevant at the current time.

   Excellent distinction. Will add.

4. There are no figures set. This might be deliberate, but many organizations put an example limit on what is a reasonable lunch or gift. For example a fruit basket gift worth less than $20 might be a limit, or a dinner with an estimated value of less than $25 might also be okay. Perhaps an external standard could be of use here?

   I think we're going to keep this figure-less and common sense. I might add a note that 'token gifts' are generally under $30.

5. With regard to board members committing to this standard and any other expectations for conduct, you may be interested in wmuk:Trustee Code of Conduct which the UK Charity requires new trustees to sign up to. It gives a simple single place where our behavioural expectations are made clear, and anyone that feels unable to comply with them should consider stepping down.

   I will look at where to add this. High expectations for the Board are a great way to set the right tone for the whole group.

6. There might be a wider policy that applies, but I think this policy and others that relate to governance, should be part of a planned annual review. In practice this might mean that at one of the board meetings, the directors take a bit of time (15 minutes) to consider any recommendations for policy improvement and take some notes of what internal reviews have been done of governance in general (possibly in response to any incidents and the associated learning points).

   Annual policy review is brilliant. Figuring out where to codify that.

I hope some of these quick and minor notes are helpful. Apologies if I am noting anything you have already discussed and dealt with elsewhere. Cheers --Fæ (talk) 15:32, 15 May 2013 (UTC)

This is excellent Feedback Fae. Thank you! I'm going to think about how we can incorporate each of those points. Cheers :) Ocaasi (talk) 15:59, 15 May 2013 (UTC)

Three comments:

• It's normal for a developed organization to have a set schedule for reviewing policies. Depending somewhat on the number of policies, it's normal for it to be a multi-year review cycle.
• How are you going to enforce the "no jobs for six months" rule? Imagine that Joe Board resigns in January. He is hired in February by Some Conflicts. Now what?
• The US IRS sets a monetary limit on gifts that can be considered "token". Anything above that creates a hassle about compensation and income taxes. I believe that it was $25 a few years ago, but I'm not sure if it's changed since then. WhatamIdoing (talk) 22:32, 15 May 2013 (UTC)

Thanks WAID. I've added a policy review clause and mentioned token gifts being under $25. I've also added that failure to follow the related-employment protocol results in no longer being able to participate as a WPMEDF Board or regular member. Considering that WPMEDF will likely play a role in setting up Wikipedian-in-Residence positions, we will hopefully be able to lead partner organizations to abide by this protocol in their recruitment, so that they can get the public endorsement of WPMEDF. In theory we could pursue reimbursement of funds for positions improperly acquired, although I suspect the legal ground there without a formal contract is dubious, and besides, we want to operate on good faith where we can. Ocaasi (talk) 17:03, 16 May 2013 (UTC)

If you want to specify the details of your policy review cycle, then you would normally do that in a policy about policies. But that's a minor issue. (If you want it to happen, I recommend assigning the responsibility for making that review happen to a specific Board member.) WhatamIdoing (talk) 19:22, 16 May 2013 (UTC)

COI

How would one determine "WPMEDF won't take money from someone whose mission is clearly in conflict with ours, and a simple COI declaration for donors is required for substantial donations (over $1000)" Doc James (talk · contribs · email) 14:22, 21 May 2013 (UTC)

We would ask them to declare on the donation form that their mission is not in conflict with ours, and if the donation is earmarked for anything they could disclose their related organization affiliations. Or we can take that part out and just say we take money from anyone and use it to advance our mission, unless the donation is earmarked in which case donors are public and COI must be reviewed by the Board. Ocaasi (talk) 14:45, 21 May 2013 (UTC)

I'm playing with the language here, but am more than open to suggestions.j Lane, I agree that we want robust engagement with donors, we just have to have a way to review that such relationships are not in conflict with our mission. WAID, any thoughts? Ocaasi (talk) 14:53, 21 May 2013 (UTC)

[A tip based on WMUK working practice] You might want to consider 'large' donations being subject to acceptance by Board review. One (nice) way of ensuring this happens is to expect the Chair (or CEO) to send a personal thank you letter in response to a large donation. The process of the Chair preparing a thank-you letter, and so looking at the donation and understanding where it came from (an individual, an organization with a mission and the source country for the money transfer) may then raise questions. If the Chair has to report back to the board on donations over a certain figure (like $1,000) then at least the Chair has to be confident of answering any questions that fellow board members might think of. If there is ever any doubt, one would expect the Chair to delay transferring or cashing the money until they, or someone they action, have investigated sufficiently. BTW, there may be money-laundering rules in the country your bank account is in that must be complied with. Basically, if the source of any large sum of money is really unclear, then delay taking it until you have some independent advice. - Just my thoughts as a volunteer. --Fæ (talk) 15:02, 21 May 2013 (UTC)

I think that you should look up policies from similar organizations and use them as your model, rather than re-inventing the wheel. What you've started with feels very strange to me. WhatamIdoing (talk) 22:03, 21 May 2013 (UTC)

I agree. Every policy should be based on precedent. Blue Rasberry (talk) 01:35, 22 May 2013 (UTC)

Some charities however are little more than marketing / lobbying fronts for pharmaceutical companies. Many get more than 75% of revenues from parties which do not necessarily share their stated goals. I see the reason for what Ocaasi proposes as an effort to prevent this and thus a good idea. Do not think it will be an issue for us but good to be forward thinking. Doc James (talk · contribs · email) 05:17, 22 May 2013 (UTC)

So don't use those 'charities' as your examples. Does your hospital have a charitable foundation? Is there a patient-support organization in your area? How about a charity associated with your medical school? See what they do.

You might also benefit from thinking about the types of donations that you're likely to encounter. $50 from a member is not worth hassling people about potential COIs. (You have much more important things to do with your time.) Who realistically might make a large donation? Who realistically might make an earmarked donation? What cases do you want to cover, and what cases do you want to skip? (For the latter, consider the in-kind donation of a Board member paying for his own foundation-related travel expenses.) WhatamIdoing (talk) 20:05, 22 May 2013 (UTC)

About donations, grants, and influence

There was some talk about donations at Talk:Wiki_Project_Med#Donors. I am continuing that talk here.

Some points -

• I am aware of some large non-profit organizations with budgets in the 100 millions which have dedicated staff to manage donor outreach. They start treating people as major donors and give them complete attention when they contribute more than USD $500. By complete attention, I mean that they would make time to talk personally to the donors for as long as the donor liked. While I do not think that Wiki Project Med needs a formal policy about this, I think that the organization should show respect to anyone who makes a donation of any amount.
• Donors should influence this organization a lot. For many organizations, some or all of the board members are chosen either for being donors or because they attract donors. This is not about the money, but about getting engagement. A significant donation from a developing economy, even if it was less in terms of international value than a small donation from a more developed economy, shows immense support that cannot be quantified. I think that it is only right to watch the sources of donations because those are the sources of good will. People who give to the organization want it to succeed.
• Donations will confer special privileges from the board if the board intends to support Wikipedians in Residence. Anyone who funds a Wikipedian in Residence for a medical organization will get a lot more board member attention than anyone who has not done such a thing. This is not bad; it is just the nature of non-profits. The board of the Wikimedia Foundation itself has given special attention to organizations which its board members represent - consider en:User:Timothysandole and his profile at Harvard. This person has no backing or relationship with the Wikipedia community, but has endorsement - from the WMF board, so I understand - to advertise himself as a Campus Wikipedian. This is fantastic and he is doing great work, but his position came to be with influence from people who had influential relationships with an organization.
• Consumer Reports when it announced that they were hiring a Wikipedian in Residence made a significant monetary donation to the GLAM consortium. For that - as I understand - they purchased review of their intentions to engage the Wikipedia community and advertising from GLAM staff in the employ of the WMF. I think that Wiki Project Med could do the same thing.
• I suspect that much organizational funding will be in the form of grants, not direct donations, and will be from people who would give the grant if the organization did something in return. Grants are very persuasive and organizations accept them if they are in line with its mission, but definitely they guide the direction of the organization.
• Of course donations do not buy votes directly. That is not the issue.

Thoughts? Blue Rasberry (talk) 14:43, 21 May 2013 (UTC)

We are uniquely placed to not have to rely on large donors. We have a website visited by half a billion unique users per month and such goodwill that the WMF is able to raise whatever funds it thinks we need from that readership in average $30 donations. I don't, personally, understand why we would want to accept "tied" funds or favours from wealthy individuals or corporations when a source of funds exists (our readers via the WMF) that has no conflicting or potentially conflicting interest.

I can understand us accepting large tied donations from rich individuals or corporations if we find that the WMF is refusing to fund programs we deem to be important to our shared mission, but we have no reason to believe that will come to pass. The kinds of programs we're engaged in and that we're projecting for the future are all 100% in line with the WMF's aims; they can fund us to the hilt, and I think they should. Expecting us to solicit favours from governments, companies, other non-profits or wealthy individuals imposes an entirely unnecessary and potentially corrupting burden on us for no apparent reason.

Does the WMF have the view that thorgs and chapters must seek funding from other sources? If so, can someone point me to the reasoning behind that position? --Anthonyhcole (talk) 06:49, 23 May 2013 (UTC)

As far as I understand the general situation, the WMF is happy to provide project funds (i.e. grants) or annual operating grants (through the FDC) but encourages organizations to seek outside funding as well (this allows the organizations to get funding for costs that are for some reason not seen as priorities by the WMF and brings in outside funds to the movement). Generally, I would recommend relying on the great opportunities the WMF offers as the organization is starting out (cherry picking the outside opportunities that often come with more difficult strings than the WMF) and building up capacity to request outside funding as the organization matures (especially as the funding needs grow, there is going to be a scarcity of available FDC funding). –Bence (talk) 08:47, 23 May 2013 (UTC)

I'm sorry to hear there is going to be a scarcity of available FDC funding. What will be the cause of that, Bence? Presently, our readers seem happy and able to give us what we ask for. --Anthonyhcole (talk) 11:56, 23 May 2013 (UTC)

Scarcity might not be the best word, but as more and more entities are striving to get FDC funding, there will be increased competition for the pie, which although increasing, will probably not increase as fast to grant all wishes. The result will probably be that the quality or impact of the projects funded need to be high as there will be less and less money available for low-impact programs – this in theory will benefit the movement overall, but will make the job of individual entities harder. –Bence (talk) 12:02, 23 May 2013 (UTC)

We're only interested in high-impact effort here. :) --Anthonyhcole (talk) 12:51, 23 May 2013 (UTC)

Say the Indigo Foundation wishes to donate 14.5 thousand dollars directly to efforts to improve medical content in Easter African languages (which they in fact donated to TWB to help with this project a while ago [1]) then I think we as a board should be supportive. We applied for a $100,000 to $500,000 grant from the Gates Foundation a while ago but did not get it. This would be something we may look at doing again in the future. These grants would be tied to specific projects but these projects will line up with out mission. Doc James (talk · contribs · email) 10:24, 23 May 2013 (UTC)

Mmm. The Gates Foundation and Indigo are so closely aligned with our goals that I certainly won't be objecting to funds from them. But the Foundation should fund that translation project fully and without reservation, via this thorg initially (and ultimately via a translation user group/thorg). --Anthonyhcole (talk) 12:48, 23 May 2013 (UTC)

If we can find additional outside funding I am happy for it. Finding funding from organizations that specifically deal with health care could also provide benefits of expertise. Also keeps us more independent. Doc James (talk · contribs · email) 13:01, 23 May 2013 (UTC)

I take your point about independence, but I would see an actual need for us to go begging (to governments, for-profits, other non-profits or rich individuals) as major failure on the Foundation's part to fulfill its obligation to its donors, or on our part to strategically plan or communicate our strategic plan. --Anthonyhcole (talk) 13:27, 23 May 2013 (UTC)

While I think if we keep our costs down no begging or any real funding by the WMF will be needed. We really only need funding if we are looking at a big project and either way we will need to sell the idea to the WMF body in question or a donor. Doc James (talk · contribs · email) 13:32, 23 May 2013 (UTC)

The translation project is big. And it's going to require significant funding. Though I can think of several charities that might be persuaded to fund it, I can't think of one more appropriate than the WMF. Do you think TWB and/or Indigo would be willing to share their evaluation of and lessons from the Swahili project when it's completed? Can you squeeze in a Skype chat over the next day or so? I have some questions about translations. (Time converter) --Anthonyhcole (talk) 14:35, 23 May 2013 (UTC)

Expecting us to solicit favours from governments, companies, other non-profits or wealthy individuals imposes an entirely unnecessary and potentially corrupting burden on us for no apparent reason.

And it would be better to have the WMF do exactly the same thing on your behalf? They're not magically immune to this "corrupting burden", either, and funding restrictions get passed down right along with the money.

More relevantly, translation is probably going to be classified as content-building, and it is my impression that the WMF does not fund content, or anything that even looks like funding content. If you have to pay professional translators, rather than recruiting people as volunteers (perhaps group projects or extra credit for schools that teach medical translation?), then I think you are going to have to get the funding from some place other than the WMF. WhatamIdoing (talk) 16:16, 23 May 2013 (UTC)

No. I don't think the foundation should be soliciting funding from large donors other than through banner ads in annual fundraisers. We have the 5th/6th most visited website in the world. We don't have to do that. Doing that is potentially corrupting. I wouldn't be fanatical about this. If we couldn't raise what we need through annual fundraisers then of course we would go after other sources. But other sources come with a significant risk of influence, and when we don't need to take that risk, we shouldn't. In fact, if the foundation ever finds the readership is unwilling to financially support this encyclopedia, and it needs to rely on tied gifts from tycoons and the like, it should recognise that Wikimedia has failed its readership. We can, as Bence suggests, cherry-pick offers of funding and other resources, but relying on large donations - and surrendering board positions or other influence in exchange - is a mistake. --Anthonyhcole (talk) 04:26, 24 May 2013 (UTC)

The WMF has several employees who do little else except active apply for grants and solicit both large cash and in-kind gifts people and businesses. They have always done this. It happens that most of their money comes from community donations (I believe that they define this as <$10K, and that average is now less than US $20), but they receive millions of dollars each year from larger donors. If you haven't seen any signs of undue influence so far, then you probably don't need to worry about it.

Generally, what you called a "tied gift" is not a problem, especially if you're approaching them instead of them seeking you out. You want to buy a computer, or build a library, or whatever, and you find people who are willing to pay for that. That's good. The problems generally appear when you're minding your own business, and someone proposes that you do something that had never occurred to you. All you need then is the courage to say no, and no policy can protect you if you all lack that courage. WhatamIdoing (talk) 21:08, 24 May 2013 (UTC)

I suppose I am being a bit odd here. I have it in the back of my mind that big donors, or their spouses, have been given seats on the WMF Board in the past. Have I got that wrong? It's that kind of thing I find creepy. --Anthonyhcole (talk) 13:49, 25 May 2013 (UTC)

I don't know what's happened in the past, but Board of Trustees#Roles and structure says it's not happening now. The Board composition since 2008 has been Jimmy Wales, five community-elected positions (three general, two chapter), and four people with specific expertise.

It is common and recommended for non-profits to include three groups of stakeholders in their board: "program", "money", and "experts". So if you were running a food bank, you would have some members who know how to run food banks (e.g., retired employees, former food-bank clients), some members who are dedicated to fundraising (these are often, but not necessarily, some of your biggest donors), and some people with expertise (e.g., an accountant and an attorney). The exact proportions depend on the situation; your local opera or ballet company probably has a lot more "money" on their board, and a low-budget operation (like yours) probably focuses more on "program" members. Donors are generally not permitted to appoint board members, unless it's a private foundation (including corporate foundations) or the "donor" is really a legal arrangement between two closely related organizations (e.g., a hospital and a separate endowment fund dedicated to supporting the hospital). In both of those cases, the non-profit was normally set up for the express purpose of supporting or promoting the other group, and the original bylaws will say that the hospital's board (or the big company) gets to appoint some or all of the board members for the non-profit (e.g., Google, Inc. probably appoints some people to the board of the Google Foundation).

On a related point, some boards require donations from board members. Especially if the board exists largely to raise money (e.g., major fine arts orgs), then there may be a sizable minimum donation. Often, this minimum is stated as "give or get": either you personally donate US $1,000 each year that you're on the board, or you get donations from other people that add up to that amount. But it is normal for smaller orgs to assert that each board member should make some monetary contribution each year, and that this amount should be whatever the individual board member can state, in good conscience, is a significant fraction of his or her charitable giving for that year. WhatamIdoing (talk) 21:58, 25 May 2013 (UTC)

Interview with Sue Gardner: (on the Foundation's philosophy on fundraising from 7 minutes in to 11 minutes.) Pretty much allays all my concerns above. (I found this interview with the board chair, Kat Walsh, quite informative, too.) --Anthonyhcole (talk) 04:15, 7 June 2013 (UTC)

Wikimania

Lori Thicke and myself will be speaking at Wikimania this year about these efforts.[2] All the translation is being done by volunteers. There is some expenses from setting up translation centres and hiring people for coordination. Yes should be free a bit the next few days. Doc James (talk · contribs · email) 22:24, 23 May 2013 (UTC)

• Thanks. But I'm now thinking it's probably sensible for me to wait until I've seen your Wikimania presentation. --Anthonyhcole (talk) 04:26, 24 May 2013 (UTC)

Are you making it to Wikimania? We need to organize a meeting of those interested in Wiki Project Med there :-) Doc James (talk · contribs · email) 11:15, 24 May 2013 (UTC)

I'll be there. Perhaps nearer the time we can create one of those timeline things that we use to coordinate board meeting times, to line up at least one medicine meet-up that doesn't conflict with too many other events and commitments. --Anthonyhcole (talk) 13:49, 25 May 2013 (UTC)

Discussion and Vote!

Discussion

Thoughts or concerns on the policy?

Vote!

Support. I think this accomplishes our goals of protecting reputation but still gives us flexibility. Ocaasi (talk) 13:39, 19 May 2013 (UTC)

Foundation policy

foundation:Guidelines on potential conflicts of interest might be worth reading. WhatamIdoing (talk) 16:58, 27 May 2013 (UTC)