Board/Minutes/2022-02-S2S/Conflicts of Interest
Notes by participants. Might be enriched.
This session took place in parallel with "Parallel session: Fundraising". A summary was provided to the other group.
- Amanda McCann
- Jean-Marc Liotier (facilitating session)
- Mikel Maron
Officers and board
Post-meeting addition of links and formatting by Dorothea Kazazi.
A: Current Conflict of Interest (CoI) Policy: https://wiki.osmfoundation.org/wiki/Conflict_of_Interest_Policy
A: Working Groups (WGs) /etc can decide their own CoI policy, and if they don't tell the board what it is, then the board CoI policy applies to that working group
JM: Asked about our current CoI
OSMF's current CoI policy prevents decisions by members with CoI. One possible further restriction is preventing participation in debates affected by CoI.
A: UK company law doesn't allow a director to do actions which they have a CoI on (i.e. there's a UK legal concept of CoI)
A: A member with CoI is currently allowed to start a circular resolution (CR) (maybe)
A: Amanda has started circular resolutions despite having a CoI on the topic
A: possible next step is for board to change board rules of order to not allow member with CoI to start a circular resolution
JM: Who decides on whether there's a CoI ?
A: CoI policy (& UK law) defines CoI. a board member may request a vote on whether another member as a CoI, but that can be seen as rude.
A: mod subcommittee didn't think our CoI policy was good enough for the moderation team choice
A: suggestion: update CoI policy to disallow coi'ed members from talking
JM: Asked about CoI on Working Groups
A: board CoI (policy) applies to all Working Groups (unless they say otherwise). explains some history of CoI in Communication Working Group (CWG) (which wasn't much)
- Amanda to start the process for a circular resolution to change the Board conflict of interest policy to disallow board members with conflicts of interest from participating in discussion
- Amanda to start the process on a circular resolution to disallow board members with conflicts of interest from starting a circular resolution vote/motion on a topic