[Translators-l] How should I translate "the Board"?

Philippe Verdy verdy_p at wanadoo.fr
Thu Jan 26 21:14:15 UTC 2017

I don't think that this internal name has any legal binding, only the name
of the WMF as a whole is legally bound (plus additional translations if
they have been registered by the WMF as reserved brands). The generic legal
term is independant of the existence of the WMF itself and would apply to
other organizations. Locally, it may still have translations even if it
works according to a legal definition. So it does not matter for example if
we have "foundations", "associations" for non-profit organizations (but
generally to benefit from tax-exemptions and accept donations, those
organizations need some legal accounting and will be incorportated in the US

In Europe this is not necessary, associations work as non-profit and may
accept donations and benefit from tax-exmpotion provided they have a
reliable accounting, and most of them will have their accounting certified
by an external auditor, generally a commerical company or certified
professional; there are a few other requirements for tax-exemptions:
tracability, social reponsabilities if they emply people, annual meeting,
an elected "bureau", but membership is generally accessible to everyone,
including corporates, and membership fees are payed depending on status of
members but notamlly do not give excessive voting rights to corporates; if
these corporate members have a majority of votes or someone controls more
than 50% of votes, it can no longer be an association and the organization
will have to become a corporation/company and the association dissolved.

"Foundations" in US are much more relaxed because only one member may have
the full power on it and may provide almost all its working budget, other
members only have a consultative right. These would be coprorations in
Europe and would not be eligible to provide tax-emptions to donators,
unless these donators are gourped in a separate affiliate where members
have some decision and auditing power.

Anyway US is still not officially not a single-language country (English is
not really an official language, it is just used "de facto" and many places
in US accept other languages, notably French, Spanish, or native Amerindian
languages in some areas). So various federal laws are effectively written
origiannly in other languages (Spanish and French) and were translated only
later (but in case of interpretation conflicts, the original versions are
still binding and prevail). That's why so many contracts, and acts in US
are explicitly stating the language in which it is origianally written, and
explicitly assign a competent court in one specific state. The local
jurisprudence has extablished the equivalences of terms on a case by case
basis by interpreting the acts and contracts and just see if they were
"fair", i.e. not abusive, and clear enough for all contractors when they
were adopted/registered.

English is just used "de facto" at the federal level, but member states may
have other official or working languages, and federal laws are not directly
applicable in states without adoption by them (and states can still veto
some laws voted at federal level, or change "legal terms"). Effectively the
WMF is not really bound to US law but to the laws of the US state where it
is registered and other states where it has some operations. What is then
important is its act of incorporation in that state, whose language is
significant and prevails in case to conflicts with other languages used and
recognized in the same state.

But legal terms is one thing: for general communication, in documents that
are not contractual or mandated by authorities or applicable laws, the WMF
may still accept to have translations of its internal bodies and use them,
because it will help better explain its activities to the world and to
contributors. These internal boeies anyway are not trademarks and cannot be
reserved for exclusive use by the WMF.

2017-01-26 21:14 GMT+01:00 Gregory Varnum <greg.varnum at gmail.com>:

> I will also share - from Affiliations Committee experience - that many
> affiliates use “Board of Directors” based language - but are still making
> an effort to in general mimic basic WMF nonprofit legal values (although
> not exact Board selection process, to be fair).
> -greg
> > On Jan 26, 2017, at 3:12 PM, Gregory Varnum <greg.varnum at gmail.com>
> wrote:
> >
> > I too am not a lawyer, however, having been involved with a lot of
> nonprofit governance, I think that for these purposes, in other languages,
> yes - "Board of Trustees” and “Board of Directors” are basically
> interchangeable. The selection of words is usually a stylistic or homage
> based reason more than a legal distinction. That is not always the case,
> and when available, I recommend using “Board of Trustees” - but if there’s
> a language issue presented by this, I think "Board of Directors" is a
> reasonable substitute to base a translation on. Again, I say that not being
> with Legal and not as an official WMF recommendation, just my own personal
> two cents. :)
> >
> > -greg
> >
> >
> >> On Jan 26, 2017, at 3:07 PM, Guillaume Paumier <gpaumier at wikimedia.org>
> wrote:
> >>
> >> Hello,
> >>
> >> 2017-01-26 9:38 GMT-08:00 Lena Traer <ltraer at wikimedia.org>:
> >>>
> >>> Would you say that the Board of Trustees at WMF has the same role as
> the
> >>> traditional Board of Directors? If that is the case, "Conseil
> >>> d'administration" likely is most appropriate translation.
> >>>
> >>> In Russian, the "board" is also translated as "council". However,
> "Board of
> >>> Directors" and "Board of Trustees" translate slightly differently. I
> think
> >>> non-profit organizations are likely to use "Board of Trustees" whereas
> >>> for-profit corporations use "Board of Directors".
> >>
> >> I'm not very familiar with the legal intricacies of the different
> >> kinds of Boards. To be completely accurate, the best term would
> >> probably be the English one ("Board of Trustees"), simply because it
> >> has an official definition in a specific geography and doesn't have an
> >> exact equivalent in other locales. But for the reasons given by
> >> Matthieu, it's generally better to try and find the closest
> >> approximation.
> >>
> >> In France, both non-profit organizations and for-profit organizations
> >> can have a "Conseil d'administration". It's also the French phrase
> >> we've been using on the Foundation's website since 2004 (although the
> >> page hasn't been kept up-to-date with changes in Board members
> >> recently): https://wikimediafoundation.org/wiki/Conseil_d%
> 27administration
> >>
> >> Hope this helps :)
> >>
> >> --
> >> Guillaume Paumier
> >>
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