Charter of the EDMO Governance Body
The governance of the European Digital Media Observatory (EDMO) is entrusted to an Executive Board and an Advisory Council. The work of both bodies is supported and coordinated by a Secretary-General. Together they form the EDMO Governance Body.
The Executive Board (EB) ensures the implementation of the various tasks of EDMO and is composed by: a coordinator for research, a coordinator for media literacy, a coordinator for fact-checking, and three representatives of the EDMO Hubs. The Advisory Council (AC) provides guidance on strategy and observes the Executive Board’s compliance with the project guidelines and principles. AC members are appointed and act in their own name to the best of their ability and knowledge, not for or in the name of the organisations they otherwise work for. Their overriding aim shall be to pursue the EDMO goals, not act in corporate interests.
The Secretary General supports the activities of both the Executive Board and the Advisory Council and ensures communication between the two. The Secretary General has no voting right.
The Executive Board can count on the support of the EDMO Management Committee. The latter is composed of one chair (from institution leading the consortium), one representative of each partner and subcontractor of the EDMO consortium and one representative of the EDMO hubs. The Management Committee meets once a month and its chair participates without voting right in the meetings of the Executive Board.The meetings of the Management Committee will take place before the EB meetings and relevant documentation is shared when needed.
A conflict of interest generally refers to a situation where the impartiality and objectivity of a decision, opinion or recommendation of the Board Member is or might be perceived as being compromised by a personal interest held or entrusted to a given individual. Relevant personal interest may be of financial or non-financial nature and it may concern a personal or family relationship or professional affiliations (including additional employment or "outside" appointments or former employments or appointments) and other relevant outside activities.
Complaints about EDMO activities and staff can be brought to the attention of the Advisory Council via the Secretary-General. Anonymity will be guaranteed.
Executive Board
1. Remit of the Executive Board
The Executive Board (hereinafter referred to as EB) of EDMO ensures the effective and impartial implementation of the tasks EDMO is in charge of.
In particular, the EB:
Decides on the overall operational aspects related to the implementation of the activities of EDMO
Supervises the implementation of the activities of EDMO
Proposes to the Advisory Council the strategy to be followed by EDMO and reports on its implementation
2. Principles and Values of the Executive Board
The governance of the EB reflects internationally recognized standards of good governance and is based on the principles of independence, openness, participation, accountability, effectiveness and coherence.
Membership of the EB is public to assure transparency and members will act in the sole interest of EDMO, in line with the Seven Principles of Public Life (the Nolan Principles).
In implementation of the principle of independence, each member is expected, upon appointment, and then once yearly at the Secretary general’s request, to disclose substantial interests he / she has in sector / sub-sectors of the information ecosystem, plus a statement that this does not at this stage jeopardize his / her independence, except any listed topics that would be off limits. Failure to provide such a statement, after one warning, may lead to a request to resign.
3. Structure of the Executive Board
The EB consists of seven members including its Chair.
The size of the EB may, upon consultation with the Advisory Council, be changed by a majority vote of the current EB and after consultation with the project partners.
The EB is composed by a Chair, a coordinator for Research (from the EDMO consortium), a coordinator for Media and Information Literacy (from the EDMO consortium), a coordinator for fact-checking (from the EDMO consortium) and three representatives from the EDMO hubs. The latter are elected on a yearly basis by the hubs, in majority voting with one vote/one hub. The Chair of the EB is appointed on the basis of a proposal of the project leading institution as well as the other members of the consortium. Their initial mandate runs for the full initial length of the EDMO project funding period. After that, they will be appointed for mandates of three years.
The Executive Board can count on the support of the EDMO Management Committee. The latter is composed of one chair (from institution leading the consortium), one representative of each partner and subcontractor of the EDMO consortium and one representative of the EDMO hubs.The Management Committee meets once a month and its chair participates without voting right in the meetings of the Executive Board.The meetings of the Management Committee will take place before the EB meetings and relevant documentation is shared when needed.
The initial mandate of the EB members runs for the full initial length of the EDMO project funding. After that, they will be appointed for mandates of three years.
Where an EB member leaves for any reason, the remaining EB members shall appoint by consensus, and after consultation with the Advisory Council, a replacement. In case it is the Chair that leaves, the replacement will take place accordingly to the appointment procedure of the Chair foreseen above.
4. Decision-making process of the Executive Board
Ordinary decisions of the EB shall be taken, whenever possible, by consensus. If no consensus is reached the Chair can decide that the decision can be taken on the basis of a simple majority vote.
5. Financial Transparency
All expenses incurred by the EB will be made transparent in the program accounts.
6. Meetings of the Executive Board
The EB meets at least once a month by conference/video call of which two times per year shall be in person (remote attendance is allowed at each EB member discretion). In exceptional circumstances, members of the EB may be represented by a nominated person to guarantee attendance and decision making.
EB meetings will be combined with the Advisory Council meeting once per year. The Joint meeting with the Advisory Council will be preceded by an Executive Board meeting to prepare the Joint meeting.
The EB may schedule meetings outside of its normal scheduled meetings for urgent decisions.
Special meetings of the EB will be called by the Chair and take place at dates and times agreed by all EB members or with a minimum notice of 3 working days where agreement cannot be reached.
Team members, subcontractors and representatives of the Advisory Council may be invited to join EB meetings, based on decisions by the Executive Board.
The agenda for the meetings will be proposed to the Chair by the Secretary General following, when appropriate, a consultation with the EB members.
The Chair of the EB, in agreement with the Secretary General, will set written communication channels as well as conference calls on urgent matters.
Any member of the EB will immediately disclose to the other members of the EB any conflict of interest with any agenda point.
7. Reporting of the Executive Board
Minutes will be drafted following each meeting of the EB. Draft minutes will be sent to the EB and any member can propose changes. If no amendments are sent within one week, the minutes are approved.
Minutes will be shared with the Advisory Council.
Advisory Council
8. Remit of the Advisory Council
The Advisory Council (hereinafter referred to AC) provides guidance on strategy and observes the Executive Board’s compliance with the project guidelines and principles.
In particular, the AC:
Advises on strategic decisions within the EDMO remit upon request of the EB or on its own initiative
Provides support to the EB upon its request
Scrutinizes the work of the EB
9. Principles and Values of the Advisory Council
The governance of the AC reflects internationally recognized standards of good governance and will be based on the principles of independence, openness, participation, accountability, effectiveness and coherence.
Provides support to the EB upon its request
In implementation of the principle of independence, each member is expected, upon appointment, and then once yearly at the Secretary general’s request, to disclose any interests he / she has in sector / sub-sectors of the information ecosystem, plus a statement that this does not at this stage jeopardize his / her independence, except any listed topics that would be off limits. Failure to provide such a statement, after one warning, may lead to a request to resign.
10. Structure of the Advisory Council
The Advisory Council is composed of stakeholders who can come from academia, media, fact-checking, advertisement, policy and advocacy organisations. Public authorities cannot be part of the Advisory Council.
The AC is composed of a minimum of 12 and a maximum of 24 members with voting rights.
11. Decision-making process of the Advisory Council
Ordinary decisions of the AC shall be taken by the simple majority of the members present.
Where a vote is tied, the Chair of the AC shall have a casting vote.
12. Financial Transparency
All expenses incurred by the AC will be made transparent in the program accounts.
13. Meetings of the Advisory Council
The AC will meet at least four times a year of which one is in person (remote attendance is allowed at each AC member’s discretion).
AC meetings will be combined with the Executive Board meeting once per year. The Joint meeting with the Executive Board will be preceded by an Advisory Council meeting to prepare the Joint meeting.
The AC may upon the initiative of the Chair schedule meetings outside of its normal schedule for urgent decisions.
Special meetings of the AC will be called by the Chair and take place at dates and times agreed by all AC members or with a minimum notice of 5 working days upon initiative of its Chair where agreement cannot be reached. When the interest of EDMO requires urgent decision-making, the notice period does not apply. Voting by written proxy is allowed.
The agenda for the meetings will be set by the Chair upon advice of the Secretary-General. AC members can suggest agenda items with a minimum notice of 5 working days.
As topics are tabled on the agenda, members of the AC will disclose which ones they may have a potential conflict of interest with, or they may be directly lobbied about by a major party at stake. In these cases, the member, or where in doubt the Secretary General or the Chair, should choose for the member to abstain from the discussion and vote on that particular item.Conflict of interest statements will be filled-in by the AC members on a yearly basis and will be published on the EDMO website.
14. Reporting of the Advisory Council
Minutes will be drafted following each meeting of the AC.