Minutes 2011-08-27

These minutes were approved at the Board meeting on 11 February 2012.

Minutes for Board meeting on 27-28 August 2011, held in-person at Derby Museum.

Present:

• Roger Bamkin (Board; chair; voting)
• Mike Peel (Board; minutes; voting)
• Martin Poulter (Board; voting)
• Andrew Turvey (Board; voting)
• Fæ (Board; voting)
• Andy Mabbett (non-voting observer; Sat only)
• Ting Chen (non-voting observer; Wikimedia Foundation; Sat only)
• John Byrne (non-voting observer; Sat only)

The meeting started at 10.30am on Sat 27 Aug.

Minutes and Reports

Agenda

The agenda was tweaked from the planned version; these minutes reflect the order of the discussion as it took place during the meeting.

Apologies for absence

Chris Keating sent his apologies for not being able to attend, asking for it to be noted that he had booked his holiday to avoid clashing with a scheduled Board meeting and the meeting date had subsequently moved. Steve Virgin also sent his apologies for only being able to be present via Skype for some of the meeting.

Approval of Minutes

The Minutes 25Jul11 and in-camera minutes were approved unanimously. The In-camera minutes from 11Jun11 were also approved unanimously, with a clarifying note added.

ACTION: MP to post the record of the strategy meeting to the board wiki

Exec meeting

The executive meeting on 9 August 11 was reviewed. The minutes at Minutes 9Aug11 were approved. It was decided that a summary of the fundraiser minutes, and the rest of the minutes, will be published on the public wiki. MP to confirm whether SV was at the meeting.

Discussions and decisions needed

Where "Openness" sits in our values

AT gave a summary of the history of the chapter, and particularly the transition from V1 to V2. Due to the issues from V1, V2 had a built-in concept of openness and transparency - so that the rest of the community who weren't on the board could follow what was going on and be a check and balance. Since then, we have been becoming increasingly closed for several reasons. One is practicality - IRC meetings very difficult to do and not productive, but they were a lot easier for members to join in. Note that recent resurrection of IRC discussions lost momentum. The second thing was the issue with the charity status discussion, which ended up being covered by the media coverage unnecessarily and in a negative sense.

Two options for going forward were discussed: can either say that we're professionalising, and hence copy best practice from elsewhere - which would effectively mean keeping everything confidential, and having a separate communications strategy. Other extreme is to focus on being open, with open leadership, open meetings, everything published, etc. - and manage the risks involved. Everyone present was on the side of open leadership; however, some things do need to be kept confidential. In particular, we can't impose openness on external organisations without their permission and understanding.

It was decided that all board meetings are open, with people invited to attend, and all welcome to attend. In general, the default approach is that of openness, and cases should be made for why things are kept confidential.

(Ting Chen joined the meeting at this point.)

It was felt that openness should be incorporated more specifically into the values of Wikimedia UK.

A practical example was given by AT: we will shortly be receiving a management letter from our accountants, setting out ways that we can improve on our financial controls. These are normally kept confidential by most organisations - the risk of making them public is that we might be seen as being exceptional in having problems, rather than the correct interpretation of us being exceptional in our transparency and openness. There was the general feeling that this letter should be made public regardless - with our responses to their points being made available at the same time.

One issue mentioned was that google search might make pieces of info available outside of their context, which could lead to negative interpretations of the information. This was felt to be something to bear in mind.

It was noted that communications need to be improved. We need to make it clear that members can attend in-person meetings. We also need to make telephone numbers available to observe meetings held by telecons (through some telecon systems, telephone numbers can be made available that enable people to listen but not to comment on communications - can run IRC discussions simultaneously to facilitate feedback without interrupting the flow of the meeting). We could do webcasts of last 30 mins of minutes, with invited questions.

ACTION: Andy Mabbett to arrange for part of the next in-person meeting to be webcast (he has volunteered to do this).

It was felt that we should be proactive in publishing information, and request permission to publish from the organisations we work with. There was also a brief discussion about the circulation of information within the organisation once we have more staff hired. Improvements to how this is currently being done will need to be made - in particular, the office wiki needs to be rethought.

Growth

(Johnbod joined the meeting during this discussion.)

AT gave a presentation on his thoughts of what scope and how rapidly Wikimedia UK could grow to. The content of the talk is at Minutes_27Aug11/Presentations#AT_presentation_on_Growth. There was the general feeling that the presentation was credible; that it was ambitious, but realistic. Several points were raised after the presentation:

• Andy made the point that recording volunteer-hours is important, particularly as that can be used as "matching funds" in grant activities, and it also forms a good metric for measuring project size.
• There was a tangential discussion around how to organise so many events - one suggestion was setting up packs of information and T-shirts etc. - and how to record events that have taken place without direct WMUK involvement.
• It was mentioned that we need a strategy for what we expect from members, which then reflects on how we increase membership numbers.
• The question was raised over whether we should have some way of building contact details database to increase ability to contact people about local activities - but this was left for future discussion.

At next in-person meeting, we need to start setting the goals for the chief exec - and also the office admin - in conjunction with them.

Reports from invitees

Andy Mabbett - progress with ARKive project

Andy Mabbett gave a presentation on the ARKive project. The key points of this presentation included:

• Project: 2 days a week, started 11 July. Working from home, 2-3 visits to ARKive so far (more planned).
• AV material under restrictive licenses; however text content written by ARKive has more flexibility. 200 of these (mostly preselected) were released under a CC-BY-SA license. Involving volunteers in integrating the material into the Wikipedia articles.
• Example of 'Common box turtle' - 1 paragraph stub, expanded into a large article, merging ARKive and other free content works (pictures from commons, additional references, etc.)
• One key issue was that there was a lengthy debate, about the value and approach of the project, with a single Wikipedia editor, that took up a lot of time, and caused concerns at high levels within the project.
• Key element for the future is to brief the organisations about expectations and potential issues.
• Five articles through DYK <http://en.wikipedia.org/wiki/Wikipedia:GLAM/ARKive#Did_You_Know>. Number of hits hasn't been that great - 2-4k hits or so.
• Press coverage has been (deliberately) low key due to issues which need to be resolved in this situation, and clearly set out for future projects.
• Not been able to book the venue for the in-person event until 2 weeks before the event - which isn't sufficient notice for potential attendees.
• Review every 2–3 weeks would have been very useful, to coordinate what people are doing.
• Of 200 articles, now have 40 done <http://en.wikipedia.org/wiki/Wikipedia:GLAM/ARKive#Work_done> - and quality and improvements that have been made are considerable.

ACTION: Fæ to lead the assembly of a briefing for partners on issues and expectations surrounding this sort of project.

John Byrne - re charitable status

John presented a summary of the history of the charity status. The content of the presentation is at Minutes 27Aug11/Presentations#Wikimedia_UK_and_Charitable_Status.

Fundraiser

Roger gave an update from the phone meeting with Barry Newstead. Extensive discussion followed, including Ting Chen, about the issues surrounding the approach to the upcoming fundraiser.

MP sent an electronic copy of johnbod's presentation, and Andrew's slides on potential future chapter growth, to Ting for future reference.

(Ting Chen left the meeting at this point.)

We have a standing offer from WMDE for a week's visit to their office. It was felt that it would be very worthwhile sending the chief exec to visit WMDE - and also WMF - as part of their induction.

ACTION:: all to think about the induction process for the CEO.

2012 activity plan

AT gave a summary of expectations on the admin side. In summary:

• Chief exec - £57k
• Office admin - £33k
• Events organiser - important to get this hired sooner rather than later - important to be able to organise GLAM-WIKI, EDU-WIKI, lots of local organisations, etc.
• Developer: going to go down the contractor approach, rather than employing a full-time person. Separation of roles: sysadmin, developing. Equivalent of 1-2FTE in total?
• Hence a total of ~£200k for staff.

Fæ talked through his google docs spreadsheet of GLAM activities (available on the office wiki)

The meeting broke for the day at 5.00pm, and resumed (after much informal discussion amongst the board members taking place throughout the evening and in the morning) at 10.20am the following day.

Informal assessment of Wikipedia trainers

There are people that are training newbies to edit Wikipedia that are very good - suggest that we have a peer-review process to support them. Allow them to be called a 'Wikipedia trainer' if they have been observed by another Wikimedian training newcomers, and have met certain criteria (do job well, friendly, etc.). Would be a mix of trainers and newcomers at the events. List of people that can do the observing? The assessment process would have to be lightweight so that it doesn't put people off from doing things on their own.

The suggestion was made of having a set of contact/verification business cards with contact numbers and feedback mechanisms to WMUK on it - possibly with an expiry date of circa 3 years.

ACTION: MLP to put together a full proposal on a Wikipedia trainers course, assessment and accreditation program, in coordination with Fæ.

Continuation of minutes and reports

Review email decisions

• Decision to approved expense of £3k to run a 2-day Geocamp, potentially co-organised by the Open Street Map Foundation (to be approached) (25 July, after board meeting)
• Decision to approve the Microgrants/2011 process revision (8 August)
• Approval of File:Wikimedia UK accounts 31 January 2011.pdf, subject to fixing the list of directors appointed at the 2011 AGM (10 August)
• Decision to provide 1-2 scholarships for Wikisym 2011 (17 August)

The decisions were confirmed by the board, with a correction made to the first to specify Geocamp rather than GLAMcamp.

The audited accounts from 2010-2011 have now been signed by AT and RB, and have been returned to the accountants for their signature, after which they will be submitted to Companies House.

Actions and reports

Roger Bamkin (Chair)

Roger's report was noted.

ACTION: RB to send a holding comment to internal-l and wikimediauk-l about the fundraiser, saying we're working on the issues.

ACTION: RB to ensure that the job description for the office manager includes goals and assessment.

ACTION: RB to invite Terence to the next board meeting, and to work with him to assemble a legal agreement and transition timeline.

Need to have a clearer set of expectations for the programme going forward; what will be discussed at upcoming meetings.

ACTION: RB to ensure that all board members are able to come to board meetings on the planned dates, and to set out the key elements/theme to be discussed at those meetings.

It was asked whether we should move to having deputies, particularly for the chair. This will be discussed at the next in-person board meeting.

Mike Peel (Secretary)

Mike's report was noted.

On the monthly report, charity status needs to be linked in, and the number of sections should be reduced. Quarterly reports on different topics could be done rather than covering everything monthly. The link with reports from board members should be improved. The report should also aim to have at least one element that asks for input.

ACTION: AT to post the recruitment pack for the chief exec to the wiki, and to write a section in the August report about recruitment.

ACTION: MP to email Tom Morris to ask for recommendations for a security review of the webserver. AT also to make recommendations. Decision to get bids. Money will come from the developer budget. ACTION: MP to write a job description for a contractor on an open-end basis for supporting - asking for Tom's help. Based on a day rate?

The proposal to fund the development of a new open sourced font was discussed. If this was done, then we would want to get a letter from WMNL or WMID saying that they are happy with us supporting this. It was decided that we would support a grant request to the WMF for this project, but would not fund it.

The next meeting should include a discussion of how to support the global south.

It was decided to rename the microgrants pages to grants, with small grants to be dealt with as microgrants, and larger grants to be brought to the board. MP to investigate making the page into a form.

The pending membership applications were all approved.

Andrew Turvey (Treasurer)

Andrew's report was noted.

AT also gave a more detailed summary of the status of the chief exec applicants.

ACTION: AT and CK to turn the highlights from AT's report on the chief exec appointment into a blog post - in particular covering the recruitment section.

The idea of incorporating chief executive induction into the "first 100 days" plan was raised.

ACTION: AT to send invitations to current and past office admins to comment on the office manager job description during its development.

It was decided that the mandate for cheques should be modified to specify 1 signatory for amounts up to and equal to £250, and 2 signatories for amounts over £250.

ACTION: AT to investigate having a travel agent (in particular, one that can book travel for named volunteers and charge it directly to WMUK).

ACTION: AT to open a second bank account, with increased controls over expenditure and higher levels of interest.

It was decided that volunteers traveling abroad on chapter activities should ensure that they have insurance, which will be paid for by the chapter as necessary. This decision will be incorporated into the expenses policy.

AT's action on paypal access was revised, as it was decided to only grant access to the paypal account when there is a reason, rather than simply providing it to all board members.

ACTION: AT to send around standard text of insurance against risk of personal liability and negligence.

Item for discussion for next meeting: What do we do to ensure that we meet our responsibilities for volunteers? Also liability.

ACTION: MP to send the strategy document to AT asap.

Chris Keating (Director)

Chris's report was noted.

The point was made that fundraising costs should be incorporated into the 2012 budget.

The blog post approval process was discussed, and it was agreed to continue with the existing process (24 hour approval, or specific board approval, before being published). RB to remind CK (and other board members as appropriate) to follow this process.

Martin Poulter (Director)

Martin's report was noted.

Fæ (Director)

Fæ's report was noted.

ACTION: Fæ to forward the outstanding invoice from the strategy workshop to AT to be paid.

Steve Virgin (Director)

Steve's report was noted.

SV was dialed into the meeting, and AT gave a brief summary of the above discussions. SV expressed the concern that we have a lot of challenges over the next 18 months, which will be difficult to overcome - there is not a clear case where an organisation has done this degree of transformation before (from small-scale volunteer based to large-scale organisation).

2012 activity plan

This was continued, with AT taking notes to be turned into the budget after the meeting.

ACTION: AT to assemble an overall strawman 2012 activity plan, to discuss and approve by email.

How the chapter works in the community, in particular

• things like geonotice, uploads etc.
• involvement in legal disputes - AT request

This was not covered in this meeting, and was postponed to a future board meeting.

Conflict of Interest MP, F (action)

This was not covered in this meeting, and was postponed to a future board meeting.

AOB

Badges - RB has quote (10p each) and T shirts (4 pounds each)

ACTION: RB to liaise with MP on the quote and designs prior to ordering (funds to come from the communications budget)

Agreeing dates for future meetings: see Meetings

It was agreed above that RB should ensure that board members will be able to attend future meetings as scheduled.

The meeting came to an close at 2pm on Sunday 28 August.