WikiConference UK 2013/AGM Minutes

These minutes are in draft. They have not yet been formally approved, and they may not accurately reflect the discussions and decisions from the meeting.

Minutes of the Wikimedia UK Annual General Meeting 2013 Saturday 8 June 2013, 13:34-15:47 Science Museum, London

Attendees

Trustees:

• Chris Keating [CK] (Chair)
• Mike Peel [MP] (Secretary)
• Doug Taylor [DT]
• Greyham Dawes [GD] (Treasurer)
• Ashley Van Haeften [Fae]
• Saad Choudri [SC]

WikiConference UK attendees

Tellers:

• James Farrer [JF]
• Richard Symonds [RS]

Named member:

• Harry Burt [HB]
• Richard Farmbrough [RF]
• Ivan Hartley [IH]
• Alastair McCapra [AM]
• Harry Mitchell [HJ]

The meeting started at 13:34

Approval of minutes

Mike Peel presented the minutes of the 2012 AGM and 2013 EGM for approval. JF noted that the EGM minutes have broken out proxy votes, which is a departure from how previous votes were recorded and feels this is an unnecessary complication. MP feels this is extra information rather than missing information so no change to the existing minutes is needed. MP moved to vote for approval of minutes, seconded by CK. 16 in favour, four abstain, no oppose.

Election of board members

JF explained the voting system. Each candidate will give a three minute speech on their candidacy. Ballot papers will be distributed and members vote on the nine candidates. Christopher John Allen, Ade Arogundade, and Joseph Seddon were absent.

The ballots were issued and filled in. Vote counting began at 14:53.

Videos of the candidate statements to follow

Board report

The board report began at 14:54 and was delivered by CK. While it has been a challenging year CK highlighted that there have been positive aspects such as Training for Trainers and increased number of outreach events. Hudson Review made many recommendations which are currently being put in place, with a high level of scrutiny from the Wikimedia movement. Structural changes to co-option and delegation have been voted on and made. Wikimania 2014 will be held in London, the five year strategy is nearing completion, and there is discussion about the relationship between the board, staff, members, and community. CK concluded by thanking DT for acting as Vice Chair, MP as Sceretary, John Byne and GD for acting as Treasurers. Saad for accepting co-option, Fae and Roger Bamkin for acting as Trustees, and Jocelyn Upendran for her work as a Trustee.

CK opened the floor to questions. Yaris678 asked whether draft five year plan was the work of the board, or the community and chief executive. CK said that while the Board does not write the strategy, it discusses it and asks the CE to develop one with community input to then be presented to the Board so are therefore responsible for the content. Dan Garry asked what can the Board do to support volunteers run activities. CK said that the charity is eager to support people in outreach activities. JD said that WMUK website could be better organised so volunteers are better able to use it.

Finance report

Delivered by GD. 2012-13 was WMUK’s first full year as a charity. Accounts for this year will be published on Charity Commission’s website. When 2012-13 annual report and audited accounts are approved they will be filed and circulated to membership per company law. In future AGM will be later in the year so that audited accounts can be circulated to membership before AGM so the membership can ask questions if they so wish.

Figures to follow once video is reviewed

Budget for 2013-14 FY is some £750,000. Management report from Governance Committee due in July. Have been working through recommendations of Hudson review. Audit and Risk Committee was created as a result and met in April (GovComm also created to ensure we follow best governance practices). GD opened the floor to questions.

RF observed that current run rate exceeds income when excluding Foundation grant. Is there a plan in case WMF decides to withdraw funding? GD responded that we need to ensure we maintain a good relationship with the WMF to ensure the Foundation will not withdraw funding. If we perform well WMF are unlikely to withdraw funding. JD observed that the creation of the FDC this year meant we submit a bid to the worldwide community which ensure. KB will also look into different sources of funding to support the charity.

AM asks that was the rapid expansion last year expected? GD notes that project slippage meant not as much was carried out, so cost was less than expected. The governance changes mean that we should be able to carry out more activities. JD suggested that while last year we underspent, this year we are likely to spend to profile.

HJ felt the governance review treated WMUK as a mature, long-established charity and asked whether that was appropriate. CK responded that while the charity is new we have a large budget and use a well-known trademark, so need to be held to high standards.

Resolutions

MP explained the three resolutions put to the members. There were no questions and after the motion went to a vote Aye: Lots Nay: 0 Abstain: 0 Passed unanimously

2nd motion: keep membership fees the same. Martin Poulter asked if we had membership organisations. The answer from MP was that we do not. IH suggested we should approach organisations we have good relationships about becoming members. GD suggested there are legal concerns with this. Aye: Lots Nay: 0 Abstain: 0 Passed unanimously

3rd motion: reappoint UHY Hacker Young as auditors. GD noted that UHY have been extremely supportive and they have his recommendation. Fae asked GD that whether we will have an open procurement process after the next AGM. GD replied that we will. RF asked what the fee for the audit was. GD answered £6,000 (normal for this level of charity). Aye: Lots Nay: 0 Abstain: 0 Passed unanimously.

Election results

Saad Choudri, Michael Maggs, Greyham Dawes, and Alastair McCapra were elected.

Meeting closed at 15:47