Reports 2015-07-04
Govcom report
CEO Appointment: Govcom noted that the recruitment process had been restarted with a new agency and the experience so far was positive. This is being dealt with by a CEO search panel of MM, CC, CK and KW (trustees) and DM (CEO), the panel reporting to the board directly.
AGM: Govcom discussed elections to the Board and the need to make clear what skills mix would be useful. It was agreed that skills and experience relating to GLAM, education and community/volunteer engagement would be particularly valuable. There was a discussion about the resolutions the Board wishes to put to the AGM. The committee agreed that it was particularly important to be able to have non-trustees serving on our committees and recommends to the Board the six proposed resolutions set out in the board meeting agenda.
Trustees' Report: D'Arcy reported that Stevie was working on this.
Relations with Volunteers. It was agreed that the forthcoming Volunteer Day needs to build on the last one and be more focused. We need to build in and publicise what our key performance indicators are going to be, how we will be renewing our programmes based on them and how we are intending to involve volunteers in delivering this. MM and SK are leading from the board, with input from CC.
As a result of the need to keep certain matters confidential during the period in which staff redundancies were under discussion, we have not kept up with our normal processes of publishing key documents such as board reports to the community. The committee agreed that Alastair should review documents from previous meetings and consider what should now be published. In addition, we needed to make a clear statement about what we had done and why, explaining the new structure and the role of volunteers as we foresaw it.
There was a discussion about the proposed new Cultural Advisory Panel, which will be a stand-alone entity comprising high-level individuals in the GLAM world invited to contribute their expertise to the charity's and the movement's long-term goals.
We awarded ourselves a transparency score of only 2/5 this quarter, as a result of the constraints on publication of materials during the period of consultation on redundancies.
ARC report
ARC June 15th 2015: ARC normally meets quarterly in line with the trustee-meetings, aiming to review the quarterly management accounts and other finance-related and internal controls policy and procedures information to enable recommendation to trustees, in advance of the quarterly trustee-meeting.
At the meeting on the 17th June our main focus was to review the audit and the statutory trustees’ report and accounts for the year ended 31 Jan 2015 in preparation for the AGM.
We went through the points that were raised by the auditors and the accounts in detail. We were pleased to note that over the last three years the accounting procedures and financial controls have, with the help of the treasurer and Davina improved considerably. No serious audit points were brought up this year, and we expect that the statutory accounts and trustees’ report will be ready for approval at the next Trustee meeting.
QMFR1: The committee also reviewed the quarterly management accounts for variances against the budget. Following the recent changes the budget for the year has been firmed up and staff time on projects for Quarters 2 to 4 revised and profiled accordingly. Overall, we were reassured by D’Arcy and Davina that this year WMUK will be on course not only to achieve at least breakeven but also to fulfil its planned programme activities.
Risk Assessment: The interim CEO has completely reviewed the major risk currently faced by WMUK and summarized his recommendations for their mitigation. ARC noted that it was good to see some fresh thinking on organisational risk, and we look forward to seeing the linking of this document to the existing risk register, including its formal risk assessments for the gross and net risk-ratings (ie, the unmanaged risk and the managed (“retained”) risk in each case) for the required Board Paper listing all the top-scoring risks (ie, 16 or above) as the “principal risks and uncertainties faced by the company” and the CE’s recommendations for managing them.
It was noted that some of the traditional risks in the register have now been mitigated to such a low rating that we could remove them from the register.
Procurement procedures: We have a formal procurement policy compliant with best practice for internal financial controls but have found it difficult to agree a working procedure to cover marginal cases. To support the review of policy a list of payments that technically breached the policy was prepared for ARC. This list was short, the procurement-values mainly were mainly below £5k (the largest 5 were each below £8k), and showed that the policy breaches were mainly related to the recent change of CEO, in itself an exceptional event, and that the lack of a formal tendering process was acceptable in the circumstances.
Volunteer business cards: The interim CEO recommended that we have a policy of no volunteer business cards, he does recommend that we have an official email sign off. This was agreed by ARC.
We have over the course of this year struggled with our statutory filing obligations for COL our dormant subsidiary. Whilst WMUK filing with the Charity Commission and Companies House was trouble-free, as can be seen from their websites, COL has only recently been brought up to date on the Companies House website. The ARC noted that all filing obligations are now up to date and have been handed over to Davina to manage. We expect no further problems.
The committee was pleased to note that this quarter the pre-meeting procedure was much more focused with papers and reports being produced before the meeting and we would like to thank D'Arcy, Davina and Richard for their work in achieving this.
GLAM committee report
Over the period of Q1 and mid-Q2 2015-16 GLAM committee met once on 21st April 2015. The scheduling of the meeting took place during the transition at Wikimedia UK, and the committee was hesitating whether to meet in light of various uncertainties facing the GLAM programme in particular, and also the possible future remit of committees. The group decided to hold the meeting as business as usual (this mostly included individual updates from people working on particular projects or events), and to expect updates after the transition is complete.
The agenda of the meeting, which also served as minutes taken by Jonathan Cardy, is here:
https://wikimedia.org.uk/wiki/GLAM_Committee_Agenda_2015-04-21
The next meeting was tentatively scheduled if the situation of volunteer groups was to be finalised by then.
Education committee report
No committee report has been supplied.
Tech committee report
The Tech Committee met on 8 June 2015, and the minutes are available here: https://wikimedia.org.uk/wiki/IT_Development/Technology_committee_meetings/Minutes_2015-06-08. The committee's major concerns were around the Volunteer Strategy consultation. There were worries about the increased bureaucracy of the new structure, but they were generally supportive and hopeful that the new structure would give them some direction. They were very keen to see the proposals fleshed out.
Two ongoing projects, Moodle and Launchpad, were discussed and there will be an attempt to bring these into the "new project system" to gain a better understanding of their progress.
At the next meeting, between 6 and 15 July, the role of the committee or its successor will be discussed in preparation for the Volunteer Strategy day.
Grants committee report
No committee report has been supplied.