Hi Rex,
Hope you are having a relaxed Sunday. A few in-line responses from one
of the charity's most radical past trustees over a cup of herbal tea
:-)
On 16 July 2017 at 19:01, Rex X <rexx(a)blueyonder.co.uk> wrote:
You make many sensible points, Fae, thank you.
Probably the biggest issue for me is whether members are happy with resolutions
being passed with little more than 5% of the membership being present in the
room when the voting took place.
...
I agree that it is slightly pointless to set an operational target to
have more than 5% to 10% of members "in the room". However I think
most members would agree that seeing an active voting membership at
yesterday's AGM of just 11% is not satisfactory. With 88% of currently
paid up members failing to engage in any way with the AGM, something
looks and feels wrong with how the meeting works; or perhaps with who
is being targeted for membership in the first place.
I'm fully supportive of increasing membership, I would love to see a
target membership going over 1,000; in fact when Roger was Chair many
years ago we were discussing how to realistically reach a target of
2,000, as membership was increasing so quickly. However I would want a
larger membership to be meaningful membership. If other stakeholders
want to donate a few pounds, let's call it a donation and give them a
badge to wear, but let's not encourage them to join as members. Having
membership targets without an understanding of the reasons people are
joining, gives the false impression that ramping up membership makes
the charity more accountable, transparent or better governed when it
put us in danger of doing the opposite.
Nevertheless, to address the actual point, would you
agree that giving members
the easiest possible opportunity to make their opinions heard would be the next
best thing to having them physically present? If so, then the point about postal
votes is interesting, and perhaps preferable to appointing proxies in some ways,
although proxies a least have the opportunity to respond to a debate and to
reconsider a decision in the light of such debate. What would be most
democratic?
As you recall, during my short time as Chair of the board, we
experimented with live broadcasts from board meetings and included
time is the regular board meetings with live questions from members
via instant messaging, rather than expecting them to be in the room.
It worked, and for the members who joined in it was a lot of fun. It
also ticked all the boxes for demonstrating that the charity was a
leading information technology literate organization, and one with
openness at the heart of its values.
As well as changing the charity's articles to make postal votes
possible, thereby moving the charity into technology that UK
Parliament embraced in 1918, I would like to see the charity go
further and have live questions at the next AGM for the board, using
tools like Google Hangout, or IRC. If members were able to ask last
minute questions remotely, and then vote using a remote system such as
used by the WMF for its secure votes during board elections, we may
actually get a lot of interest from members who are several hundred
miles away, not just those of us who happen to live within easy
distance of London and are prepared to pay for our own train fares out
of our pocket money or pensions. Remote engagement will also mean that
proxy voting would become almost redundant, as members interested in
voting will be able to watch the live discussion about resolutions,
perhaps add their own questions, and listen in on the discussions as
trustee candidates receive questions from members. Then with all that
fresh intelligence, make a far more meaningful vote on the day of the
AGM.
Nothing about all this is all that difficult, nor is it expensive. So
long as all technology is well tested out a few months before we rely
on it for real. Perhaps testing can be started later this year by
using remote engagement for regular board meetings, something we have
done before. Along with a review to ensure the charity's Articles are
made fit for the 21st century, these improvements to the charity's
engagement with the community and a hike in meaningful governance are
achievable and realistic long before the 2018 AGM gets booked in our
diaries.
Thanks,
Fae
--
Rexx
> On 16 July 2017 at 14:33 Fæ <faewik(a)gmail.com> wrote:
>
>
> Thanks Lucy, I'm quite happy to wait until the members can read the
> minutes. There's no expectation that replies to questions about
> governance have to happen quickly, or need to be answered by the CEO
> rather than our unpaid trustees, especially at the weekend.
>
> The question of proxy votes is interesting, and I think the trustees
> would be wise to look at whether the Articles are fit for purpose with
> dramatically increasing membership. The Articles emphasise that a
> quorum must be "present" and literally proxy voting means that the 30
> votes given at the AGM "by proxy", still requires a person physically
> at the meeting to vote who has been nominated by the person not
> present. The articles do not give scope for 'postal votes' without a
> formal physical proxy, even if special rules are published on a web
> page. I presume that the 30 votes by proxy actually did have people
> casting those votes who were at the AGM, as I was not allowed to vote
> despite being a member, I did not experience the current procedure.
>
> In terms of governance for future general meetings and how resolutions
> get passed, this would be a good time for the charity to review
> whether the members would be happy with resolutions being passed by
> "ten members" on behalf of the total membership of 498. The AGM
> yesterday passed resolutions with just 5% of members physically
> present, and the board might reflect on how happy they are that the
> discussions and questions raised at the AGM were heard by so small a
> proportion of the members of the charity.
>
> As an illustrative fantasy scenario that I think is legally possible
> within the Articles as they are currently published, trustees could be
> elected, or resolutions passed, by emailing out a meeting notice, and
> after the notice period one could find ten like-minded members to meet
> in a pub, which can count trustees and staff, and then vote through
> major changes to the charity even though just 2% of the membership
> took part.
>
> It's interesting stuff for anyone with a passion for charity
> governance. Though most will find these areas an incredibly unlikely
> risk, I think that there are lessons to be learned from other
> charities to ensure long term stability. Similarly lessons about good
> governance could and should probably be learned in the UK based on the
> very recent experience of Wikimedia France, where the views of a few
> unpaid volunteers on the board, in highly significant ways, appear to
> fail to represent the majority of members; were those members ever
> asked and positively encouraged to provide their views.
>
> Thanks,
> Fae
>
> On 16 July 2017 at 12:50, Lucy Crompton-Reid
> <lucy.crompton-reid(a)wikimedia.org.uk> wrote:
> > Nicola (as teller) read out the total number all of the valid votes, which
> > were 57 (30 of them proxy votes submitted before the meeting). Cheers, Lucy
> >
> > On 16 July 2017 at 11:13, Fæ <faewik(a)gmail.com> wrote:
> >>
> >> A small request for the pending minutes of the AGM; during the meeting
> >> there was a count of hands of voting members, presumably to comply
> >> with the Articles of Association with regard to the legally required
> >> quorum. The final count was not read out, so I will be interested to
> >> read that specific number in the minutes, which I believe is needed to
> >> comply with legal requirements. With membership at 498, I think that
> >> means that a quorum should be a minimum 50 voting members, which could
> >> be challenging at future AGMs if the increase in membership is from
> >> stakeholders such as donors, who are proportionally far less likely to
> >> be interested in these sorts of internal meetings and discussions.
> >>
> >> If my understanding is wrong, and that the charity can pass
> >> resolutions with fewer than 10% of the membership, such as with say
> >> 2%, I would be delighted to read the explanation of how that part of
> >> the governance of the charity works, and what the options would be if
> >> fewer than one tenth of members wanted to physically come to an AGM. A
> >> scenario which seems highly likely if membership continues its
> >> fantastic speedy growth. Fortunately the board benefits from a couple
> >> of resident experts on governance that can advise, and could probably
> >> summarise for the rest of us in plain English.
> >>
> >> Thanks,
> >> Fae
> >>
> >> On 15 July 2017 at 16:24, Richard Farmbrough
<richard(a)farmbrough.co.uk>
> >> wrote:
> >> > All candidates were voted in, and all resolutions passed, nearly
> >> > unanimously.
> >> >
> >> > On 15 Jul 2017 16:17, "Richard Farmbrough"
<richard(a)farmbrough.co.uk>
> >> > wrote:
> >> >
> >> > If Harry joins it will be 499.
> >>
> >> _______________________________________________
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> >>
https://lists.wikimedia.org/mailman/listinfo/wikimediauk-l
> >> WMUK:
https://wikimedia.org.uk
> >
> >
> >
> >
> > --
> >
> > Lucy Crompton-Reid
> >
> > Chief Executive
> >
> > Wikimedia UK
> >
> > +44 (0) 207 065 0991
> >
> >
> >
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> >
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--
faewik(a)gmail.com
https://commons.wikimedia.org/wiki/User:Fae