Annual Conference 2011/AGM Notice

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Dear Member,

Thank you for being a member of Wikimedia UK - the movement promoting and supporting Wikipedia, its sister projects and open content here in the UK. We are now over two years old. We have made a real impact in the last year, hosting a major GLAM-WIKI conference, celebrations around the 10th Anniversary of Wikipedia and, last month, BRIS-WIKI - a conference about Wikipedia in Bristol.

This year has also seen significant growth in Wikimedia UK: our income has topped £500,000, our membership is now close to 200 and we employed our first member of staff. Next year we have many exciting plans, but we need you to be involved to make that happen!

Our Annual Conference and Annual General Meeting will be held on Saturday 16th April at the The Watershed Media Centre, Bristol. There will be a full programme of events starting at 9:30am and finishing at 5:00pm, including speakers, panel discussions and the business of the AGM itself at 1pm. Please come along to hear what we have achieved and help us plan our activities for the future.

The address of the venue is:

Watershed Media Centre
1 Canon's Rd, Harbourside
Bristol, BS1 5TX

Bristol is easy to get to via car, bus, train or airplane. Directions to the venue can be found on Watershed's website at For National Express buses to Bristol, see their website at Hotel options if you plan to stay over are shown on our main wiki page at

If you need financial support to attend the conference, please contact User:Mike Peel via the wiki page.

So that we can plan for the right number of people, if you are attending, it would help us if you could register for the event via EventBrite at


The official AGM will run from 1pm to 3pm and cover the annual report, election of a new Board of Trustees and five official motions listed below. Would you like to stand as a member of the board?

Next year is set to be another big and exciting year of growth for Wikimedia UK: we plan to recruit several more members of staff so we can scale up our activities, enable more activity by volunteers and professionalise the chapter. Our own developer, events organiser, a full time office manager and a chapter manager pulling everything together will no doubt transform Wikimedia UK. This is an exciting time to be part of the board of trustees and there will be a real opportunity to make a difference and influence the future direction of the chapter.

We expect that being a board member will take up at least three hours per week. We expect that the Board will meet once every four to six weeks, with one meeting in person every three months. We also hope that directors take a lead in chapter projects outside meetings. However, there is no requirement to dedicate a certain amount of time to the chapter or to have any particular skills - just disclose what you can bring to the table and let the members decide!

Board members legally act as the chapter's Directors and Trustees. The eligibility criteria and duties are set out at - please check that you are eligible and accept these duties before putting yourself forward for election. If you have any questions you are welcome to contact me, another board member or take your own legal advice.

To nominate yourself as a candidate, simply email by 23:59 on Saturday 2nd April with the following:

  • a statement that you would like to nominate yourself to serve as a director and trustee of Wikimedia UK and you fulfill the legal criteria for appointment
  • Full name
  • any previous names
  • date of birth
  • business occupation
  • the names of any other UK companies which you have been director of in the last five years

During the election only your name will be made public. If you are successful these other details will be filed with Companies House as a public record. You will also be required to file your usual residential address with the Company Secretary, but this will be kept confidential.

You may also enclose a candidate statement of up to 500 words if you wish. This will be sent out with the ballot paper to the voters and published on the Wikimedia UK wiki. Alternatively, you may send this separately to the Tellers before the 2nd April. The Tellers will confirm receipt and acceptance of the nomination. The list of validly approved candidates will be sent to all members within a week of the close of nominations on the 2nd April. Candidates can withdraw their nomination any time before the results of the election are announced.


Following the election of the board, the AGM will discuss five formal motions as follows:

1. A motion to increase the term of Board members from one to two years
2. A motion to set membership fees
3. A motion to appoint board members
4. A motion to approve the annual accounts
5. A motion to appoint auditors

More details of these motions is given below and on the AGM wiki page above. If you would like to propose any amendments please get in touch by emailing to discuss.

Please vote on these motions by forwarding this email to "" and putting "Yes" or "No" against each of the motions above. You may also vote in person at the AGM and you may change your vote at any time. Email votes must be received by 2pm on Friday 15th April. By forwarding this email with your instructions to the tellers you are agreeing to appoint the tellers as your proxy and they will cast your vote on your behalf. The wording of the proxy declaration is as follows:

"I, the above named member, of the above email address, being a member of Wikimedia UK, hereby appoint James Farrar ("the Teller") as my proxy to vote in my name on my behalf at the general meeting of the charity to be held on 16th April 2011 and at any adjournment thereof according to my instruction above. Unless otherwise instructed, the proxy may vote as they think fit where consistent with my instruction or abstain."

Alternatively you have a right to appoint someone else as your proxy to attend the meeting and vote on your behalf. Please use the same wording as above and email it to

We look forward to seeing you on 16th!


Company Secretary
Wikimedia UK
Wikimedia UK is the operating name of Wiki UK Limited.
Wiki UK Ltd is a Company Limited by Guarantee registered in England and Wales, Registered No. 6741827.
The Registered Office is at 23 Cartwright Way, Nottingham, NG9 1RL, United Kingdom.

Details of Resolutions
1. A motion to increase the term of Board members from one to two years

This motion is a Special Resolution and therefore requires a 75% majority to pass

Whereas Article 16 currently states that:

"16.1 Providing that one or more valid nominations for Directors are received, all the Directors shall retire from office at each Annual General Meeting "
"16.2 If a Director is required to retire at an Annual General Meeting by a provision of these articles the retirement shall take effect upon the conclusion of the meeting.";

Believing the resultant uncertainty around the election each year disrupts the effectiveness of the Board's planning, and interim functionality;

Believing that longer terms for the Directors would produce a positive impact in improved stability of the Board;

Resolves to replace Article 16 with the following:

16.1 Providing that one or more valid nominations for Directors are received, Directors shall retire from office at the second Annual General Meeting since their last appointment, unless by the close of the meeting the members have failed to elect sufficient Directors to hold a quorate meeting of the Directors.
16.2 At the first Annual General Meeting following the adoption of this article, fifty percent of directors shall retire from office. If the number of directors is not a multiple of two, the number of retiring directors shall be fifty percent plus a half.
16.3 The directors who are to resign under Article 16.2 at the first AGM following from the adoption of this Article shall be determined as the directors who obtained the fewest votes at their election.
16.4 If a Director is appointed to fill a vacancy under Article 17.4, they shall retire from office at the subsequent Annual General Meeting
16.5 If a Director is required to retire at an Annual General Meeting by a provision of these articles the retirement shall take effect upon the conclusion of the meeting.

This resolution has been put forward by Mike Peel, and has been seconded by Thomas Dalton.

2. A motion to set membership fees

Whereas, the Membership Rules require the membership fees to be reviewed by each AGM.

This meeting resolves by Ordinary Resolution to maintain the membership fees unchanged for Individual Members at £5 per year and for all Member Organisations at £100 per year.

3. A motion to appoint board members

Whereas, the Board of Trustees have all resigned effective at the end of this meeting, as required by the Articles of Association. Whereas, the Election Rules require an election of board members at this meeting.

This meeting resolves by Ordinary Resolution to hold an election in accordance with the Election Rules and then appoint the elected candidates as members of the Board of Trustees for the next year.

4. A motion to approve the annual accounts

Whereas the Financial Accounts for the periods ended 31 January 2010 and 31 January 2011 have been previously approved by the directors,

This meeting resolved to adopt these accounts.

5. A motion to appoint auditors

Whereas Messrs UHY Hacker Young of 22 The Ropewalk Nottingham have been appointed by the directors as auditors of the company,

This Meeting resolves to reappoint them as auditors until the conclusion of the next Annual General Meeting.

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