Board Minutes 2022-09-16
Wikimedia UK board meeting, 16th September 2022, 4 - 6.30pm, online meeting
Chair’s Welcome
Present, Apologies and Introductions
Present: Monisha Shah, Vivan Wineman, Adrian Beidas, Kelly Foster, Mark Cruickshank, Marnie Woodward, Sangeet Bhullar, Caroline Ball, Rod Ward, Jane Carlin.
In attendance: Lucy Crompton-Reid, Davina Johnson, Daria Cybulska, Natasha Iles, Chuks Ogbonna, Katie Crampton (minutes).
Apologies: Julian Manieson.
The Chair noted that whilst it is appropriate to have a meeting, we mark the passing of Her Majesty the Queen and note that the country is in mourning.
The board welcomed the new trustees, Adrian Beidas and Vivian Wineman.
Declaration of interests
None.
Review and Approval of minutes of the previous meeting
Approved.
Matters arising
None.
Executive Reports
CEO Report (LCR)
The report was taken as read and LCR invited to make additional points, which were as follows:
LCR and KC are arranging inductions for the two new trustees, which will include meetings with relevant staff and trustees.
An application has been made to the Department for Digital, Culture, Media and Sport (DCMS) for a media literacy grant for a project focused on building resilience to misinformation.
The board discussed WMUK’s membership of Wikimedia Europe, and whether this comes with any financial commitments. LCR reassured the board that there were no financial requirements to membership, but that she was anticipating Wikimedia UK’s usual contribution to the Free Knowledge EU Advocacy Group would instead be made to Wikimedia Europe.
There was a question on the format of the CEO report and how this relates to the overall strategy of the organisation. The Chair responded that it is usual practice for a CEO report to vary depending on the activities of the charity, rather than to report directly to the strategic objectives.
The board meeting took place shortly after a joint event between Wikimedia UK and the Wikimedia Foundation, organised by LCR. The CEO of WMF, Maryana Iskander, was present and MS had a chance to talk to her directly. They discussed the general environment in terms of arts and education funding, the cost of living crisis and what the effect of that could be on our organisation. MS advocated for a two year settlement rather than one year, and how that will show to other funders that their investment in WMUK will not be at risk.
Organisational Dashboard for Q2 (LCR)
LCR presented the dashboard and asked for feedback.
Action: LCR to send the Equity, Diversity, and Inclusion (EDI) action plan to KF. Action: LCR to circulate links to all our policies (which are online).
Programmes Report (DC)
DC highlighted a number of things from her report. She observed that we have had many recent opportunities to connect with the international movement - beyond WMF - in relation to our programmes.
We are about to start the next phase of the Connected Heritage project, with mini-residencies taking place in several institutions. DC noted the project’s good profile within the international movement. In response to questions from the board, DC highlighted ways in which trustees could access information about the project, including regular blog posts on the Wikimedia UK website. Action: For NI to share the six month update to NLHF with all trustees.
After an initial meeting and introduction from LCR, DC has been working with Leeds University Library on the possibility of a residency programme. The Library is applying for internal funding for this project. DC confirmed that these plans are developing separately from, but in conjunction with, the new Knowledge Equity Network. LCR will be attending the launch of the latter in November.
At our recent staff away day we discussed our new climate and environment strand, and how we can hone our communications for this area of our work. In response to a question from the board, DC noted that we have a potential connection to the Met Office through the upcoming residency at Exeter University.
There was a discussion about supporting new editors in challenging environments. Climate change is one of the topic areas that can be challenging for new editors, as can areas of underrepresented knowledge. The programmes team is trialling how to prepare trainers who work with newcomers to ensure their entry into the movement is framed in the right way. Trainers can brief people on what sort of environment they’re entering, or steer their contributions into areas that are less exposed to risks. A board member who attended Train the Trainer ten years ago, suggested it might be worth contacting the existing trainers. Another member suggested that we pass our thoughts on safely inducting new editors onto the new subcommittee of the Community Committee.
The board agreed that funding to support new trainers and volunteers will be crucial for the movement. A board member highlighted that medical content on Wikipedia is similarly scrutinised, and that it might be worth thinking about how to pool knowledge from WikiProject Medicine.
Robin is working with Willis Towers Watson (WTW) to scope a potential partnership focused on the release of content (for example, future forecasts for how climate could affect the environment). DC noted that there are opportunities and risks of working with a commercial partner, and the board asked her to consider financial support for volunteers working on the project.
DC noted that with SB we’re trying to develop more thinking and planning around school work. Current ideas revolve around a campaign, which would have non-resource intensive ways for teachers to understand how Wikipedia works, and to get children engaged in editing. The board supported this direction.
Development and Communications Report (LCR)
NI gave the report and spoke to the two aspects of small donations.We’re seeing continued growth in digital giving through CAF and Benevity with a 30% increase in value. There is however a flipside, in that our regular giving now has an attrition rate of 4%, which is higher than it has been in some years. We are developing our Case for Support and will be trialling different ways of talking to existing and lapsed donors. In the context of the cost of living crisis, we will be enabling donors to reduce their donation or to put it on hold, rather than cancelling it.
KC has identified a very high bounce rate on our website, which means site visitors are coming to our website but then not clicking on any of the links. We’re seeking advice on how to ensure we’re not creating barriers for engagement.
We didn’t secure any pledges for the Big Give campaign so the team is focusing on a campaign around Giving Tuesday - although NI noted that is also when the Foundation is launching their English Wikipedia fundraising banner campaign. There was a discussion about the history of the banner campaign, through which donations used to come directly to Wikimedia UK. LCR noted that there have been tentative discussions with WMF about this for the first time in a decade, but that she is not optimistic there will be a change of course. She did however note that we are now working more collaboratively with the fundraising team at the WMF.
The board discussed CiviCRM and asked if we have decided to replace or improve it. NI confirmed that we are still looking at options, but that the current CRM is a constant challenge for fundraising. Andrea Chandler, who stepped down from the board in July, has met with NI to advise. Some institutions partner with other institutions to work on their CRM together, which is one of the possible solutions for us. Separately, Sammy Tarlin (a volunteer) and Jo Brook (our IT contractor) are implementing solutions to the spam pages on the wiki.
There were questions from Board members about why small donors support us. NI responded that we’ve been asking our donors more questions in the last twelve months, but we don’t have capacity to do large scale evaluations. We have asked the WMF fundraising team for their insights into why people give. The board asked what the values of WMF donors are and whether they align with WMUK’s donors.The main thing was trust in Wikipedia, trust in the projects, and the value they add to the Internet and beyond. However WMUK’s approach also emphasises our programmatic activity, as we don’t want to mislead our donors that they are directly supporting Wikipedia. It was suggested that our impact should be more visible on the homepage of our website.
There was a more general discussion about WMF fundraising, including some objections raised by the editing community.
Finance Report (DAJ)
DAJ presented and reported that there was nothing to bring to the board beyond the commentary. The NLHF second tranche has not yet been received, but we expect to receive it during Q3. We are ahead of the six month target for fundraising but it was noted that the budget is phased, with more income projected in the final quarter of the year. Our Reserves are looking healthy.
Also to note that through our membership of Trust Law, we received pro bono work on the office lease at a value of 12k. This will be included in the Gifts in Kind as per the SORP.
Reports from Committees
ARC, 1st September (MW)
There were two consent items which ARC recommended to the board.
For our cash balances, we have a lot of money in our accounts.
For our CAF Gold Savings account, we received a letter telling us we’d need to open a CAF current account in order to keep our CAF gold account. ARC recommended to the board that we close the CAF gold account, as having it already takes a lot of maintenance for the finance team. This was unanimously approved by the board.
We are reviewing our current deposit holdings and looking at how we can increase our return for them.
The auditors PKF have reported a clean audit for the accounts ending 31st Jan 2022.
It was noted that the recruitment process for a new Head of Finance and Operations is underway.
ARC reviewed the Risk Register and discussed the cost of living crisis.
The board thanked LCR, DAJ, and all staff involved for the clean audit on end of year accounts.
LCR had presented a proposal to ARC to award non-management staff with a one off, mid year payment to offset the effects of current high levels of inflation. Following ARC, MS and MW met to discuss and agreed that this should also be awarded to senior staff. The board was invited to approve the proposal, with a recommendation from ARC and MS to support the measure. The board unanimously approved the proposal to make a one-off cost of living payment to all staff, as per the paper provided in the board papers
Governance Committee, 31st August (MS)
MS gave the GovCom report. GovCom discussed the time required and the interest of board members to serve on the subcommittees. There was also the question of the Vice Chairperson role, which was filled by Lorna Campbell until she retired from the board in July. There was a discussion about whether Wikimedia UK needs a Vice Chair at this point, particularly as there are Chairs of the subcommittees who could step in to Chair a board meeting in Monisha’s absence or conduct a Chair’s appraisal. MS invited anyone who is particularly interested in the VC role to contact her or LCR separately.
Action: LCR to review current board training opportunities with MS
It was noted that the audit timeline for 2023 will be brought forward so that we are able to present the final (draft) accounts by the June board meeting, in good time before the AGM. MW and JC have agreed to stay on for up to a year in their roles as co-opted Treasurer and Chair of ARC respectively. MS thanked them for this commitment. The Board were asked to formally approve their reappointment for a year, which was unanimously approved.
Discussion Items
Funding Proposal to Wikimedia Foundation for 2023 - 2025
LCR gave an overview of the current status of funding from Wikimedia Foundation and our plans for the next proposal, the deadline for which is the end of September. LCR has circulated the draft narrative in case any trustees have feedback. She noted that in terms of the budget, we will be including an increase that reflects the current CPI rate, and incorporating the extension of the Volunteer Coordinator role (which is currently only funded until the Spring). The board asked what other Chapters are including in terms of cost of living, and LCR explained that she had had a useful discussion with EDs about this at the Berlin Summit which has informed her own thinking on this.
Any Other Business
It was noted that for some newer board members, it can be difficult to take anything meaningful from the organisational dashboard. Through their induction meetings, particularly with LCR and the programmes team, trustees should hopefully get a better understanding of our strategy, and how the dashboard and other reporting mechanisms feed into and support this. LCR suggested that we review the usefulness of the organisational dashboard in March, once we have been using it for a year.
Wikimedia UK as a Fiscal Sponsor
Increasingly we are getting requests to be a fiscal sponsor from smaller groups within the movement and WMUK will need a position on this. KF mentioned that there is a Wikimania video on fiscal sponsorship. Action: KF to share the video, staff to circulate amongst trustees.
Wikimedia Summit
CB attended as a WMUK trustee and was asked by LCR to give a brief report on her experience. She said it was really rewarding, and the best conference she’s ever been to (and she’s been to many!). That was oartly because it is international and diverse, with so many different places and perspectives but all with one shared passion. CB said it was wonderful to be there to talk to people who work within the movement, and see that the same things are happening in different countries and the variances. For the movement strategy, our focus is so UK specific, but it’s all out there happening globally. She mentioned a session on oral citations, which she had found particularly interesting. CB said it was a really valuable experience, and thanked Wikimedia UK for the opportunity to attend.
SB got a phishing email claiming to be a fellow trustee, and suggested we need to share the phone numbers of the other trustees. Action: let JM know someone is using his identity to reach other trustees and circulate phone numbers to all trustees.
In response to a question from the board, LCR described the differences and overlaps between the emerging Wikimedia Europe hub (of which we are a founding member) and the CEE (Central and Eastern European) hub. A board member observed that there is still no consensus about what hubs are, and how they should be resourced.
Update on Wikimedia UK office
After a considerable amount of work and time (albeit with the legal costs provided pro bono) we have surrendered our original lease on Europoint and signed a new lease until August 2023. An options paper for future working will be brought to the board in December.
Date of the next meeting: Tuesday 13th December, 4 - 6.30pm, Europoint
2023 meeting dates:
Thursday 9th February - Away Day - Morning meeting followed by lunch, in person
Friday 17th March - Q1 board meeting, online, afternoon meeting (4 - 6.30pm)
Friday 16th June - Q2 board meeting, online or in person tbc, Morning meeting
Saturday 1st July - AGM, online morning meeting
Friday 15th September - Q3 board meeting, online, morning meeting (9.30 - 12.00)
Wednesday 13th December - Q4 board meeting, in person, afternoon meeting (4 - 6.30pm)