Board minutes 8th September 2017
The meeting was held at West Dean College, Chichester with Josie Fraser in the Chair.
Board Members: Josie Fraser, Carol Campbell, Greyham Dawes, Doug Taylor, Nancy Bell, Nick Poole, Jordan Landes, Kate West (arrived 17:40)
Wikimedia UK staff in attendance: Lucy Crompton-Reid, Daria Cybulska, Davina Johnson
Michael Maggs and Lorna Campbell
Declaration of interest
No declarations of interest were made.
Minutes of the previous meeting
Doug moved the online minutes as a true and accurate record and there were no comments. The minutes were approved.
Data security was discussed - we are awaiting a paper from the Director of Finance and Operations which should be ready by the time of the next board meeting. LCR gave an assurance that in the event of a data breach before the board have had the opportunity to discuss the issue in detail, the Information Commissioner’s Office will be informed.
Chief executive reports
Lucy outlined the move process and how smoothly it had gone. Lucy thanked Davina and Nicola for all their hard work over the past few months to achieve this on behalf of the charity.
A small office warming party is planned to which all the Board are invited, on 5th October.
Lucy reported on some highlights from her visit to Wikimania, and reiterated the importance of attending given the formal and informal meetings that take place as well as the conference programme itself.
There have been problems with the online reporting tools created by the Foundation that have delayed the reporting process for Quarter 2 and the preparation of the Progress Report on our grant. These have now been resolved and Lucy reported some of the key metric results.
There was a discussion of targets and the extent to which our current reporting mechanisms demonstrate achievement of strategic goals. It was agreed that further discussion around evaluation and reporting was needed at the away day. Greyham suggested the report colour coding system should be refined and the addition of cumulative results was discussed.
Lucy outlined the remainder of her report including the selection of Susan Williams, a public sector auditor from Cardiff, as a potential external member of ARC. Carol moved that the Board appoint Susan a member of ARC, which was agreed unanimously.
Greyham asked that the CE report highlights to the Board what it needs consider whether positive or negative points. Agreed that further discussion is needed around programme reporting to the board (narrative and types of metrics).
Board Committee and Financial Reports
Josie presented the GovCom report. The appointment of officers is a main agenda item.
Carol presented the report from ARC. She noted that due to procedure around the amount of non-board members permitted on a sub-committee at any one time she will ask Alistair if he is willing to become an observer.
Board and Subcommittees
Kate, Nancy and Carol were all co-opted for a further term.
Officer appointments: Kate reappointed as HR Trustee, Greyham as Treasurer and Carol as Vice Chair as her personal situation allowed this. All current members of ARC and GovCom were reappointed by the board.
Consideration was given to what skills may be still required on the board in future. Both fundraising and marketing specialisms were mentioned as being currently unrepresented. It was suggested that Lucy is involved in the board evaluation and Lucy confirmed that this had been agreed following the board self-evaluation last year.
The times of day that meetings are held was discussed, to check if the new pattern of evening/Saturday meetings is working. Board members were happy to continue similarly in 2018 but to raise any issues as they emerge.
It was agreed that GovCom would meet at a more suitable time for the current membership and that the current 2.30pm start time was historic.
The Board agreed that two unused Unity Trust Bank accounts could be closed.
Lucy gave a short explanation of the situation at Wikimedia France involving fallout between the organisation and the community and conflicts of interests. The board discussed signing the open letter to Wikimedia France that has been circulated in draft form and which Lucy read out at the meeting. Concerns were expressed about the effectiveness of this approach, however after discussion it was agreed that Josie should sign the letter on the chapter’s behalf.
The Chair (Tim Moritz Hector) and International Relations Advisor (Nicole Ebber) from Wikimedia Deutschland are visiting the office on Tuesday 26th September to meet with Josie and Lucy. Other members of the board are welcome if they would like to join the discussion, or the team lunch with Tim and Nicole that day.
In camera discussion deferred.
Date of Next Meetings
Tuesday 12th December 2017