Minutes 2011-02-05

These minutes were approved at the Board meeting on 1 March 2011.

Present:

• Andrew Turvey (AT; chair)
• Michael Peel (MP; minutes)
• Joseph Seddon (JS)
• Thomas Dalton (TD)
• Steve Virgin (SV)
• Gemma Griffiths (GG)

A: Minutes and Reports (10.00-12.30)

Apologies for absence

Steve Virgin sent his apologies. Gemma sent her apologies for running late. TD ran late.

Approval of Minutes 4Jan11

The minutes of the previous meeting were approved by AT, JS and MP subject to changes made during the meeting. permanent link

Matters arising

• SV and JS have now paid their membership fees.
• AT and MP will attend the chapters conference on behalf of the chapter.

Review email decisions

The following email decisions were ratified:

• Decision to switch to a monthly payroll system (9 Jan)
• Approval of Open Access/2011/January (submitted 5 Jan, no objections after 72 hours)
• Approval of Newsletter/2010Catchup (9 Jan)
• Approval of Abbreviated Accounts
• Approval of new members, as recorded in the in-camera minutes of the meeting

Actions and reports

AT - Chair (Andrew Turvey) (including Office Manager)

Andrew's Report was acknowledged, with thanks.

2009-2010 accounts: two differences between the abbreviated and full accounts:

• Treatment of paypal fees. Treated as an expense for restricted funds. Paypal fees need to go wholly against the unrestricted, and should be subtracted from the total amount raised in the fundraiser. The split of restricted vs. unrestricted is then based on the total minus the paypal fees.
• Full accounts include an accrual for £89 for attending a conference. Should be unrestricted not restricted.
• MP reminded the board that some subtractions will need to be made from the restricted funds - namely sponsorship of the Chapters Meeting in 2010 and socilitors fees. These come under the 2010-2011 accounts.
• AT pointed out that we should put in place risk assessment for the 2011 accounts.

AT, MP and JS approved the full accounts subject to those changes.

ACTION: AT and MP to formally sign the accounts.

TD arrived at this point.

2010-2011 accounts:

• Approval of auditing firm: query of whether we have asked any others for quotes. Felt to be good to stay with the same accountants. AT, JS, MP approved using UHJ as our auditors next year. (NB: discussed prior to TD's arrival)
• Approval to purchase accounting system. Between QuickBooks (cheaper; as used by the Foundation) and Sage (more expensive, but market leading and standard). Budget for up to £500 to purchase one of these two was approved; AT and TD to decide which accountant system is the best.

Accounting processes:

• Move to a fully online accounting system; invoices, expense claims on wiki, scanning receipts (but retaining physical copies; to be given to the accountant at a later time; if receipts weren't genuine then the expense claim would have to be reversed).
• Bank statements scanned on the office wiki.
• Batch postings for donations - don't need to include full details of these in the accounts so long as they are maintained elsewhere.
• Distributed bank account and full paypal access: already being set up, so AT and MP also have access to it. ACTION: TD to give MP, AT full access to the paypal account
• Changes approved; ACTION on TD and AT to implement them.

Charity application:

• Draft letter; have a number of changes that we want to make. Solicitors want a draft of a section regarding relationship with the Foundation. The board will work on this at a working meeting on Sunday 6 Feb. (NB: discussed prior to TD's arrival)
• Want to bill the capped amount in full up until the end of December. Have been given the bill already (~£800 + VAT + expenses). Will then bill us again for extra time and costs up to the end of this application. Need to know what the additional costs would be. If circa £300, then the board would be happy with this. ACTION: AT to talk to them again, and find out how much the extra costs would be.

Payroll:

• Haven't paid PAYE deductions from December, which were due on 22 Jan, as we have not yet got a PAYE account number. Not non-compliant; will be paid next time.

WMF relations:

• AT sent the Foundation a response to their email on the communication issues
• JS sent a request to the Foundation for general input from the Foundation about WMUK's development: Sue, Erik, Zack and Barry replied in a single email. JS to circulate this email to the WMUK board list for discussion.
• Also other communication regarding governance of the chapter, and communications.

Organisational development:

• WMF/Sebastian have a number of things that they can offer, which we can pick and choose from. In particular: team building (particularly useful after the next AGM, when the board will likely change substantially), and strategic development (talking about where the chapter will be in 5–10 years). Also a lot of other things that can be offered, including: assessment (360 degree survey of the organisation), short-term planning (budget setting etc.), hirings and staff development (particularly relevant at the current time). Team building: if outdoors, no. Indoors, maybe - but reluctance from current board members. Short session for new board members might work. MP suggests doing team building via strategic development / discussions of aims.
• Concerns over the time requirement of this process were discussed.
• Will become mostly effective when the next board comes into place, but will need to start hiring staff before then.
• Next 3 months: planning and implementing a hiring process, need to have Seb's input and advice on those aspects, also with the budget. When the next board comes into place, then we start the long-term strategy process, and bringing the board together as a team.
• Decision: yes, we will participate. Main contact will be AT.

SV arrived at this point.

Grant to the Foundation:

• Letter from lawyers was shown to the board. Foundation have requested a grant of 65,000 USD, ~£40k - see File:WMF UK Grant Request DEC 2010.pdf. Agreement to give them the full amount of the restricted funds for international activities from the 2009 fundraiser, after deduction of the lawyer's expenses and the previously-agreed sponsorship of the chapters meeting.

Secretary (Mike Peel)

Mike's report was acknowledged, with thanks.

Microgrants:

• More information on the microgrant to print leaflets was given to the board.

Kick-start grant:

• Report was acknowledged, but not approved.
• Unused money needs to be returned, or unrestricted. ACTION: TD to contact the WMF to see what they want to do.

Britain Loves Wikipedia:

• Now have a list of winners. ACTION: MP to publicise this, and sort out distributing the prizes.

TD - Treasurer (Thomas Dalton)

Tom's report was acknowledged, with thanks.

Transferring money from Paypal to the bank account: waiting for them to process the direct debit form, which is due imminently.

Membership:

• Members register on the wiki needs updating prior to the AGM notices being sent out, and kept up to date. ACTION: AT to [give Charles / speak to charles about] the task of updating the membership register as a priority.
• Membership lapses: should be brought to the board for a decision.

SV - Steve

Steve's report was acknowledged, with thanks.

Campus Ambassador program

• Advertising this via geonotices etc. can't easily be targeted to specific cities, unlike the US.
• Use a Wikipedia academy to get people in Bristol interested in the Campus Ambassador program.
• Have a mix of Wikimedians and others helping out - as happened for the 13th Jan event.
• Academy: Alex would do a talk at this that would introduce the attendees to the Campus Ambassador project. General aim for the academy would be 50-100 people, giving them an introduction to Wikipedia. Would then be a core group of people that would become ambassadors. Would hopefully lead into a Wikipedia society.
• This can then be replicated in other locations.
• Later in the year: 2 ambassador training events, one in Bristol, one elsewhere (e.g. London/Cambridge). Would then bring in people from surrounding universities (preferably Wikimedians in this instance) who would be able to go back to their own universities. Around 20 ambassadors in total, with 2-3 core universities who would be sustainable. 8-10 other Wikimedians from universities across the UK who will have gone through the training process. Can then find someone to take the lead in the UK after Alex leaves (~June 11).
• Have a steering group, with an ambassador as a leader, with WMUK involvement - possibly a staff member involved.
• First pilot project of this outside of the US.
• Geographic north: best place might be to include the University of York, where there is a well-established group of free culture people in the university. Zeyi He (former board member) is also based in York.
• ~10k currently included in the draft 2011 budget - to be discussed later on. Depends on what the money should be spent on - whether printed goods, location expenses, ...
• SV and JS will take things forward. JS focusing on the details required; SV to do the networking.
• SV: If there are teachers in schools that want to come along to the academies; people interested in archiv; from other locations. Training course on who we are and what we do. General issue that we could tackle, where we think that we can make an impact. CRUK event earlier in the week was along this line.

13 Jan event:

• ~20,000 people reached by the 13th Jan event. Biggest event that WMUK, or indeed any other chapter, has run so far.
• BBC Anchor project: giving 36 disks. 50 minute version + 5 minute version (edited by Steve). 6 copies for each of the sponsors, including ourselves. Will be public domain or CC-BY-SA. Will be used for promotion of the city. Also another disk from the Bristol City Council, who also recorded it. 5 minute one can be shown at the annual conference. A copy can also be given to the Foundation. First time that the BBC has given us content under a free license; removes a barrier for future collaborations with them.

JS - Seddon

Seddon's report was acknowledged, with thanks.

Annual conference:

• Roger Bamkin has agreed to do a talk. 3 speakers so far.
• Bristol Festival of Ideas might be interested in targeting a keynote speaker and doing a branded event related to the annual conference.

OKCon:

• JS emailed them earlier this week, asking them to confirm the numbers (only seem preliminary ones so far). Asked to send the invoice for the location. £3,200 in total; £1,800 from registrations, so will need to transfer ~£1,300 after confirmation and invoice.
• JS will organise a meeting with them to talk about going forward. The next OK meeting is in Germany in ~June; WMDE might be helping with this, so need to give them a heads-up.

AT/All - Use of email by the chapter

A few months ago, decided to do more things by email, which has been started. A discussion on good practice with email, discussion about what things are decided on by email.

TD: need to make sure that proposals are fully-formed before they are brought to the board. SV: problem is that it's a lot of work, and it's a risk. Can discuss things with individual board members to sound people out.

Pushing discussion of ideas to the public mailing list would be good, rather than discussing them on the office or board mailing list. Can develop ideas on the public wiki up to the point that they're ready for board approval - individual board members can be involved with this process as they are interested in.

GG arrived at this point.

Office mailing list: items are often to do with one of Gemma or Charles but not both. Probably not the best use of their time. Gemma: has got better at filtering out those that are not of direct interest, and asking for summaries from AT and MP.

Key points:

• Use the public list more
• Take things off the mailing list when appropriate (i.e. comments to individuals), rather than always replying to the list
• Use a wiki for development of ideas
• Use of the lists for email decisions has worked well so far. Decisions should be focused more on the board list rather than the office list - but board members should remember to involve Gemma (PR) and Charles (admin support) as needed.
• Use telephone calls, or in person, rather than emails when appropriate.
• Scheduled calls on PR topics at specific times.

AT In camera discussion

See the in camera minutes

B: Decisions and discussions needed (13.00-16.00)

2011 Budget/Controls

TD ran through the drafted controls. MP already left comments on the talk page. Additional comments:

• Authorisation of expenditure form; request for reimbursement form. Current expenses form is the latter; authorisation is new, taking over from the board approving every expenditure. TD will draft these - will be electronic, templates on the office wiki.
• Document will be reviewed on an annual basis.
• Regular reports on the income, expenditure should be made to the board. Details of expenses that have been paid would be listed somehow on the wiki.
• Office manager could have an element of book-keeping, so that the board can be more aware of expenses.
• Should be specified that the forms are electronic.
• Should ask our accountants for their input on this document? ACTION: AT to raise this with them.
• ACTION: TD to complete the controls taking the above into account, and will send it around to the board for email approval.
• Authentication by username on the wiki.

Starting from 6 Feb, claims should be put onto the office wiki.

2011 Budget

Costs for staff:

• Can either allocate as separate items, or put in as FTE's.

Current status:

• £89k in the bank account
• £540k in paypal
• £5k outstanding expenses
• Hence £620k

Forecasting:

• Budget should include the income expected during the year - membership fees, fundraiser, other donations.
• £600k from fundraiser
• £0.5k from membership fees

Reserves:

• Should be able to cover staff costs for some time. Covering one year would be ~£140k - so £60k will cover ~3–6 months of salary and professional fees.

Fundraiser:

• £250k falls under the International Projects from this year's fundraiser; less than half of the amount from the fundraiser due to some donations going straight to the Foundatino.

Cultural and Heritage:

• Would cover several large conferences, and smaller ones.

Internships:

• WMNY have found these to be very effective. £10k would support 3-4 people interning full-time over the summer.
• Decided to delay this until better developed.

The budget was developed on a google document; to be updated on the public wiki. The budget was approved by the board. Modifications will be made to it throughout the year by board decisions; the document will be maintained by the Treasurer.

Job Descriptions

These were deferred to discussion offline and the next meeting.

Next three years

This was deferred to a future meeting

AOB

None were raised. The meeting closed at 16.40.