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.
Of course, the other side of that coin is that the business of an AGM is often deathly boring and the voting eminently predictable. When you consider that the decisions taken were to elect three candidates for three places and to agree auditors and no change to membership fees, it's probably going to be difficult to attract much more than a small fraction of membership to a single location in order to conduct that sort of business, however necessary it be. In the event, I think the staff did a good job of drawing up a broader programme that make journeys worthwhile for those who undertook them, but as membership increases (and I hope it will), I still can't see us ending up with any more than about 1 in 20 of our membership physically present. 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? -- Rexx > On 16 July 2017 at 14:33 Fæ <[email protected]> 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 > <[email protected]> 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 <[email protected]> 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 <[email protected]> > >> wrote: > >> > All candidates were voted in, and all resolutions passed, nearly > >> > unanimously. > >> > > >> > On 15 Jul 2017 16:17, "Richard Farmbrough" <[email protected]> > >> > wrote: > >> > > >> > If Harry joins it will be 499. > >> > >> _______________________________________________ > >> Wikimedia UK mailing list > >> [email protected] > >> 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 > > > > > > > > Wikimedia UK is a Company Limited by Guarantee registered in England and > > Wales, Registered No. 6741827. Registered Charity No.1144513. Registered > > Office 4th Floor, Development House, 56-64 Leonard Street, London EC2A 4LT. > > > > Wikimedia UK is the UK chapter of a global Wikimedia movement. The Wikimedia > > projects are run by the Wikimedia Foundation (who operate Wikipedia, amongst > > other projects). Wikimedia UK is an independent non-profit charity with no > > legal control over Wikipedia nor responsibility for its contents. > > > > > > _______________________________________________ > > Wikimedia UK mailing list > > [email protected] > > https://lists.wikimedia.org/mailman/listinfo/wikimediauk-l > > WMUK: https://wikimedia.org.uk > > > > -- > [email protected] https://commons.wikimedia.org/wiki/User:Fae > Personal and confidential, please do not circulate or re-quote. > > _______________________________________________ > Wikimedia UK mailing list > [email protected] > https://lists.wikimedia.org/mailman/listinfo/wikimediauk-l > WMUK: https://wikimedia.org.uk _______________________________________________ Wikimedia UK mailing list [email protected] https://lists.wikimedia.org/mailman/listinfo/wikimediauk-l WMUK: https://wikimedia.org.uk
