2010-2011 AGM/Minutes

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Date: 19th of September, 2010 Wikimedia Australia Inc. Annual General Meeting

Start: 2:55 PM AEST

End: 4:05 PM AEST

Minutes: John Vandenberg

Attendance

Apologies
Brianna Laugher, President (November 2009-May 2010)
Steve Peters, President (May 2010-September 2010)
Melbourne
Stephen Bain
Michael Billington
Sarah Ewart
Brian Salter-Duke
Brisbane
Craig Franklin
John Vandenberg
IRC
Charles Gregory (in Tasmania)
Laura Hale (in Canberra - observer only)
Mark Hurd (in Adelaide)
Adam Jenkins (in Broken Hill)
Peter Jeremy (in NSW)
Peter Markham (in Sydney)
Robert Myers (in Wagga Wagga)
Lloyd Nguyen (in Brisbane)
Andrew Owens (in Perth)
Alex Sims (in Adelaide)
Angela Starling (in Central Coast, New South Wales)
Phone links
Pru Mitchell (via phone link to Sarah Ewart in Melbourne)
Liam Wyatt (via phone link to Stephen Bain in Melbourne)
Proxies
None
Members in attendance
18
Observers in attendance
1

Meeting start

The meeting was scheduled to start at 2:00 PM AEST, with a teleconference to be established by the president Steve Peters to a list of pre-arranged members. Steve Peters informed the members before the meeting started that he was stuck in a traffic jam. As a result, the members who were to be present via teleconference were present via IRC except for Pru Mitchell and Liam Wyatt, who were connected via normal phone links. Michael Billington relayed proceedings from Melbourne to the members connected via IRC.

With the absence of the President Steve Peters and a teleconference, Vice-president Liam Wyatt ceded the chair. Treasurer Brian Salter-Duke was given the chair without dissent from the members.

The meeting started at 2:55 PM AEST.

2009 AGM minutes

(attached)
Resolution
That the minutes of the last AGM be confirmed.
Moved
Andrew Owens
Seconded
Adam Jenkins

CWD.

Committee reports

Treasurer's report

(attached)
Question
Who wrote the report section "Some notes on the above statement"? (from Lloyd Nguyen)
Answer
The Treasurer
Question
Is it worth moving some of the funds into an interest bearing account? (from Peter Jeremy)
Answer
This will be something for the new Treasurer [to consider].
Resolution
That the Treasurer's report be accepted.
Moved
Sarah Ewart
Seconded
Stephen Bain

CWD.

Secretary's report

(attached)
Resolution
That the Secretary's report be accepted.
Moved
Angela Starling
Seconded
Andrew Owens

CWD.

Many members of the organisation noted their appreciation for the detail in the report.

President's report

(attached)
Question
Can we discuss this in the absence of the president? (from Michael Billington)
Answer
Yes (from Stephen Bain)
Discussion
  • Angela Starling: noted the related comments on the public website. (Talk:2010-2011_AGM/President's_Report)
  • Peter Markham: appreciated that Steve raising concerns, and reads the report as an honest appraisal, noting it may be interpreted as a bit rude. The organisation needs to consider reducing the workload of the Secretary.
  • Andrew Owens: indicate he has long held the view that the organisation should have a membership officer, noting this is the case on other committees he has dealt with.
  • Mark Hurd: agreed with Andrew Owens.
  • Andrew Owens: noted that Sarah has done a fantastic job as Secretary, and that this position (probably?) has the biggest administrative workload of any single position on the organisation committee.
  • Lloyd Nguyen: concerned that the President's report may not reflect the progress of the entire year.
  • Stephen Bain: noted that Brianna Laugher is no longer a member of the organisation.
Resolution
That the President's report be accepted, noting that it has not covered the entire year.
Moved
Stephen Bain
Seconded
Liam Wyatt

CWD.

Election of committee members

  • John Vandenberg has been appointed president unopposed.
  • Adam Jenkins has been appointed vice president unopposed.
  • Sarah Ewart has been reappointed secretary unopposed.
  • Craig Franklin has been appointed treasurer unopposed.

Ordinary members

Discussion
  • John Vandenberg: requested that the chair postpones the appointment of ordinary members due to President Steve Peters casting yet to be substantiated aspersions against one of the candidates (Andrew Owens) on the public website in the final 24 hours of the voting period, and stating his intention to reveal all after the annual general meeting. (Talk:2010-2011_AGM/President's_Report)
  • Andrew Owens: objects
  • Sarah Ewart, Stephen Bain, Brian Salter-Duke and Mike Billington: also object and wish to proceed
  • Brian and Sarah discuss it further in Melbourne and Brian decides as chair to proceed.

The two ordinary members elected are Charles Gregory and Andrew Owens.

Brian Salter-Duke gives commiserations to Stephen Bain for missing out again.

Rules

Discussion
John Vandenberg: proposes that the Rule amendments are discussed over the next few months, and we hold a special general meeting once the members have agreed upon a set of well defined amendments, in order to seek appoval from Consumer Affairs Victoria once only.
Peter Markham: would also like discussion ahead of changes.
Mike Billington: postponing the amendments might be sensible as a membership officer, suggested earlier in this meeting, would require another rule change
Brian: apologies for these amendments not being discussed more widely in the membership earlier in the year.
Angela, Mark Hurd, and Sarah Ewart: requested the vote on the tabled Rule amendments proceed.
Brian Salter-Duke: decided to proceed, noting that members who want to postpone the Rule changes can oppose them at this time.
John Vandenberg: noted that if any amendments pass, the organisation must submit the amendments to CAV within 28 days.
Mike or Brian: noted that if rules pass at this AGM, further rule changes will mean we need to pay CAV twice.

Committee nominations

Discussion
Peter Jeremy: moved that this rule change be postponed to an SGM.
There were no seconders to this motion.
Special resolution
that the Rules be amended as follows:
  1. Replace 23 (2) by: A candidate may nominate for one only of the offices and/or as an ordinary member of the committee, but may only be elected to one position.
  2. Add at the end of 23(6): save that the ballot will be conducted in the order of offices as specified in 21(1) followed by the ordinary members of the committee, with any successful candidate for an office withdrawing, if nominated, from the ballot for ordinary membership of the committee.
Moved
Brian Salter-Duke
Seconded
not recorded
Support
Alex Sims, Angela Starling, Robert Myers, Charles Gregory, Adam Jenkins, Andrew Owens, Mark Hurd, Lloyd Nguyen, Pru Mitchell, Liam Wyatt, & one person at Melbourne
Oppose
John Vandenberg, Peter Jeremy, & one person at Melbourne
Abstain
Craig Franklin, Peter Markham, & one person at Melbourne
Total: 11/14 (11 support, 3 oppose and 3 abstain)

The chair declared the special resolution as carried.

Corporate members

Special resolution
that the Rules be amended as follows:
  1. Add a new clause 4(13): Corporations and other bodies may become affiliates of the association by resolution of the management committee. Affiliates will pay such fees as determined by the management committee. Affiliates may send representatives as observers to General Meetings but they can not vote.
Question
Would corporate affiliates be entitled to make comments at General Meetings? (from Lloyd Nguyen)
Answer
Yes
Question
Has the committee received any requests for this sort of affiliation? (from Peter Jeremy)
Answer
No.
Discussion
  • Liam Wyatt: noted some example kinds of organisations for which this is designed
  • Pru Mitchell, Craig Franklin and John Vandenberg: noted that organisations can already attend general meetings
  • Sarah Ewart: This rule amendment allows the formalisation of the relationship
Moved
Sarah Ewart
Seconded
Liam Wyatt
Support
Angela Starling, Charles Gregory, Andrew Owens, Peter Jeremy, Mark Hurd, Pru Mitchell, Liam Wyatt, & three people at Melbourne
Oppose
Alex Sims, Craig Franklin, John Vandenberg, Peter Markham, Lloyd Nguyen
Abstain
Robert Myers
Absent
Adam Jenkins
Total: 10/15 (10 support, 5 oppose, 1 abstain, 1 absent)
Discussion
Peter Jeremy: noted that special resolutions require a 75% majority.
Resolution
that the total of this special resolution is accepted, and decision is deferred until the Rules and Act are consulted.
Moved
Michael Billington
Seconded
Craig Franklin

CWD.

After the meeting the chair declared this special resolution as not carried.

End of meeting

Sarah Ewart thanked:

  • the outgoing committee members Liam Wyatt, Brian Salter-Duke and Steve Peters.
  • Liam Wyatt for all of his work with galleries and GLAM.
  • Brianna Laugher for her work earlier in the year.
  • Brian Salter-Duke for all his work as Treasurer and Public Officer, helping to establish the chapter, and chairing this annual general meeting.
  • Liam Wyatt noted that he is happy to assist the incoming committee with the fundraiser, as he will be working at San Francisco at the start of the fundraiser.

Peter Jeremy moved a vote of thanks to the outgoing committee.

Seconded
Mark Hurd
Abstain
Liam Wyatt

CWD.

The chair declared the meeting closed at 4:05 PM AEST.