I think that making preparations for both drafting a complaint to HMRC and preparing an application to CC should start now. Even if the preparations are only minor. Delaying either by any real length of time could affect Wikimania significantly.
Our estimates for the venue are based on having charity status and bookings need to happen in quick sucession to winning the bid. If we can start making preparations now it may also alleviate any concerns that the jury/public may have with this.
Joseph Seddon
The March newsletter has been published at
http://uk.wikimedia.org/wiki/Newsletter/March2009 and is copied
below for your convenience:
Summary: With everything in place for the chapter, other than charity
status, we have organised the first Annual General Meeting - your
chance to influence the chapter's future and stand for the board. The
bid to hold Wikimania 2010 in Oxford is coming on nicely. We also
bring you the usual details of meet-ups and news coverage, and details
of how to propose a project, and possibly get funding.
In this month's newsletter:
1. Chapter formation process
2. Annual General Meeting and Board elections
3. Oxford Wikimania bid
4. Project funding
5. Meet-ups
6. News coverage
1. Chapter formation process
We've started accepting members! Since we opened our bank account last
week, we've been able to finish processing the membership applications
received so far. We currently have 15 members, with more in the final
stages of acceptance. If you've been waiting for us to be fully set up
before submitting your application, then now's the time!
2. Annual General Meeting and Board elections
We are pleased to annouce that the first AGM of Wikimedia UK v2 will
be on Sunday 26th April 2009, starting at 12 noon. The AGM will elect
a new Board for 2009–10 and debate the priorities of the chapter -
including Wikimania, if we win the bid! All members can take part in
the election or stand for the Board - this page has details of how to
join and this page how to stand for the board.
When the initial board was elected in September 2008, we agreed that
we would stand down if we hadn't incorporated the company within six
months, and we would hold an AGM within six months of incorporation.
Despite the delays experienced first in getting chapter approval and
then opening the bank account, we are very happy to have met both of
these deadlines.
3. Oxford Wikimania bid
The bid to hold Wikimania 2010, the 6th annual Wikimedia Conference,
in Oxford is nearing completion. All major information about the bid
must be in place before 29th March, after which the jury will begin
questioning the three teams aiming to host the event.
If you would like to support the bid, please add your name to the
local team, help finalise the bid, and consider joining the organising
meeting on the IRC channel on Tuesday 24th March at 20:30.
4. Project funding
There is currently an opportunity for chapters to get funding from the
Wikimedia Foundation for specific projects. Have you got a project
that you'd like to get started on? We're currently asking for
proposals! The deadline for the funding opportunity is the 7th of
April, so don't delay!
5. Meet-ups
Since the last newsletter, meet-ups have occurred in Cambridge, London
and Manchester.
Sunday 8th March saw the 19th London Wikipedia meetup. The meetups
have been running since June 2004 and currently take the form of an
afternoon at the Penderel's Oak in Holborn on the second Sunday of
every month, with people dropping in and out, as and when they can.
Ten wikipedians came along, most falling within the stereotypical
Wikipedia demographic of 20 to 40 year-old
winter-warmer-and-cranberry-juice-drinkers, slightly too knowledgeable
of wiki markup for their own good. Topics discussed included
Wikimania, adminship, copyright law, hoax articles and the featured
article process. The meetups are a good opportunity to meet other
Wikipedia contributors and several projects have come about as a
result of discussions at these meetups. The next one is due to be held
in April (see this poll for the next date, as the second Sunday of
April is Easter Sunday).
The 4th Manchester meetup took place on the 14th March at "The
Manchester & County", a Wetherspoons pub off Piccadilly Gardens. Six
Wikipedians appeared, also falling within the stereotypical Wikipedia
demograph. Topics included the RfA process (including lots of juicy
gossip), flagged revisions, the balance between admin duties and
regular editing and Wikimedia UK. The next meetup in Manchester will
be on Saturday 4th April.
6. News coverage
March has been a quieter time for us, with no big story dominating,
but we've seen the BBC discussing Wikipedia's articles on UK
politicians, while Jimmy Wales has been interviewed by the BBC World
Service, who wondered how Wikipedia manages to remain free, and Seth
Finkelstein wrote a critical piece in The Guardian on inclusionism and
deletionism in Wikipedia.
Note: This notice has been sent to all directors and all members who have been confirmed as of 20th March. It is also published on the mailing list and the Wikimedia UK wiki.
Wikimedia UK Annual General Meeting
help start the new chapter off in the right direction
Please join us at the Annual General Meeting of Wikimedia UK. The meeting will be held on Sunday 26th April 2009, starting at 1pm, at the University of Manchester Students' Union.
University of Manchester Students' Union is located on Oxford Road, 15 minutes walk or a short bus ride away from Manchester Oxford Road train station. Manchester has good rail links to cities across Britain - 3 hours from London, just over 2 hours from Birmingham, an hour from Sheffield and 2.5 from Newcastle. If you are coming by car, central Manchester is easily accessible from the M6/M62 motorway network and nearby parking is widely available on Sundays. Manchester Airport is twenty minutes by train from Manchester Oxford Road station.
Further details of the precise location will be sent out closer to the time.
The Agenda is:
1pm: Welcome, refreshments and informal discussions
2pm: Discussions led by our invited speakers and the Board
3pm: Formal business of the meeting, including hustings and election of the new Board
We expect the meeting to be over by 5pm, with further discussions and the first meeting of the new Board continuing over dinner
We are currently confirming the speakers and will provide more information closer to the time. Discussions at the AGM will focus on the priorities of the Board for the forthcoming year and how we can make this new chapter a real success.
Set out below is an invitation for people to stand for the Board and details of the formal resolutions which are to be proposed to the meeting. We have set out a form below to use to vote electronically for the resolutions and to put yourself forward as a candidate.
If you are attending, please add yourself to the list at http://uk.wikimedia.org/wiki/Meetings/2009_AGM/Attendees
Hope to see as many of you there as possible!
Regards,
Board of Wikimedia UK
20 March 2009
Wikimedia UK is the operating name of Wiki UK Limited.
Wiki UK Ltd is a Company Limited by Guarantee registered in England and Wales, Registered No. 6741827.
The Registered Office is at 23 Cartwright Way, Nottingham, NG9 1RL, United Kingdom.
Invitation for candidates
The AGM will elect a new Board of Directors who will run the chapter
for the forthcoming year. The directors also function as Trustees of the
charity. Are you able to help out the chapter by becoming a Board member? We expect
directors will meet at least once per month and hope that directors
will take a lead in chapter projects outside meetings; we
are particularly keen to encourage candidates who bring experience of
media relations, legal matters, charity administration, project organisation or lobbying. However, there is no requirement to dedicate
a certain amount of time to the chapter or to have any particular
skills - just disclose what you can bring
to the table and let the members decide!
Legal criteria
Before applying to be a candidate, please check that you fulfill the
legal criteria to be a director and charity trustee. These are, in
summary:
1. You are a member of the chapter, or nominated by a member
2. You are 16 years old or over
3. You are prepared to publicly disclose your real name, date of
birth, residential address and the names of any other companies you are
the director of
4. You are not an undischarged bankrupt, your estate has not been
"sequestrated", you have not made an undischarged arrangement with your
creditors and you have not granted a trust deed in favour of your
creditors
5. You have not been disqualified from acting as a company director or
removed as a charity trustee by the Charity Commission, the High Court
or the Court of Session (Scotland)
6. You have never been convicted of any offense involving deception or
dishonesty which is not a "spent" conviction - even if it was not in
the UK
If you have any questions regarding the above you are welcome to contact the Board or take your own legal advice.
Duties
Once elected as a Board member, Directors and Trustees have certain general legal duties and responsibilities. These include:
1. To act only within the powers given to them by the Articles of Association
2. To act in good faith and with integrity to promote the success of the chapter in achieving its purposes,
with regard, where necessary to long term effects and the interests of
employees, the community, the environment, relations with suppliers and
customers, standards of business conduct and fair acting between
members of the chapter
3. To use the chapter's resources reasonably and only for the promotion of its purposes
4. To exercise independent judgement and reasonable care, skill and
diligence and consider getting external professional advice on all
matters where there may be material risk to the chapter, or where the
board members may be in breach of their duties
5. To avoid conflicts of interest, declare them where necessary in
accordance with applicable law and not to accept benefits from third
parties where these may give rise to a conflict of interest
6. To avoid undertaking activities that might place the chapter's
assets or reputation at undue risk, ensure that the chapter remains
solvent.
In addition, the chapter's Board members are personally required to ensure that the chapter
complies with its other legal duties such as those arising from being
an employer and its reporting obligations to Companies House and the
tax authorities.
Nomination
If you would like to nominate yourself as a candidate for the Board, please send an email to tellers(a)wikimedia.org.uk by Sunday 5th April (23:59 GMT) which includes:
* Your membership number
* a statement that you would like to nominate yourself to serve as a
director and trustee of the chapter and that you fulfill the legal
criteria for appointment
* a statement as to whether you are over 18 or not
Note: slightly different election rules apply to candidates aged between 16 and 18
* Full name, any previous names, date of birth, usual residential
address, business occupation and the names of any other UK companies
which you have been director of in the last five years
Note these details will not be made public unless you are successfully elected, when they will be filed with Companies House
You may also enclose a candidate statement for sending out with the ballot paper to the voters and publication on the Wikimedia UK wiki if you wish, or you may send this separately to the Tellers before the 5th April.
The Tellers will confirm receipt and acceptance of the nomination. The list of validly approved candidates will be sent to all members within a week of the close of nominations on the 5th April. Candidates can withdraw their nomination any time before the results of the election are announced.
Resolutions
The AGM will consider the following resolutions:
1. Setting the maximum number of Directors to seven
2. Requiring the permission of the members to amend the Election Rules
3. Appointing those people elected under the Election Rules as directors
4. Adoption of the Membership Rules
5. Setting the Membership fee to £12 per year and £6 for concessions
6. Requiring the permission of the members to terminate the Chapter Agreement
7. Requiring the permission of the members to terminate or amend the Chapter Agreement
The full text of all resolutions and further explanations are given at http://uk.wikimedia.org/wiki/Meetings/2009_AGM/Resolutions
If you would like to propose a resolution or an amendment, please email secretary(a)wikimedia.org.uk before the meeting to discuss.
Resolutions 2, 6 and 7 are Special Resolutions which require a 75%
majority of members voting to vote in favour in order to pass. The
operative text of these Resolutions is set out at the bottom of this notice. All other resolutions are Ordinary Resolutions which require a simple majority (i.e more than 50% of those voting) to pass. The text of Special Resolutions cannot be amended at the AGM itself because they require special notice; Ordinary Resolutions can be amended at the meeting.
The Board proposes Resolutions 1-6 and encourages all members to
vote in favour. They have been drafted after consultation with the community on the email list and the wiki and we believe they are are in the best interests of the chapter.
Resolution 7 has been proposed by a member. Although
the Board understands the rationale for the motion, we think it is
likely that we will have to make amendments to the Chapter Agreement
in the near future. Requiring an Extraordinary General Meeting or a
Written Resolution to implement these would be an onerous requirement for the next Board, which would not bring a proportionate benefit;
therefore, the Board encourages members to vote against this resolution. Our full argument against is set out at http://uk.wikimedia.org/wiki/Meetings/2009_AGM/Resolutions.
A statement in support of Resolution 7 is attached.
You have the right to appoint a proxy who can attend the AGM and
vote on your behalf. You may revoke the appointment of a proxy at any time. Your proxy doesn't have to be a member but does have to attend the AGM in person.
You may also appoint the Tellers as your
proxy, and instruct them to vote in a certain way. This can be used as
a way of voting electronically, and you can still attend the meeting if you wish. If you would like to do this, please email the following message to tellers(a)wikimedia.org.uk, no later than 2pm on Friday 24th April, replacing the text within [ ] as appropriate:
I, [name], of the above email address, being a member of
Wikimedia UK, membership number [num] hereby appoint the Tellers (1) as
my proxy to vote in my name on my behalf at the general meeting of the
charity to be held on 26 April 2009 and at any adjournment thereof:
1. Setting the maximum number of Directors to seven: [insert "For" or "Against"]
2. Requiring the permission of the members to amend the Election Rules: [insert "For" or "Against"]
3. Appointing those people elected under the Election Rules as directors: [insert "For" or "Against"]
4. Adoption of the Membership Rules: [insert "For" or "Against"]
5. Setting the Membership fee to £12 per year and £6 for concessions: [insert "For" or "Against"]
6. Requiring the permission of the members to terminate the Chapter Agreement: [insert "For" or "Against"]
7. Requiring the permission of the members to terminate or amend the Chapter Agreement: [insert "For" or "Against"]
Unless otherwise instructed, the proxy [insert "may vote as they think fit or abstain" or "must abstain"] from voting.
(1) If you would like someone else to be your proxy instead, please insert their name and address here
Special Resolutions
The
operative texts of the Special Resolutions proposed are:
Resolution 2
The Members assembled in this Annual General Meeting
do hereby decide by Special Resolution to restrict the powers of the
directors such that they may not amend the Election Rules except
through another Special Resolution of members.
Resolution 6
The Members assembled in this Annual General Meeting
do hereby resolve by Special Resolution to restrict the powers of the
Directors as follows: The Directors may not, except with approval of
the Membership by Special Resolution, terminate this Chapter
Agreement.
Resolution 7
The Members assembled in this Annual General Meeting
do hereby resolve by Special Resolution to restrict the powers of the
Directors as follows: The Directors may not, except with approval of
the Membership by Special Resolution, terminate or amend this Chapter
Agreement.
2009/3/20 Gordon Joly <gordon.joly(a)pobox.com>:
>
>
> So what are the interesting parts of the AGM?
>
>
> The BBC / Jimbo / both?
The hustings might be fairly interesting, I guess it depends on how
many people stand (if the election is uncontested, they will be pretty
boring, however eloquent the candidates may be!). I'm looking forward
to the BBC talk/discussion if it happens (which I very much hope it
does). If Jimbo gives a talk as well, that would probably be quite
good, although I think I already know Jimbo's views on most relevant
subjects, whereas I don't know the views of the BBC, so the BBC will
probably be more interesting.
2009/3/18 Gordon Joly <gordon.joly(a)pobox.com>:
>
> According to Facebook, Jimbo will be at the AGM.
>
> Is this true?
If it is, there is a minor issue - is he a member? If not, he's not
actually welcome at the AGM without an official invite! (It's a minor
formality, but the board should actually invite him if he's going to
come.)
As many of you may be aware, from saturday onwards I will be off the coast of scotland
with no likely internet access, poor 3G and irregular mobile signal.
I need to know who has had experience with events like wikimania, who has attened wikimania
or similar free knowledge/open source before, technical knowledge on running events, press
experience, accounting etc etc. With this information a section can be drafted up about the
abilities of the local team etc. If replies are simply posted here with a brief outline that will
be most helpful
Two sections still need work and then the bid page will be relatively complete. They are:
http://meta.wikimedia.org/wiki/Wikimania_2010/Bids/Oxford#Cost_of_livinghttp://meta.wikimedia.org/wiki/Wikimania_2010/Bids/Oxford#Travel_costs
Also this http://uk.wikimedia.org/wiki/Wikimania_Bid/Press/prewin press release which will need
to go out next week need work.
If everyone can concentrate on these four things, I will be confident that our bid will be complete.
Lets get these last few pieces together and have a complete bid when going into the close of bidding
next week.
Joseph Seddon
_________________________________________________________________
View your Twitter and Flickr updates from one place – Learn more!
http://clk.atdmt.com/UKM/go/137984870/direct/01/
This point I quickly mentioned on irc earlier in the week but noone could confirm it.
-----Original Message-----
From: Gordon Joly <gordon.joly(a)pobox.com>
Sent: 18 March 2009 12:58
To: wikimediauk-l(a)lists.wikimedia.org
Subject: [Wikimediauk-l] Jimbo at the AGM
According to Facebook, Jimbo will be at the AGM.
Is this true?
Gordo
--
"Think Feynman"/////////
http://pobox.com/~gordo/
gordon.joly(a)pobox.com///
_______________________________________________
Wikimedia UK mailing list
wikimediauk-l(a)wikimedia.org
http://mail.wikimedia.org/mailman/listinfo/wikimediauk-l
WMUK: http://uk.wikimedia.org
Sorry I missed the board meeting, my computer is playing up. I've come
downstairs to use a college computer and I see from the minutes (which
were uploaded in record time, by the looks of it!) some input is
required from me regarding the motion I proposed (I haven't actually
been emailed about it yet, but I can preempt that!).
For those having difficultly keeping track, the motion is to require a
Special Resolution (that is, a 75% majority of members) to amend or
terminate the Chapter Agreement (our agreement with the WMF which
covers trademarks and the like).
I've proposed this motion because I think that Wiki UK Ltd.'s chapter
status is fundamental to its identity and reason for being. It is why
we founded it in the first place. For that reason, I think the chapter
agreement (which is the legal embodiment of that status) should be
given equal status to the Memoradum and Article of Association (our
governing documents). Under the Companies Act 2006, a Special
Resolution is required to amend the Mem and Arts, so I feel it should
also be required to amend/terminate the Chapter Agreement.
It has been proposed that my motion be amended to only require a
Special Resolution to terminate the agreement, not to amend it. That
is a non-starter. If you can amend something you can terminate it -
you just amend it to say nothing (or to just have some nominal
clause). You would need to add something along the lines of future
versions being "in the same spirit" as the original. I am very much
against such subjective rules - they are liable to cause major
disagreements in future due to different interpretations. (There are
enough disputes over the new version of the GFDL and that has the
advantage of being based on a clear ideology, the Chapter Agreement
isn't.)
It has also been proposed that the requirement for a Special
Resolution be replaced by a requirement for an Ordinary Resolution - I
see little point in this. There just isn't that much difference
between 50% and 75% when it comes to inconvinience - a meeting is a
meeting, regardless of the majority required (there may be slightly
different notice requirements if you intend to debate a Special
Resolution, I can't remember, but they aren't too onerous either way).
If Written Resolutions can be done online (and I think they can, as
long as there is some way to verify identities - email can be used for
that, as long as people don't mind the chapter knowing the connections
between pseudonyms and real names) then it shouldn't be too difficult
to get 75% of members to sign a webpage.
So, in summary, I am currently not inclined to change my proposed
motion. I am, however, open to futher discussion on it.
Tom (Tango)