Again another flu addled quick reply. 4) TD made an apparently beautifully simple suggestion on this, but it became rapidly rather less simple when we were trying to word it. I don't think it actually needs to be that complicated at all. We just need to say that any expulsion by the board can be overturned by an ordinary resolution of the membership. We don't have to worry about formal appeals processes etc., it's up to the expelled member to canvas actual members to persuade them to submit such a resolution. (We may perhaps need a clause saying the membership must be notified of expulsions, but that's it.) 7) I've made my thoughts known on quorum in the past, but since I seem to be the only person who thinks 10 is too high, I'm not going to fight this. 10) On voting: I thought we'd come to a consensus on using approval voting for board votes too? 21) Perhaps we should again have some "subject to legal advice" text on delegation. T -----Original Message----- From: wikimediauk-l-bounces(a)lists.wikimedia.org [mailto:wikimediauk-l-bounces@lists.wikimedia.org] On Behalf Of Mickey Conn Sent: 08 October 2008 01:42 To: wikimediauk-l(a)lists.wikimedia.org Subject: [Wikimediauk-l] Mem&Arts - Summary The board meeting on 7th October has recommended several changes to the proposed Memorandum of Association http://meta.wikimedia.org/wiki/Wikimedia_UK_v2.0/MoA and Articles of Association http://meta.wikimedia.org/wiki/Wikimedia_UK_v2.0/AoA. The target date for sending an agreed version of these documents to the Chapters Committee was 11th October. In order to get more feedback from the community, the board has decided to postpone this action to Monday 13th October, when the next board meeting will be held. This means that we need to work quickly to agree a final version of the documents. In particular, we want to discuss and get a consensus on the objects (about which I've posted separately), and the following clauses in the Articles of Association: # (Clause 4) Termination of Membership - What procedure, if any, should be in place for appeals from people who have had their membership terminated by decision of the board? # (Clause 7) Quorum - What should the minimum quorum for general meetings be? We hope to grow quickly, so the usual "one tenth of the total membership at the time" should soon be the one that applies, but what should the lower limit initially be? # (Clause 10) Voting - Do we need to specify voting procedures for electing Directors? Perhaps the procedure used in the recent board election? # (Clause 14) Age limits of Directors / members - Are we happy with the proposal that Directors must be 16 or over, with a majority of Directors 18 or over, and that there shall be no limit on the age of members? # (Clause 21) Delegation - Should Directors be permitted to delegate the powers to committees of non-Directors? # (Clause 27) Indemnity - So far as I can remember, Option 1B has been the only one suggested. Are we happy with this? If you have a proposal or an opinion on these, or on the changes made to the MoA and AoA during the board meeting, please put it forward now - time is of the essence! Best Wishes Mickey Conn _______________________________________________ Wikimedia UK mailing list wikimediauk-l(a)wikimedia.org http://meta.wikimedia.org/wiki/Wikimedia_UK http://mail.wikimedia.org/mailman/listinfo/wikimediauk-l

I just meant legal advice from my friendly barrister or anyone else similar. I doubt ChapCom will care too much about either of the two points on which we need legal advice, so if we present two alternatives to them, meanwhile we can be finding out from my friend et al. which of the two we should be going with. T -----Original Message----- From: wikimediauk-l-bounces(a)lists.wikimedia.org [mailto:wikimediauk-l-bounces@lists.wikimedia.org] On Behalf Of Thomas Dalton Sent: 12 October 2008 21:13 To: wikimediauk-l(a)lists.wikimedia.org Subject: Re: [Wikimediauk-l] Mem&Arts - Summary 2008/10/12 Tom Holden <thomas.holden(a)gmail.com>om>: Drink plenty of fluids and get well soon! resolution Actually, I've just been thinking about it and I don't think any clauses beyond saying it can be overturned are needed. Any member can require the board to distribute a statement in advance of a meeting (at least, I seem to recall reading that somewhere) and if the expelled member can't find any current member willing to exercise that right then there is no chance of the ordinary resolution passing. I'm not sure it's been fully discussed, although I don't recall anyone suggesting an alternative. Approval voting requires the least changes to the governing documents (in fact, it may even be possible to do it entirely through rules with the default docs). What, we put it in the docs now with a comment that legal advice needs to be sought before actually using it? That could work - it would allow us to wait until we can afford a solicitor before doing any final. On the other hand, even having it in the docs could cause problems if it's illegal, with or without a requirement to seek legal advice. _______________________________________________ Wikimedia UK mailing list wikimediauk-l(a)wikimedia.org http://meta.wikimedia.org/wiki/Wikimedia_UK http://mail.wikimedia.org/mailman/listinfo/wikimediauk-l