From the
minutes of the May 11th WMUK board meeting:
Video recording of this meeting
The issue of video recording this meeting was raised.
GD and CK opposed recording in order to maintain frankness of dialogue.
CK and DT were concerned that new board members might find this off-putting.
DT, MP, and Fæ supported recording as the status quo and part of our commitment to openness.
MP was concerned that lack of filming would go against community expectations.
Saad joined the meeting at this point.
CK said that the recording was only done in early 2012.
JD said we should differentiate between livecasting and recorded as the latter allowed for redaction, and that confidential stuff could be held in camera.
GD would differentiate between internal business of the charity and relations with the community.
MP disagreed and felt that part of the strength of Wikimedia was transparency in both the activities and the organisational business (compare with Wikipedia making both the content and the editorial discussion transparent).
DT proposed that any board member be allowed to take any item in camera.
Fae and MP briefly left the meeting.
GD and CK reiterated support for full minutes.
Fae requested a vote of the trustees as this matter relates directly to the signed Trustee Code of Conduct which includes a version of the Nolan Principles:
Openness: The Trustees must ensure that confidential material, including material about individuals is handled in accordance with due care and should be as open as possible about their decisions and action that they take. They should give reasons for their decisions and restrict information only when the wider interest clearly demands.
MP provided a summary of the discussion: That he felt there was not a consensus to record the meeting, but wanted it to be clear for the minutes about the reasons why. He noted that if the meetings aren't recorded, then as Secretary he expects other trustees to help ensure that the minutes are accurate, as the discussions can't be double-checked at a later point in time.
CK: There were strong feelings on both sides of the discussion and a strong feeling from some trustees that videoing board meetings was an important commitment to our principles of openness. Other trustees (including myself) felt that there was a real risk that recording meetings, even where any trustee was able to request the recording be stopped, would interfere with trustees' ability to be frank with one another, and that worse decision-making not in the charity's best interests might result. This need not affect other aspects of transparency e.g. prompt and full minutes, open drafting,
Fae as all members are entitled to attend what would happen if someone attended and recorded?
Fae proposed the motion: For the board to cease recording meetings and not record or video board meetings in the future. This was not voted on.
CK proposed the motion: Not to video record this meeting.
Support: CK, GD, SC.
Oppose: DT, Fae.
Abstain: MP.
The motion was therefore passed.
DECISION: This meeting will not be recorded.
Fae challenged the conclusion of the Chair that this vote was passed by simple majority, as 6 trustees took part and only 3 supported. The Secretary concurred with the Chair.
Bonus:
With regards the decisions to approve new members, Fae explained his nay votes:
"I have gone along with a simple process since becoming a trustee in 2011, that seemed suitable for an organization with only the ambition of becoming a charity. Now we have 9 employees, trebled our WMF grant and claim a significant reputation in the charity sector, I think there should be a process for assuring that members are real persons. This is a likely risk when membership is cheap at just £5 per name, and it may only take a handful of names to cause major disruption, such as requiring an EGM to be held, or changing who is elected as a trustee when votes are as close as they were in 2012. When a system is in place, I will be comforted that a vote of trustees is meaningfully based on that assured process, rather than limited to who happens to be in our personal networks and ignoring names we have no idea if are fictional or not. I approached our charity lawyers at a trustee workshop earlier this year, and their informal view supported that the potential for disruption, or loss of confidence by our members, should be considered by the trustees to be a reputational risk worth worrying about."
