Back to AGM Overview - AGM 2011-11-27
Annual General Meeting 2011-2012
This is the discussion page for the next AGM covering the FY 2011/2012. This page is used to refer to discussions happening around the proposed business.
See last AGM history for the discussion surrounding the last AGM last year November.
When
Motion: that we hold our Annual General Meeting for the Financial Year 2011/2012 on 2012-11-25 21:00 UTC m20121017.2
motion from board meeting 2012-10-07
See when 2012-11-25 21:00 UTC is in your timezone.
Reports
Note any reports from the Community and Teams to the Association here:
AGM/TeamReports/2012 (look here for examples)
AGM/MembersReports/2012 (look here for examples)
AGM/BoardReport/2012 is the Board's description of the year
AGM/Diary/2012 is the list of major events
- including
AGM/FinancialReport/2012 is the financial summary required
CAcert Annual Report 2012 (compiled)
Agenda
- Meeting Administration
- Who is making minutes?
- Identification of members with voting rights
- Identify proxy votes
- Identification and acceptance of new members
- Urgent Business (Acceptance of addtl. resolution into the agenda)?
- Ratification of Minutes
- Annual General Meeting 2011-11-27
Presentation of Annual Reports - link
- Presentation of Executive Report
- Presentation of Financial Report
- Presentation of Team Reports
- Presentation of Member Reports
- Secretary Annual Report
- Special Resolutions
- Ordinary Resolutions
- Committee Elections
Nominations for Member of the Committee
At each next AGM, the committee ("Board") is dissolved and a new one is elected. A new Committee should be formed for the term that follows the AGM, up to the next AGM, where the same procedure applies.
Acceptance: {0} pending, {+} accepted, {-} declined
Name |
Nominated by |
Seconded by |
Accepted |
C |
Comments and link |
Dirk Astrath |
{+} |
DE |
link to wiki |
||
Jeffrey Frederick |
US |
link to wiki |
|||
Michael Tänzer |
{+} Michael Tänzer |
DE |
link to wiki |
||
Werner Dworak |
{+} Werner Dworak |
DE |
link to wiki |
||
Tomas Trnka |
{+} |
CZ |
link to wiki |
||
Kevin Dawson |
{+} |
AU |
link to wiki |
||
Sven Andriske |
{+} Sven Andriske |
AU |
link to wiki |
||
Peter Yuill |
{+} |
AU |
link to wiki |
||
Name here |
link to post |
link to post |
link to post |
XX country code |
link to wiki |
Nominations for board directors should be sent to the Secretary (secretary at cacert) in signed email. CC to the cacert-board at cacert. Also, if you want someone to second your nomination, CC that person.
After the election, Checklist for new Board.
Ordinary Resolutions
A member may propose a resolution in a general meeting. Members must be notified 14??? days in advance of the motions, in a call for a general meeting.
The following (ordinary) resolutions will be / have been proposed:
Item |
Title on Agenda |
Call Mail |
Discussion |
Result |
from agenda |
words |
link to member's request |
link to wiki |
Result |
Special Resolutions -- Rule Changes
A member may propose a change to the rules, to be voted as a special resolution in a general meeting. Members must be notified 21 days in advance of the motions, in a call for a general meeting.
The following special resolutions will be / have been proposed:
Item |
Title on Agenda |
Call Mail |
Discussion Page |
|
from agenda |
words |
link to member's request |
link to wiki |
|
See last AGM preparation page for some examples.
Administration
For the Secretary?
Action
Fix Date
When done?
Remarks
start the ball rolling
1st meeting in July 2012
all within 6 months by end of Financial Year (24.2)
check the register of members
3 weeks before the date fixed AGM
call for payments, to bring all members up to full standing
{r}
3 weeks before the date fixed AGM
anticipated date: end October / start November?
2012-11-25 {g}
2012-10-07
~2 months before the date fixed AGM
prepare a call
until 2012-11-04 {g}
4-3 weeks before the date fixed AGM
announce date, for notification
until 2012-11-04 {g}
2012-10-24
3 (2) weeks before the date fixed AGM (27.1, 27.2)
announce date, for special resolutions
until 2012-11-04 {g}
no special resolutions announced
3 weeeks before the date fixed AGM (27.2)
announce date, for resolutions
until 2012-11-11 {g}
no ordinary resolutions announced
2 weeks before the date fixed AGM (27.1)
announce date for nominations
until 2012-11-18 {r}
7 days before the date fixed AGM (16.1(b))
early ballots
starting 2012-11-11 {0}
until
2012-11-25 20:00 UTC is in your timezone14 days before the date fixed AGM until 1 hour before the AGM starts (16.7)
proxys deadline
24 hours before the date/time fixed AGM (34.1)
- Notifications to be sent under Inc rules 41(c)
References
Logfiles
AGM 2011-11-27
Minutes of AGM 2011-11-27
Logfiles
AGM 2012-11-25
Minutes of AGM 2012-11-25
1 Meeting administration
The AGM took place on 2012-11-25 in the #agm channel on irc.cacert.org.
Attendees
20 members
Proxies
2 proxy votes
Opened and chaired by Piers Lauder (President) at 21:02 UTC.
1.1 Who is making minutes?
Werner Dworak offered to make minutes for the meeting.
1.2 Identification of members with voting rights
Tomáš Trnka (Secretary) confirmed that all members present in the channel are entitled to vote.
1.3 Identify proxy votes
The proxies for the meeting are:
Member holding proxy
Members entitled to vote, not present
Ian Grigg
Jeffery Frederick
Marcus Mängel
Fabian Knopf
1.4 Identification and acceptance of new members
Secretary reported that there are no pending membership applications.
1.5 Urgent business
No proposals for additional agenda items received by Secretary or from the floor.
2. Ratification of Minutes
2.1 Ratification of the minutes for the Annual General Meeting 2011-11-27
Secretary announced that voting will be handled by the VoteBot and gave a short overview of rules for voting.
Voting was started to accept the (current at the time) revision 7 of the minutes.
Motion agm20121125.1: Accept minutes of AGM 2011-11-27
VoteBot result:
- AYE: 19
- NAYE: 0
- ABSTAIN: 0
- CARRIED
3 Presentation of Annual Reports
3.1 Presentation of Executive Report
Board report presented as approved by Board motion m20121121.1. No questions were raised.
3.2 Presentation of Financial Report
The financial report for Financial Year 2011-2012 was presented. It was viewed by several members to be lacking in detail, compared to the report for the previous year. It was deemed to be conforming to the regulations, but not providing necessary insight in CAcert's operations.
Some questions were raised, but ended up unanswered due to the unavailability of Treasurer (Jeffery Frederick) responsible for preparation of the report:
- Q: Are the hosting costs for 12 months represented in the number for the presented financial year?
- Q: What is the account framework used?
- Q: How current is the information about the Credit Union and Paymate accounts and why does CAcert operate those?
As President stated, "Given the unfortunate constraints on the treasurer's availability, this is all the financial report we are going to get, unless some other member volunteers to enhance the report later". Ian Grigg noted that next Board should focus on setting up an accounting system that would allow anyone to dive in.
Final consensus was to separate approving the report for OFT and requesting more detailed version for the Members.
Motion agm20121125.2: Approve the Financial Report for presentation to the OFT
VoteBot result:
- AYE: 19
- NAYE: 2
- ABSTAIN: 1
- CARRIED
A lenghty discussion ensued, trying to find the best wording of the next motion and to figure out whether to set a hard deadline on when the updated report should be presented. Hard deadlines were seen by some members as difficult to meet as there had to be a handover to the new Board and Treasurer, as the previous Board will have no authority to access the data anymore. In the end the motion was further separated in two.
Motion agm20121125.3: That, the members reject the Financial Report and request that the Board prepare it to the standard of the previous year, and that they request the assistance of retiring members in doing so
VoteBot result:
- AYE: 17
- NAYE: 1
- ABSTAIN: 3
- CARRIED
Motion agm20121125.4: That the updated financial report is delivered within 6 weeks as requested
VoteBot result:
- AYE: 18
- NAYE: 3
- ABSTAIN: 1
- CARRIED
3.3 Presentation of Team Reports
President presented the team reports and thanked everyone involved for their work.
Jan Dittberner asked the AGM for opinion regarding disabling old SVN accounts, as mentioned in the Infrastructure report. Nobody objected to deactivation of unused accounts.
3.4 Presentation of Member Reports
President thanked Benedikt and Jan for providing their personal reports.
3.5 Secretary Annual Report
Secretary expressed concern about apparent loss of interest in the Association, as during the year 21 memberships expired due to accumulating three years of unpaid membership fees, but only 5 new members joined. It was suggested that sending out payment reminders could probably help to limit the amount of unpaid fees, Secretary agreed to send a personalised announcement detailing current membership status to everyone next time as announcing only through cacert-members proved to be suboptimal.
4 Special Resolutions
No Special Resolutions were proposed.
5 Ordinary Resolutions
No Ordinary Resolutions were proposed.
6 Election of office-bearers of the association and ordinary members of the committee.
Secretary announced that there are exactly seven nominations accepted for seven committee positions and thus all are taken to be elected according to Rule 16 (4). New Board is:
- Dirk Astrath - Michael Tänzer - Werner Dworak - Tomas Trnka - Kevin Dawson - Sven Andriske - Peter Yuill
There are three AU residents on Board so no further action is necessary to comply with the Association Act.
7 General Discussion
President opened the meeting for general discussion. The discussion revolved around the long-standing problem of preparing the Financial Report in time for AGM and possible solutions to it. It was noted that access to the AU accounts is no longer the bottleneck. An accounting system would speed up preparing the report a lot, but it needs to be simple enough.
8 Meeting closure
The AGM was closed at 23:18 UTC by the chair.
Motions within AGM
{g} CARRIED
agm20121125.2 - Approve the Financial Report for presentation to the OFT
{g} CARRIED
{g} CARRIED
agm20121125.4 - That the updated financial report is delivered within 6 weeks as requested
{g} CARRIED