Wikimedia Canada/Meetings/2008-03-20

Organization Meeting of Wikimedia Canada

Sixth Formal Formation Meeting

Date: Thursday, March 20, 2008
Time: 20:00 EDT (00:00 UTC)
Venue: Teamspeak on 209.246.143.202:8803 and for those without a microphone, #wikimedia-ca on freenode (the meeting will primarily be on Teamspeak though the IRC channel will be used for those who can hear the teamspeak and not speak in it)
Who should attend: The Steering Committee and anyone interested in helping form Wikimedia Canada.

Agenda

Finalizing page organization
By-laws
- Consider striking Part 1, Sub 1, Sub Sections 3 & 4, to exclude corp and trust voting members.
Discussion of new voice & text format.

Minutes

Attendance

Andrew W. (Whiteknight) came into IRC to answer a question, but was not a participant in the meeting.

Steering Committee members Ayelie (Editor at Large) and Gerald (Historybuff) were absent.

Meeting schedule

Individual cases:

Wednesdays at the current time are not the best for Andrew L. He can only be on time if he can get out of class early.
Kevin was mentioned as having a problem with Wednesdays.
Jeff was mentioned as having a problem with Wednesdays. He said that school will be over by the next meeting, thus this will no longer be a problem.

It was decided that future meetings will return to Wednesdays, as Thursdays are too difficult for too many people.
It was recognized that as WMC gets more interest, it will not be possible to accommodate everyone who comes along, in terms of meeting time.
As an alternative for those who cannot make the meetings, Andrew L. mentioned that they could leave a message on the meeting talk page and we could discuss their points.
The next meeting was set for Wednesday, April 2.

Note: Changed later in the meeting to April 9.

Ayelie and Gerald were noticed to be absent.

By-laws - Submission

Alan said that he does not think that we need to send by-laws to a lawyer before we submit them to the WMF Chapters Committee. That way, we could ask them for funding prior to going to the lawyer.
Jeff said that he has spoken to some of his friends in law school and they say that we will have no problem getting a lawyer to look over the by-laws pro bono. This means that we would have to cover their costs, but not their salary. That would cost us only a couple hundred dollars.
Alan agreed and said that some law students will do volunteer work like that.
We agreed that submitting the by-laws to the WMF Chapters Committee first, is probably the best idea, though Jeff reminds us that we may have to go back to ChapCom again after we send them to the lawyer.
To make sure that this is fine, Alan contacts our Chapters Committee representative, Andrew W., on IRC.

By-laws - Trusts and corporations

Alan, the Chair, directed everyone towards the second point on the agenda.
Discussion on weather trusts and corporations could become voting members takes place.
It was decided that trusts and corporations will not go under our definition of a Canadian person and thus will be able to become members, but not voting members.

By-laws - Editing

Andrew L. proposed that we add a notice to the top of all by-law pages saying that major edits should be made by SteerCom members only. It was agreed that we do so.
Andrew L. formatted the bylaw.

By-laws - Directors and officers

Jeff expressed his concerns on the directors section of the by-laws as it does not state what the directors are, what they do, or what they are to discuss at their meetings.
Alan mentioned that he would like the by-laws to mention that WMC will publish all of their minutes and other documents electronically. It was agreed that we do so.
The roles of directors and officers was clarified.
Jeff proposed that we broaden the role of the Vice President to assist the President when requested and may take on any additional roles required. It was agreed that we do so.
Jeff mentioned that the minimum number of directors was moved down from seven to three meaning that if the number of directors was at the minimum, we could not fill all of the officer positions.
It was decided that there would be a minimum of four directors.
It was pointed out that the current draft of the by-laws do not specify how long directors stay in power.
The term length for directors is discussed and set at two years.
The possibility of board appointment to finish a term is discussed and it is decided that that would be allowed to prevent by-elections. Reasoning:

By-elections are costly in time.
By-elections are costly in money.
It is unlikely that the results of a by-election would be different than an election held twelve months ago.

Youth involvement

Alan said that WMC will have strong ties with two things: technology and education. He said that he believes that these two elements will attract youth between the ages of 12 and 17.
Alan proposed that the board create a "Youth Representative" position as an adviser to the board (which will be like a member of the board with no formal voting or signing rights).
Whether youth could legally vote for a member of the board is discussed.
Jeff was requested to speak to lawyers regarding the legalities of this.
Whether minors can have voting rights was discussed. No consensus was reached as nobody was completely familiar with the legal aspects.
It was decided that there is to be a "Youth Representative" acting as an adviser to the board.
It was decided that that adviser was to be elected by the general membership.

Communication

Alan asked everyone if they felt that the mix of voice (via Teamspeak) and text (via IRC) worked well.
Mitchell pointed out that there was not much text written, which was a good thing.
Mitchell proposed eliminating IRC and for those who did not have a microphone, they could simply send text messages to the Teamspeak channel.
Alan pointed out that many other Wikimedia groups use IRC as a meeting place. He said that he had no problem with officially using Teamspeak for voice communication, but by using both, we could tell people that they can submit their questions and comments via IRC while letting them know that we will be primarily and officially using Teamspeak.
Jeff mentioned that the problem with doing everything by voice, is we don't have logs like we do normally. He said that someone should be taking notes.
Mitchell replied saying that he has been taking notes and will be writing a summary as well as posting an audio log.

Page organization

Mitchell asked if anyone knew where Ayelie was.
Andrew L. said that she had confirmed her attendance for tonight.
Alan mentioned her good work on organizing the main page recently.
Everybody was pleased with her hard work.
Andrew L. said that Stéphane should be pleased as the page was translated into French and was set to auto-detect your language.
Andrew L. stated his intent to translate the main page into Chinese. Nobody objected to Andrew L.
Jeff said that we would have to keep the French portion of the page reasonably up to date or else Quebec will go and start their own chapter.
Mitchell said that they would not be permitted to do that per the Agreement between chapters and Wikimedia Foundation.

By-laws - Issues

Jeff proposed that we strike the last seven words of part 5 section 3 of the old draft. Nobody objected, so we went through with it.

Note: We started using a different draft partway through the meeting.

Side note: Gerald entered IRC and was having difficulties getting on Teamspeak.
Jeff proposed that we remove the preamble of part 6 of the current draft.
We decided to, instead, move the preamble to the membership section.
We realized that we had been using both the old and the new by-laws pages accidentally - Wikimedia Canada/Proposed by-laws and Wikimedia Canada/Consolidated by-laws.
Jeff proposed that we mention that the Board of Directors is the chief governing body of the organization.

By-laws - Organizing changes

Alan checked to see if our Secretary, Mitchell, was keeping up with all of the changes that had just been made in addition to the document confusion. Mitchell was starting to get behind with the last couple changes.
Alan proposed that for future meetings, we should use the meeting talk page during the meeting to write down changes to the by-laws so that we have a clear view of what is to be changed and we can see who proposed these changes.

Goals and deadlines

Alan mentioned the need for goals and deadlines for submitting the by-laws to different people and starting the organization.
It was decided that we are to set deadlines at the next meeting.

By-laws - Issues (part 2)

We looked back at some of the changes to the by-laws made over the course of the meeting.
Jeff mentioned that as we struck the part of the by-laws about membership fees, part 5, section 6, is not needed.
Alan said that we never struck the part of membership fees.
Alan mentioned that we do not need to fret too much over by-laws as they can be changed in the future and that we just need something to hand into the WMF Chapters Committee.

By-laws - Youth Representative

Alan proposed adding the part about the Youth Representative (discussed earlier) to the directors section.
Jeff proposed generalizing that part and just having a section on advisers to the board in general.
Alan said that he would like to have that part specifically written down as it is something fundamental and it is political in saying that WMC respects to have the voice of at least one youth member.
Jeff proposed having a general statement about advisers with a sub-clause about the Youth Representative.
Alan opposed that, saying that he really wants to push the fact that youth is an important part of WMC and their opinions will be respected and listened to by the board.
Discussion continued as to the wording and placement of the section and Mitchell started writing a draft in his sandbox.
It was decided that it was up to Jeff and Mitchell to individually develop proposals for wording and placement into the by-laws to be discussed next meeting.

Miscellaneous/conclusion

Alan, the Chair, asked if anyone had any any other business to discuss. Nobody brought forth anything.
Mitchell, the Secretary, asked if anyone knew how to convert WAV files to Ogg format so that he could post an audio log; nobody knew.
Jeff said that he would have trouble coming to the meeting on Wednesday, April 2 on time due to class.
As we have not heard from Ayelie, Jeff would have trouble coming to the meeting on time, and it is exam time for students, which many of us are, Alan proposed to move the next meeting to Wednesday, April 9 at the same time as we have been having meetings. Everybody agreed.
Jeff stated his intent to check over the by-laws for other necessary changes.
Alan said that Jeff can contact everybody through the mailing list regarding changes to the by-laws before the next meeting and that it would be good to have most changes done before that time.
Alan said that on April 9, the by-laws should be done and we can leave them up for a while for public review after then, before we submit it to the WMF Chapters Committee.
Mitchell started a discussion regarding next week's agenda.
Alan asked everyone to think about what they believe is an appropriate membership fee for next meeting and the topic is discussed a little.
Alan, the Chair, asked again if anyone had any any other business to discuss. Nobody brought forth anything.
We discussed that it would be good to work on the by-laws between now and the next meeting and the mailing list would be the appropriate forum for discussing changes until then.
Alan asked Jeff to submit contact information to our Secretary, Mitchell, as Jeff had sort of become an unofficial member of the Steering Committee.
Mitchell proposed that to make Jeff to be an official member of the Steering Committee; nobody objected.
Communication to the mailing list regarding informing everybody who was not here tonight of what was discussed, was brought up by Jeff. He was told that in the past is has been the responsibility of our Secretary, Mitchell.
A real life meeting of Alan, Andrew L., and Jeff regarding incorporation was mentioned as all three of them lived near Toronto.
Alan, the Chair, closed the meeting.

Participants' Sign-Up

Real name	Username	IRC/Teamspeak nickname	Location	Notes
Attending
Mitchell D. (Secretary)	Greeves	Mitchell	Winnipeg, MB
Jeffery N.	Arctic.gnome	Jeff	Kingston, ON
Ayelie (Webmaster)	Editor at Large	Ayelie (Ay-a-lee)	Ottawa, ON
Alan Walker (Chair)	Alan.ca	Alan_Ca / AlanCanada	Hamilton, ON
Possibly attending
Casey	Cbrown1023	kibble	Pennsylvania, USA
Alex	Az1568	Az1568	California, USA
Andrew Leung (Vice-Chair)	OhanaUnited	OhanaUnited	Richmond Hill, ON	Not too sure if I can make it as I have late class that day. Wednesday would have been better for me.
Not attending, but interested

Previous meeting: March 5, 2008	WMC Sixth Formal Formation Meeting March 20, 2008	Next meeting: April 9, 2008