2019-12-03 AGM Transcript

Sketchnote

• 
  Proposal 1

Minutes

Samathy Barratt 8:04 PM
AGM 2019 mins start - @DanS Taking mins

DanS:cyclone: 8:04 PM
We are Quorate!

Samathy Barratt 8:04 PM
Welcome! The trustees today are Dominic, Samathy, Eddie, Dan, Ali and Mark.
Challenge coins - Every person at the Nottinghack AGM this year has recieved a Challenge coin!

DanS 8:05 PM
The coin is courtesy of the Pimoroni & Smoke & Mirrors
Details about buying extra coins will be provided after the AGM

'''The Agenda'''
Roll Call (Complete)
State of the Hackpace
Financial Report
Voting on Constitutional Changes
2019 In Review

Why do we have a 20% Quorum?
When the space was set up we had a very small number of members and obtaining a 20% quorum was easy
Now that we are much larger it is not as easy to reach 20%
The AGM is not all about voting on the constitutional changes. It is a celebration of what we do each and not a forum for debating the minutia of constitutional changes

This year there has not been a survey of members as in previous years so that will not form the basis of this years presentation
At the AGM last year, we were not quorate. We started our 2019 with a second AGM that was Quorum 

'''Financial Crisis'''
Earlier this year a difference between out monthly outgoings and forecasted income was reported. A call to action was put out to members.
Matt will cover this issue in full during the financial report
It is worth noting that members can set their own payment dates which means we might have good months and bad month
In the worst case, on a lean month we could have a situation where there wouldn't be enough in the bank
Many members rose to this call to action and had a massively positive impact on the financial situation

'''Missing and Stolen Cash'''
Over the summer period the trustees and the treasurer detected a discrepancy between the note acceptor and the money that was deposited in the bank
We believe that some of that money is unaccounted for/ missing/ stolen
We cannot say with any certainty what has happened to the money and can point no finger/ lay no blame
We (the trustees) have conducted a thorough review of how petty cash is handled at the space 
This issue has highlighted to us that there is a wide level of responsibility at the hackspace for important tasks but a total lack of accountability
Processes on how to handle cash in the space was not well documented. There was a difficulty in passing on the knowledge of how to handle money. There is now a process in place
The trustees take responsibility for this missing money and apologies sincerely and can only reassure that we have taken steps to stop this happening again
This was reported to the police at the time it was detected 
We are a community 715-ish strong, we cannot place trust in everyone

QUESTION: How much was it?
Answer: About £2000 over a period of time
Cash comes into the space in about three or four ways. Note acceptor/ Coin Acceptor/ Venders and Donation pots
The treasurer counted the cash in the space (August) and noticed a £1500 descrepency in money recorded in the cash book and in the bank. The other £500 was found to be missing from the note acceptor BEFORE it reached the cash book. 
The matter is still under investigation 

'''Banning a Member/ Trustee'''
Normally we don't mention bans from our community at the AGM 
The trustees took the incredibly difficult decision to ban a trustee
We cannot go in to detail unfortunately to protect the privacy of those involved
James Adams was banned for "Serious Breach of Trust"
James is no longer a member or a trustee
Dominic states that Trustees often put a lot of effort into dealing with issues that cannot be seen by the membership

'''Community Outreach'''
Green Festival
Left Lion Article
Handmade Nottingham Magazine
Nottingham Wildlife Trust event collaboration
BBC Radio Notts, just last week!
Its been a good year

'''Hackspace 3.0'''
Hackspace 2.0 is the upstairs
Hackspace 2.5 is the downstairs
Hackspace 3.0 will be the project that joins these two spaces
We have been reaching out to local architecture firms and structural engineers to determine how to move forward with this problem

This project will not just join the spaces but will provide accessibility features to enable differently abled members to use all of the space

dpslwk 8:33 PM

• 
  Mike sketching

DanS 8:33 PM
Dominic has spoken to the management of Roden house who are just as concerned that we are that there is currently no accessibility features in the building

'''Intermission!'''

• 
  Intermission

'''Financial Report'''
@dpslwk (Matt) is no longer a trustee but is the appointed treasurer of the Hackspace 

Chris Carter 8:48 PM

• 
  Intermission 2

DanS:cyclone: 8:49 PM

• 
  Financials 1

Matt is displaying figures as above ^
Andrew Armstrong 8:49 PM
Hope you can add the slide deck (minus note pages) to the wiki later 

DanS:cyclone: 8:50 PM
At the time of the financial crisis we were losing £600-£650 every month
Luckily thanks to herculean effort of the members we have a surplus!
Thank you everyone

• 
  Financials 2

Stock is the vending machine
Debtors is our deposit held by Bizspace

Samathy Barratt 8:52 PM
Slides will be shared after the meeting, yes.

DanS:cyclone: 8:52 PM
At the lowest point this year, our cash in the bank went as low as £4000

• 
  Financials 3

This slide (Fixed assets) is the tools we own
This year our largest expenditure adding to this total was the Anycubic Photon SLA 3D Printer
The tables for the classroom were bought after this was reported and will be reported on next years financial report

Question: The depreciation was relatively high
Answer: Its been depreciated at about 20%.
There is some discussion about this that is going above my head, sorry!

Question: Cost of the premises
Answer: See next slide

• 
  Financials 4

Membership payments have gone up, please consider upping your membership some more
Workshops & Events have gone up significantly 
Snackspace has gone up considerably
Laser usage has gone up
Tool inductions have been fairly consistent 
Donations have gone up hugely after our call for action. 
There were some significant donations from a small number of donations
We have enabled a donations function on HMS!
https://hms.nottinghack.org.uk/donate

• 
  Financials 5

Our rent payments have gone up a little this year after negotiations with bizspace that include security of tenure
We occupy 4 units within Roden House that has historically been quite cheap. 
Bizspace tried to impose a 20% rent increase on us which kicked off the negotiations 
The lease we have signed has a 4% year-on-year increase. A significant benefit against the 20% bizspace tried to make us pay
We were operating the space on a license. We are now on a lease. 
This gives us more stability, fixed increases and security of tenure.
Our friendly Lawyer has given us significant help with organising this. Thanks Richard!

Question: Is our rent competitive for the area?
Answer: Yes

When we first moved into Roden House it was very cheap due to the license arrangement.
For how near to the centre of Nottingham we are and our proximity to the creative quarter it is a good deal
If we were to vacate the building, we would need to return the unit to a good condition or be billed accordingly. This would be a major, prohibitively expensive undertaking.
We pay VAT. Our current rent is £40000, in 5 years time it will be £47000 ish
We pay for electricity through Bizspace which is very expensive
Please remember to TURN OFF LIGHTS

Hackspace 2.5 Expenditure has been fairly constant since 2018. This year, it has been spent on the classroom 
Two members have relieved us of our duty to repay the remainder of the money they lent when the Hackspace 2.5 work started
Main Trustees expenses are: AGM, Lastpass & Trustee Slack

'''Voting on Constitutional Changes'''
There are three items to vote on today
Members in the room can say Aye or Nay
There will be a few minutes for questions on each item
The items have changed order slightly due to a technicallity
Items are:
Add a definition of non-voting member
Wording related to Trustee Terms
Limit the number of members any single member can proxy to 10

'''1) Add a definition of non-voting member''' 
Dominic is proposing a dynamic system in which any paying member who has not indicated that they are coming to the AGM, not registered a proxy, or attended the space in the last 6 months would not be counted towards the Quorum number. They would be non-voting members.
If anyone wanted a vote, it would be as simple as showing up at the AGM, entering the hackspace or asking for vote. 

''Questions''
Question from James (Jymbob)
James' concern is that we need to make sure that this change is reflected in the part of the constitution that defines what quorum is.
There has been considerable discussion on the slack about how this is worded. 
Dominic believes that what is proposed is sufficient to define the intent of the vote. The constitution can never say all things. It does not say a lot of things. Dominic's proposal is to simply add the proposal as it is. 

Question from Joshua
Could we amend the motion such that it can be implemented?
Answer: maybe.

Question from Chris
Is there a duration that this applies to?
Dominic, yes it would apply to AGM & EGM's. The intent is clear and it is hoped that we can interpret the definition as required. 
All members would still recieve all of the communications, the problem is that lots and lots of members simply aren't interested in voting or the politics of the hackspace. 

Question from Lex
How is the dynamic list generated?
Through access logs on HMS. 
Simply tap your card on a reader and you will be a voting member

Question from Graham
Given what has been said, what has been suggested is a toothless definition. adding a single word to item 2.7 would allow this to happen. 
Agreement in the room is that we can change the motion.

Point from Andrew
This would functionally reduce quorum to around 100. 

Point from Dominic
It wasn't until 5 or 10 minutes before the meeting (AGM) started that we knew Quorum would be reached. 
The motion was made last year to reduce the quorum but was voted down
Dominic's opinion has changed in the last year as he has realised that many menbers simply do not engage with politics.
No matter how much we want the other 600 people to engage, they will not. 
We spend so much time and effort trying to engage these people to no avail. 

Question from Jon
Previously it has been defeated because it would encourage using the space as a service
Dominic says that we cannot define how someone else can enjoy the space
We cannot enforce an interest in the politics. Some members will use the space in that way

Question from Joshua
Previous AGMs we could've found ourselves in a situation where the space is changed from beneath the members
Joshua doesn't believe this amendment does that

Question from Lex
This will only affect the people who aren't engaging with the politics. 
If you are reading this, you are being empowered by this motion

The proposal has been been amended

• 
  Proposal 1

We will also define a voting member. It shall be any member who is not a non-voting member.
Vote: 164 For, 5 Abstain
Motion passes

'''2) Change of wording related to the terms of trusteeship'''
Ian proposed this
The current constitution allows some confusion when a new trustee takes over from a trustee that has resigned
Ian would like to add the word "full" to item 1.3

''Questions''
Question from Toby: If you picked up after a trustee resigns. The remainder of the current term doesn't count towards the two full terms.
Answer: Yes
The absolute maximum anyone could stand as a trustee would be 5 years, 11 months. 

Question: Why have we gone for extending rather than truncation?
Answer: The reason we want to limit it is to prevent someone becoming incumbent in the role. However, imagine if all 7 stood down in a short time. Some churn is good but rapid churn is bad

Some other questions have not been minuted. As I can't type fast enough!

Point from James: James feels the wording is not strong enough to vote for the motion.

Vote: 6 Against, 8 Abstain, Everyone else For
Motion Passes

'''3) Limit the number of members any single member can represent through proxy voting to 10''' 
Eddie proposed this
Under the current constitution, any single member could have an unlimited number of votes and swing a contentious issue

''Questions''
Question from Graham: Are proxies lying? Why is this needed?
Answer: Limiting the number of people anyone could vote for would entirely mitigate the issue.

Question from Toby: If lying isn't an issue, why do we care about someone canvassing the members?
Eddie: Doesn't disagree but it could still lead to a power voter swinging an issue

Question from Joshua: If you can't get a slot with the person you trust, how else can a member get a proxy vote?

Point from Dominic: Proxying in to an AGM is far inferior to attending in person as you don't get the debate in the room.

Question from Ali: How can you verify the proxies are legitimate?
Answer: We asked for a paper trail this year.

Point of note: This is a sticking plaster on the contentious issue of proxy voting.

Point from James: Proxy votes are legally defined in our articles of association. Ian & James are representing 30 people at the AGM. The proxy system allows for dynamic changes at the AGM based on the discussion.
Item has changed based on some discussion in the room

• 
  Proposal 3

Vote: 58 For, 52 Nays, some abstentions
Motion doesn't pass

'''Meeting Closed'''