Monthly Meeting - 2010-07-13

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Public meeting minutes for Tuesday, July 13th 2010 at 6:30pm
Location: 1820 Pandora Street
Previous: Monthly Meeting - 2010-06-08 | Next: Monthly Meeting - 2010-08-10


Contents

Preliminary Agenda:

  • Wholesale
  • Software policy
  • Changes proposed by BOD
    • Operations plan
    • Build
    • Volunteer support
  • Changes proposed by Steve Jr

Actual Meeting

Attendance

  • Alec S - former BoD
  • Alishams H (Ali) - Current BoD
  • Andre J
  • Bernie K
  • Bill MG
  • Brian K
  • Chris H -former and current BoD
  • Christine H - Past BoD
  • Connie L - Current Intern/Staff
  • David F (Dave)
  • Devenne D
  • Geoff B - former staff
  • George L -former intern/staff
  • George W
  • Georges M
  • Jamis G
  • Jem B (Pentium)
  • Jessica MP - Current staff
  • John B
  • Jordan E - Current BoD
  • Kim M
  • Kirby J
  • Luke C - Current BoD
  • Mahmoud K - accountant
  • Marianne Q
  • Mark W (Jax) -past staff/current BoD
  • Megan C - former staff
  • Michael M
  • Mike MM -current staff
  • Miron G
  • Patrick Chu -former staff
  • Paul B
  • R Grace
  • Regan -current staff
  • Richard J
  • Ron L
  • Simon P
  • Stephen S (Steve Sr) - former staff
  • Steve M (Steve Jr)
  • Tyler H -current staff

Meeting facilitators

  • Facilitaor: Luke
  • Speaker list: Jordan
  • Scribe: George L

Membership sign up

Effective as of this meeting, all attendees will be given the opportunity to become official members of the society as per Schedule B of the Society Act of BC.

Applicants will be required to give their full name, phone number, email address for the membership registry. Membership dues will be $0 (free).

  • Luke: Those that Wish to become member of society as according to Schedule B can sign up as member, to allow vote in AGM
  • We will be running THIS meeting under consensus
  • Jax: By inviting people to join, we are not changing from schedule B, just to increase members
  • Some discussion about Schedule B and membership
  • Steve Jr: Before you should sign it, should know what it is.
    • What prompts the BoD to allow everyone in this meeting to be a member according to schdule B?
      • It can be dangerous due to current and future liability
    • Does this place run perfectly? Does this place run safely?
    • He, by his own word (paraphase) is here as a representative that cannot attend; for the culture for Freegeek (From here on, his words, so he claimed, act as a representative for the volunteers who cannot attend).
    • If signed, not knowing or what it is really used for, there can be problem.
    • Would like to know that if there's a resolution and file to send to register? If haven't done, that becomes not legally binding and thus invalid.
    • We have right to know what happen about that clipboard
  • Jordan: Recall about AGM: straight schedule B-style meeting
  • (Scribe note: Schedule B meetings: only members can vote, which as of then, is any founders, past and current directors, and those that are approved by the existing members to be members. Use standard Robert's Point Of Order, Majority Vote.)
  • Ali: Memberships that people are signing up at this meeting only enable them to vote on AGM (when run legally, can only be run in Schedule B)
    • In theory, if anyone wrote to director, can apply to be a member.
    • Do not need to send to Victoria.
    • May need director's meeting?
    • Regarding what happened in terms of Director's election: they are merely automatic member.
  • Dave: It depend on the original file.
  • Connie: Is this membership in good faith or conspiracy? (about discussion)
  • Luke: the previous AGM did not give people satisfactions.
    • Originally thought need new bylaws to enable meetings that satisfy FG principle (Scribe note: Concensus style run with everyone in the meeting can vote), which needs AGM /EGM
    • As a short term measure, make everybody a member
    • Regarding Liability issue: Section 5 of society act say that, in the individual capacity, members are not liable.
  • Richard: Directors may try to do this to allivate the negative feelings of and about the recent AGM.
  • Luke: Anyone can apply to be a member with the director, at anytime, not just General meeting
  • Steve Jr: If someone want to sue FG, will members be liable?
    • Luke: No.
  • Steve Jr introducing past people
    • about Steve Samuel; first build coordinator
      • He created the position, and everythign about it.
    • About Geoff; second build coordinator
      • did a wonderful job, establish
    • About Patrick Chu, the store coordinator before current one
    • about Richard, one fo the first volunteers
    • about Megan (volunteer coordinator before Jessica)
  • Jessica: If we are going to do the membership signup, may be we let others who can't make it to this meeting to sign it?
    • Luke: The member signup can be made at any time, by anyone, through mail/phone to notify a director.

CONCENSUS BRIEFING

  • BLOCKED by Dave
    • Stating Society Act does not allow concensus style meeting
  • Ali: General meeting is consider as "special meeting", which is approved under Society Act Schedule B
    • we can run it as we please; in this case, we run it in FG's model which is non-hierarchical and concensus-based decision making
  • Luke: The current meeting is not AGM or EGM, buy a regular, monthly meeting
    • Also, we are running it in good faith, and is not run like an AGM
  • Alec (past BoD): An example: If you want to change the bylaws, that requires AGM/EGM
    • All members are formally notify; Not possible due to not all members are notify (in this case)
    • This Monthly general meeting may be able to set policies, but not bylaws
  • Luke: we will be talking about issues and directions
  • Alec: The bylaws themselves is not ideal; it is the big hold back.
    • If FG want to change the bylaws, to be legally binding FG must use schedule B, or use a dog-and-pony show that use Schedule B's requirement to converts it to the way we want, IE Concensus. These require careful wording and time management, and failure to do that will force meeting to Schedule B
  • Luke: therefore, as this meeting is not running as a legal meeting that change bylaws or directors, can use concensus.
  • Chris: Continue with concensus briefing

CONCENSUS BASIC GUIDELINE

  • commitment to meet in cooperations, listening, and respect to members.
  • Step 1) Discussion of topic
  • Step 2) Proposals
    • Is there Concensus?
      • If yes, carry
      • Otherwise, block, and etc.
  • One issue at a time
  • If want to contribute:
    • Agree/repeat is not contribute to discussion.
    • Important to listen to each other!
    • Anyone here can manage/block/hold them
  • Cases of Dissent:
    • Stand aside: disagree but let it through
    • Block: strongly feel about this proposal
  • We have a speaker list
    • to be on it, raise hand/get attention to speaker list maintainer
  • First come first serve, but if haven't spoken a lot, moved up; spoke a lot, moved down.
    • It is rude to speak while someone else speak.

Response to Concensus Briefing

  • Dave: Problem with using Concensus is that someone is always trying to block if disagree.
  • Luke: The briefing is not a place to discuss the merit.
  • Steven Samuel: It boils down to “If someone said no, the meeting basically got stopped.” (censorship applied on "someone"'s name; the attendees of the meeting were notified of the censorship.)
  • Alex: A block will make the issue/debate not continue.
    • The flaw is that it's possible to force the wheels grind to a halt.
    • However, governance is an important issue, especially in this meeting.
  • Luke: move on to reports

Reports

Jordan: Update

  • FG not in good state
    • publicly available on Wiki.
    • We are running out of money for a while, Running on a cost of more than we can take in
    • As a result, directors, who suddenly learn of this, after trying to resolve, forced to take actions
      • have to laid off serveral staffs
  • Currently FG is in recovery mode
    • Everyone need to come in and help, including ex-staffs
    • Know it is very informal
  • Really like FG, no conspiracy theory on his part.
  • Steve Jr: (Want to speak, but Luke tried to stop due to Speaker list, but in the end Steve Jr continue): Is it not the duty of a director to protect FG to prevent FG to get into Financial problem? Yes! His opinion: So current directors fail
  • Alec: Noted at the falling store revenue, especially after April
    • Problem:
      • cost of staffing
      • cost from revenue from store
      • Just the decrease is quite harsh; half of what we usually earn compared to the past
    • Previous BoD knew about it.
    • Discussion that occured in a monthly General meeting in spring had the following suggestion to solve these:
      • Salary increase to retain people (did not occur)
      • Experimental hiring of Production coordiantor (failed to materialized) (SCRIBE NOTES: The position is suppose to improve sales by ensuring high valued products be sold for retail at appropriate price instead of being sold as scrap. The position was suppose to literally paid for itself plus possible profits, and not draw from the budget)
    • Also, at the monthly meeting before AGM, there was talk about reserves problem
      • NOT an unknown issue when the new board join
    • However, Alec is unable to join the AGM
  • Christine: We were withdrawing from reserve rapidly
    • Draw on April 9th, May 23rd (5000), june 9th (5000)
    • In addition, the supposed grants (scribe notes: refer to the one from VanCity, for Build and Education coordinator) did not occur.
    • The supposed increase of computer equipment (donations) have not happened.
    • One of the staff (Scribe's note: they are referring to Production Coordinator) is suppose to increase revenue, but did not occur either.
  • Mamoud: The current BoD have acted very rapidly
  • Steven Jr: It is safe to assume that the failure is due to past board, which has no bearing on current BoD that is withdrawing reserve rapidly
  • Christine: the Staff knows about the decrease in revenue.
  • Dave: Why was the new positions created? (SCRIBE NOTE: Uncleared which one he is refered to. 3 were created this year: Production, Operation, and Administration. Production Coordinator position was ceased when the duty became those of operation coordinator)
    • What diligence have been done by new BoD?
    • How does the BoD justify the firing when it is proper to give them proper notice?

Luke: Finance

  • financial issue is not being very clear
  • In the span of three to 4 weeks, found out what happened (about the finance)
  • Made a decision about the laid off
    • In hindsight, could have been handled better, but need to do things to solve the insolvency.
  • Want to bring the people who want to work it out by bringing things together
    • Want to bring more people into it and help make decision.
  • Done the best we can.

Financial report (detail)

  • 2010 Interim Financial Analysis
  • History of sales:
    • 2008: (When John, not the recent one, was in) Growing
    • 2009: (When Patrick was in) Growing
    • 2010: Was growing and then declining
  • History of cash reserve
    • Big cash increase in January 2009 due to vanCity grant
      • used to hire 2 people
      • Maintain for about an year
      • Did not have it in 2010
    • When FG have below 30000 total, BoD took action
  • Analysis/projections
    • if nothing change, FG insolvent in 2 or 3 months
    • 82% increase in sales: basic maintainence
    • 145% increase in sale: recovery
  • Megan: if not all parts of the building is needed, minimize rent or rent with someone else. (SCRIBE NOTE: In the past we shared building with a bike recycler/rebuilder group)
  • Luke: major draw on cash is wages
    • We do not think we can use rebts to solve the on-hand issue in short enough time.
  • Jordan: according to an Government, no temporary laid-off
    • So the 4 staffs are terminated without cause
    • Government provide two options: 1) provide payment in lieu of notice, or 2) with prior notice.
  • Luke: did the best to do it legal
  • Megan: It would make more sense to give notices
  • Jordan: there would be no difference between receiving payments
  • Kim: what about income from scrap metal? Is there a decrease?
    • Luke: that was going well, but not enough to offset it.
    • Kim: Jamie ran it very well
  • Steven Jr: for past BoD: did you feel badly you did not ask for help to deal with the financial problem?
    • Luke: not relevant
  • Alec: what's with the decrease to store revenue?
    • Jordan: lack of sales, lack of incoming items
    • Hope to just imporve store sales
  • Simon: About Vancity grant, which we did not apply for it. Can we apply again for it next year?
    • Ali: will looking up for grants
      • Vancouver Foundation is not possible for us to consider as charity
  • Richard: His previous place of employment (he worked in a recycling/scraping place) had just cut off 1/3 of staff
    • Scrap metals price flutuate over the world
    • What his old workplace get flux a lot.
    • Had recently talked to Jamie to see how to get maximum value before
  • Jordan: cutting off speaker list, connie is last
  • Connie: Have Jamie's report
    • Don't have it right now, but can send it to Luke
    • When Jamie was doing warehouse, there is a decline of donations. The stock is always changing.
    • Grant issue: Looked into when working with miriam
    • Takes a very long time make, and equally longer to process them!
    • Lots of time to apply for next year, though.
  • Dave: clarification request: Looking at wholesale; None at 2008?
    • Luke: yes, because before they are not seperate.
  • Jordan: Request sticking to agenda.

Current staff introduction

  • Jessica: the Volutneer coordiantor
    • Introduce Regan
    • Introduce Tyler
    • Mike: WAS pickup coordiantor, now ???
  • Intern (until end of August): Connie, Cheryl
  • Steve Jr: Applause for Tyler (everyone applause)
    • He does EVERYTHING
    • Tyler was given some kind of award by Steve Jr.
  • Jessica (cont) Really need people help
    • Going away next week.
    • Need support volunteers to run the store, to run warehouse, etc...
  • Reports COMPLETE

Wholesale

  • On going concern:
  • George Wong: Believe there's no need to say it now
    • On agenda, is not end all, be all discussion
    • Discuss and defer to mailing list
    • (READ PROPOSAL SECTION)
  • Jordan: Basically, in terms of Wholesale, any laptop that is not working to wholesale
    • anything that works is prioritize for indidvduals (FG retails)
  • Patrick Chu(former store coordinator, in the year 2009): His policy is that, in terms of sales, no one is prioritized, and all sales have to be negotiated with the store coordiantor first
    • Who to sell to depend on price. If someone, including wholesaler is willing to pay the highest price, they get it.
  • Megan: how it work is Hackery help FG with laptop program, while they buy from us
  • Jordan: Tyler does most of the dealing
  • George L: Supplementing Patrick: Important issues is the rate of return
    • What if the said indidvidual try to buy the broken laptop, and keep returning?
  • Patrick Crespondes: Hackery always buy at the highest price, at largest quantity, never return even if condition is known to be bad, but instead donate to FG-van so they can sell it for scrap value.
  • Dave: one area that is of concern is that Hackery is conducting with FG-van only as wholesale.
    • Request Dave Repa have an account to disclose any conflict and any interest.
    • Also an account to disclose the profit from this sales.
  • Megan: How much does hackery contribute? From what she see in the past, a lot.
    • However, there was talk to dissolve current FG and start a new one.
  • Jordan: on wholesale: 29,000 last year, 11,000 this year
    • Dave Repa left the member as of Schedule B
  • Richard: The hackery issue is a really old history; There are many old bitterness
    • He asked question regarding Hackery in AGM, don't like it
    • Need to know how to move the laptops now if he's not buying.
    • The discussion about laptop is not going to work on mailing list.
  • Steve Sr: Clarification on hackery
    • Creator of FG, Mr. Repa, is associated with Hackery
    • sold LCD, laptop
    • If they broke all ties, why is there a person from Hackery?
  • Patrick Chu (cont): Hackery is not the only whoelsalers
    • Ken also comes in all the time, mainly LCD and battery
    • For an organization/company, the best customer is one who do not want to return/exchange, one who doesn't care about condition, or return with request for refund, and one who is willing to pay more than others for what is overall, scraps.
      • Hackery is the few that satisfy all these conditions. Other that does includes Digitech, who buy our printers, and Ken, who buys numerous other scraps.
    • Especially true Compare to other indidviduals and or wholesalers, who will low ball the price for their own profit and keep returning for refund/exchage, end up taking the good stock (that would otherwise be sold by FG-retail)
    • There will always be people who claim they are wholesalers to low-ball freegeek.
  • Steve Jr: For what reason Hackery done that cause lose of sales, no idea
  • Alec: Dave Join board midway in October 2009 in EGM.
    • Necessary for all directors/staff to fill out conflict of interest, which was made then
    • Dave have wrote it in
    • Appropriate thing: recuse when one is aware.
    • From the span of January to April, he haven't made any decision that have in conflict of interest while on Board
  • Jax: He is the one refered at the one from Hackery.
    • Not employed by Dave Repa, at all, nor was he on his payroll.
  • Jessica: believe she can find new wholesales
  • Connie: should just move forward, forget the past
  • Dave: They were the official wholesaler no matter what, at least according to Jessica
  • Steve Sr: a lot cannot be sold in the store because of Hackery.

Software policy / Console video game sales

At the June 11th Staff Meeting, staff suggested relaxing the software policy in order to sell console video games. The rationale for this is that there is no free/open alternative for many console systems (in the same way that there is no free/open alternative for embedded firmware in devices that we sell). Free Geek apparently has a significant inventory of these games, and could sell them for significant revenue.

  • There are a lot that's been stockpiling
  • Current cannot be sold
    • FG portland is able to sell it.
  • Request: Revise policy?
  • Jessica: If it's legal for Portland to sell it, then they do sell it
    • We have a huge stockpile.
    • Proposal: relook policy on software
  • Alec: Concern: may be impose a quick timelimit?
    • But willing to give the discussion and proposal a try.
  • Patrick C privately request noting of his disagreement with the current direction of meeting and note his leave. As per one of the concensus disagreement resolvement, his leave is noted.
  • Jax: It's been already been decided? He believe FG Can sell video game console already
  • Kim: ask Portland, and how to adapt it.
  • Jordan: PROPOSAL Can sell Console games and hardware? No OS, no computer games, as long as it does not violate FG policy

Hardware: as long as it's properly QC.

  • Alec: Is there any distintion between cartiage and CDs?
  • Jax: Question, wonder if it may actually violate FG software policy (open source software)
  • Mike: going thru backlog, there are some bootlegs, which should not be sold.
  • Jessica: Official policy (regarding Jax's question) is "As long as it's possible, use open source software." (SCRIBE note: in fact we already did used soem close source software out of necessity)
  • Alec: it's hard to seperate software and hardware, especially on modern one.
  • Tyler: FG-van have different software policy compare to FG portland.
    • We are not suppose to deal with ANY propriety software.
  • Jax: We already start selling stuff, such as PDA, cellphone
  • Steven Sr: there's a difference between literal and actual intepreation of the policies, especially in regards to software (otherwise BIOS is not allowed - and thus we cannot sell computers/motherboards)
  • Jax: are we going to sort them out, or just stockpile?
  • Jordan: just stop destruction
  • Tyler: request for clarifications: both OS and DVDs that copyright holders request for us to destruction.
  • (READ PROPOSAL SECTIONS FOR THE PROPOSALS OUTLINED)


RECESS: 5 minutes.

Changes proposed by BoD

  • 15 minutes discussion allowed

Operations plan

  • Operations Plan; summarized by Jordan
  • Ways to increase revenues:
    • Go to every single wholesalers in the past and fix it
    • Increase incoming
    • Set up a recycling program in downtown
    • Further plan will be discuss in operation plan
  • Receiving/warehouse
    • We are thinking of moving eval/dismantle directly
    • Have one day build, one day eval.
  • Move store to mezz.
    • Store/cave turn into office and/or staff lounge
  • HR: rely on lots and lots of support volunteers to take on staff role
  • Megan: Maybe FG should consider renting out current store
  • Richard: Suggest change the flow (of production)
    • Jordan: it will be done with the new store
  • Alec: Timeline?
    • Jordan: None yet
  • Connie: Are we keeping the current warehouse?
    • Jordan: yes.
  • Jessica: Glad that all these talks about Hackery are over, and FG should focus to innovate and earn more revenue

Steve Jr floor

  • Award to Megan
  • Award to Alec
  • Award to Steve Sr.
  • Steve Jr: Thank you for coming
  • Is impress
  • We are here to fix FG.
  • Been since 2008, and place a lot of time.
  • Why a hat? He was a project mnager 20 years ago., doing Demolition and reconstruction; most are like current FG.
    • He is prepare for either demolition or rebuild
    • There are a lot of disturbed thing in here, but it's not gone away, even though it will.
  • Speak about an indidvdual (who pasted away), who worked in receiving, who received a lot.
    • There was also a tenant that contribute to FG with rent.
  • There are some difficultly; why wans't it controlled, especially by directors?
    • It does not excuse them from responsibility
  • In the end, No harder/more stressful position than Director
  • About the store:
    • The situation: go to wiki/archive
    • Does it look like thrift store or Garage sale?
      • Get some body to help.
      • Pricing: can rant on it, but basically anything that's not in store is at the lowest cost.
      • Stuff that comes into is suppose to be endless.
    • Lower cost; Look at NCIX!
    • Store is always lack in stock!
  • About the receiving
    • If people cannot tell the difference between scrap and keep, get someone to help
  • Lastly, Do we have viable business plan to allow FG
  • George L's rebutatle to Steve Jr.
    • There was never any support
    • volunteer who use numerous excuse to not help, such as discriminating, health issues etc.
    • volunteer who just answer yes before going back to what they were doing, paying no attention or response to the request
    • volunteers, who decide to make a party in the store without helpign out
    • requested volunteers were never sent down. Phoned up and they say the volunteers are sent, but never did
    • Upstair just don't listen to the store coordinators in a propt manner.
    • End result: store coordinators are doing things by themselves; always run out of stock due to lack of volunteers fetching items.
    • Hope the new store location will be better. If the support still have not improve, something else is wrong

Proposals/Decisions and their Status

  • Informal Proposal: Laptop Status, including laptop wholesale policy. DEFER TO MAILING LIST FOR CONTINUE DISCUSSIONS
  • PROPOSAL: FG-Van will be able sell video game console hardware and LEGAL copy of video game console games, so long as it does not violate a) privacy and b) QC policy. CONCENSUS, carry through
  • PROPOSAL: Immediately stop destructions of other forms of LEGAL copies of software, DVD and CDs, and inventory them for further sales policy discussion in future, excluding Operating System. DEFER FOR FUTURE DICUSSION
  • Informal proposal: FG-Van will refine and implement the changes as outline in Operations Plan

Next meeting

Roles

  • Scribe: Alec
  • Facilator: Ali.
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