Annual General Meeting - 2017-09-07

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Annual General Meeting minutes for Thursday, September 7th, 2017 at 7:00pm
Location: WISE Hall, 1882 Adanac Street, Vancouver BC
Previous: Annual General Meeting - 2016-09-08 | Next: Annual General Meeting - 2018-09-13


Introduction

Attendance

Members in Good Standing

  • Genevieve Aphrodite
  • Jayashree Balaji
  • Scott Bishop
  • Rex Brocki
  • Phil Chub
  • Nigel Cornwall
  • Daniel DeGagne
  • Brian Dick
  • Michael DuBelko
  • Mike Frost
  • Jonathan Fung
  • Ielyzaveta Harris
  • Thomas Harris
  • Bob Hunter
  • Kirby Johnstone
  • Khaled Kloub
  • Anna Knowlson
  • Kimberly Kulak
  • Cindy Liu
  • Jonathan Marks
  • Brian Matheson
  • Mac McManus
  • Karen Nygaard
  • Frank Perron
  • Robert Pilkington
  • Matt Prior
  • Janagan Rajaratnam
  • George Rosenberg
  • Lucas Salibian
  • Volker Seidel
  • Michele White
  • Stanley Wielgosh
  • Adrian Wong
  • Reg Zotsman

Observers

  • Dean Aballini
  • Elise Gouin
  • Neelam Swann
  • Francis Wingate

Candidates

  • Scott Bishop
  • Rex Brocki
  • Philip Chubb
  • Nigel Cornwall
  • Mike Frost
  • Diane Rodgers
  • George Rosenberg
  • Volker Seidel
  • Michele White

Facilitator

  • Robert

Scribe

  • Adrian

Timekeeper

  • Karen

Opening Remarks

  • Robert:
    • Explanation of code of conduct
      • This applies to all attendees, including staff and directors. Breaking any of the following will result in a warning by the facilitators, followed by an ejection if the rules are broken again.
      • No personal or physical attacks
      • No libel, slanders or threats
      • No foul language that is exclusionary
      • Remain civil even if the conversation becomes heated
      • We should not share private or confidential information
      • Can give verbal warning, time out, ask to leave, shut down meeting

Introduction of Attendees

  • Attendees briefly introduce themselves and their relationship to Free Geek

Explanation of Procedures

Robert:

  • Each candidate will have 2 minutes to introduce themselves and their platform, and two minutes for a question and answer period.
  • Candidates will then leave the room and vote will take place
  • Members in good standing have “yes” and “no” cards to vote

Agenda

Robert:

  • We will have the following reports presented with five minutes allocated for each: 1. Financial 2. Staff 3. Directors 4. Other.
  • Each report will be followed by a question period
  • We will then have a 10-minute break & refreshments
  • We will then proceed with director selection

Reports

Financial Report

Cindy:

  • 3 portions: analysis, balance sheet, income statement
  • Will concentrate on 2016 only
  • For 2016, revenue was slightly higher than the budget
  • Compared to 2015, 2016 was 16% higher
  • Total expenses were $6,000 lower
  • Though we exceeded budget expectations, Free Geek still lost $39,000 in 2016
  • Retail sales 81% of income
  • Compared to 2015, retail sales increased by 42%, and wholesale decreased by 48%
  • Recycling income decreased by 58%
  • 10 major expenses (payroll 70%, rent & utilities 15%)
  • Payroll about the same as 2015
  • Rent and utilities and other expenses $6,000 below budget
  • As of July 31, 2017 $6,000 profit vs. $20,000 loss at same point last year

Questions & Answers:

  • What is retail sales?

Cindy:

  • Store sales.
  • What is wholesales?

Cindy

  • Not sales to individuals.

Staff Report

Mike:

  • Will report on changes at Free Geek since last AGM
  • Staff changes:
    • Departures: Michele (Store Manager), Sunny (Store Coordinator), Naomi (Store Coordinator), Nelson (Store Coordinator), Michael (Store Coordinator), Athenaise (Volunteer Coordinator)
    • Added: Brian (Laptop Coordinator) & Genevieve (Store Manager)
  • Interns:
    • Canada Summer Jobs Internship Program received 185 applications in our riding; 75 were approved; Free Geek got 3 out of 4 interns we applied for; Free Geek thanks our MP, Jenny Kwan; funding valued at $11,835.
    • We also received interns from Vancouver Community Network and YMCA
  • Physical infrastructure improvements:
    • Removed wall between dismantle line and warehouse area
    • Sold half the racking
    • Small dismantle stations consolidated into one area by kitchen, which has increased efficiency for volunteers and staff
    • Warehouse flow of materials has improved a lot thanks to Jay
  • Software changes:
    • Still using Ubuntu 14.04; restricted extras installed by default, which simplifies set up process for customers
    • Linux Mint installed on higher end laptops
  • Open Help Night:
    • Still helping 17 people on average per night; sometimes as many as 24.
    • Usually about 8 to 10 volunteer helpers on any given night, including a core of regulars who keep coming back week after week. I want to thank all the volunteers, but especially the regulars, for their patience, their professionalism, and their dedication.
  • Administration:
    • Athenaise applied for and received $10,000 grant and $10,000 interest free loan from Vancity; it saved us.
  • Production/Desktop Build:
    • 250 desktops built so far in 2017
    • 107 items (including desktops, laptops, peripherals) donated via Hardware Grants Program so far in 2017
    • Specifications of refurbished computers continue to rise.
    • The desired minimum installed RAM for desktops 4 GB. However, 2GB RAM desktops are still built due to near constant DDR3 RAM shortage.
    • Intel i series desktops represent about half of all desktops built.
    • Mac desktops, especially iMacs, are refurbished much more frequently.
    • Skilled and committed builders and testers are constantly in short supply.
  • Recycling drives & e-waste donations:
    • Had 2 with Trout Lake Community Centre, 3 with City of Vancouver (Clean Streets Program); thanks to Jay & Athenaise for nurturing strong relationship
    • Have 2 upcoming
    • Due to recycling drives, we’ve been processing an immense amount of e-waste. This allowed us to explore more sales avenues besides the store such as eBay sales and local flea markets. We hope this trend continues so we can explore and commit to what works and what doesn’t.
    • Along with the recycling drives, there have been multiple large donations from businesses that in total allowed us to hold very competitive sales in the thrift store throughout the year.
    • The quality of donations has also gone up. In terms of system specifications we’ve seen more modern machines coming in.
  • Laptop build:
    • Donation quality is up: more CORE i3, i5 and i7 machines, even some quad cores. Also more tablets and smart phones.
    • These figures are all monthly averages. Donations are up from 160 units a month to 200 a month, thanks to several E-waste drives. Laptops for sale and for hardware grant – combined – are up from 68 a month last year to 79 a month this year.
  • Receiving and Shipping:
    • As of last month Free Geek is now working with a new local company “Ronin8” that has an innovative process which utilizes patented sonic technology to recover all materials (metals and non-metals) from circuit boards. Prior to this Free Geek has been sending circuit boards to the Hallmark smelter located in Washington State, USA. This local arrangement is far more environmentally sound and keeps Free Geek from shipping circuit boards across the border to the USA, which incurs freight and customs charges, not to mention all the carbon emissions associated with long-distance trucking.
    • The prices we get from Ronin8 are very close to the prices we got from Hallmark.
  • Store:
    • Several staff changes since last year's AGM
      • Michele resigned after 3 years as Store Manager, replaced by Genevieve
      • Full-time store staff: Michael D (September 2016 - April 2017) and Sunny (April – August 2017). Part-time store staff: Naomi (April – August 2017) and Nelson (April – September 2017)
    • Revenue has gone up since last year. Between January and the end of August 2017, we earned $18,000 more than we did for the same period in 2016. We now average $31,000 per month.
    • We experimented with new hours in the store. Starting in February, we were open on Monday, and extended our hours to 8:00 pm on Wednesday and Saturday. Data showed that Mondays and Saturdays were not benefiting us, so we cut back to a 6:00 pm Saturday close in April, and stopped Monday openings at the end of July. Sales still going strong on Wednesday evenings during Open Help Night.
    • Lots of new shelves; store layout is cleaner and more organized
    • Documentation, signage, and customer handouts cleaned up and re-written
    • Fliers used to advertise sales. More Craigslist and social media advertising
    • New air conditioner makes the summertime more tolerable
    • Brian started doing online sales in July, with eBay as our primary vendor. Total July and August sales have been at least $5000.
    • We have been selling cheap desktop computers without hard drives for bargain prices. They've been one of our most popular items.
  • Volunteers:
    • We’ve had roughly 500 new volunteers join us so far this year
    • We have had 8,870 volunteers join since our doors opened
    • We’ve had groups from many organizations set up volunteer sessions for their members, including Telus, Salesforce, and UBC
    • Our ongoing partnership with Linus Tech Tips helped in regards to marketing our brand as well as increase volunteer intake
    • We’ve hosted several volunteer-appreciation events throughout the year including last year's Christmas party at Trout Lake, hot dog day and more recently, volunteer appreciation day
    • Informational kiosks were added to aid those in the dismantle line
    • The Hard Drive and Memory Testing stations have been updated to include guide kiosks as well, which have helped reduce staff downtime by helping out the volunteers at those stations
    • Some dismantle stations were consolidated to simplify training and volunteering
  • Outreach:
    • We did 2 e-waste drives with the Trout Lake Community Centre, and 3 with the City of Vancouver as part of their Clean Streets program. Thanks to Athenaise and Jay for nurturing this relationship, to the point where we are pretty much automatically invited to these drives.
    • Athenaise and I were interviewed on SFU Campus radio and Co-op radio
    • I did an e-waste presentation at New Westminster High School
    • All staff (and some volunteers) were featured in an informational video produced by Justin, one of our volunteers
    • Athenaise cold-called various Vancouver City councillors and we had visits from both Andrea Reimer and Adrienne Carr
    • Some staff featured in online magazine
    • Plans to contact Shane Simpson
  • Other:
    • Lucas has filled the IT role very well.

Directors Report

Nigel:

  • Not standing for president again
  • Free Geek has been here for 10 years
  • Grant from Vancity also gave us report on health of business; future directors can see this and see progress
  • Free Geek is great place with great people, staff are the backbone
  • One thing I didn’t get to achieve was increase wages
  • Mike has made things happen
  • Free Geek has a lot of untapped potential; new board can work with staff on that
  • Wish Free Geek all the best
  • Thank you to board who put in a lot of volunteer hours, hard work, dedication

Other Reports

  • Nothing to present

Question Period

Elise:

  • What’s an internship?

Robert:

  • It’s like a temporary staff person

Matt:

  • We were over budget in terms of revenue and under budget in terms of expenses for 2016, yet we’re still losing money?

Cindy:

  • Budget for 2016 budgeted a loss. Actual revenue was better than expected and actual expenses were lower, but we still had a loss.

Matt:

  • Is it typical to have a budget that expects a loss?

Cindy:

  • In 2017 we did not budget a loss. We budgeted a $20,000 profit.

Matt:

  • Are we on track?

Cindy:

  • We are so far.

Matt:

  • Have any of the directors attempted to get a portion of recycling fees that are charged?

Rex:

  • I’ve spent over 100 hours on the phone with various government offices, working my way up, until we had an election. Then all my contacts said they’re no longer in that job. Now, the answer I get from at least 20 officials is talk to us after a year.

Mike:

  • In the $6,000 profit we now have, where is the $20,000 we received from Vancity? Is it included?

Cindy:

  • The $6,000 includes the $10,000 grant we received from Vancity.

Adrian:

  • I have a financial question. Recently, the lease for our building at Free Geek was renegotiated at a higher rate. I asked the question, how does our budget take into consideration the increase? The answer I received was, that has yet to be decided. Since then, have any plans been made to plan for that increase?

Cindy:

  • It’s recorded as a revenue expense.

Adrian:

  • The 2017 budget was released prior to the increase. How does that affect our budget now? Has the budget been modified since the increase happened?

Cindy:

  • The budget hasn’t been changed.

Break

10-minute break for refreshments

Director Selection

Robert:

  • We have 3 essential positions: Chair/Facilitator Lead, Secretary, Treasurer
  • We’d like to have 5 members on the board.

George:

  • Why can we only have 5?

Robert:

  • 5 board members is the minimum in our bylaws.
  • We have the following candidates. Let me know if you don’t want to run.
  • Rex Brocki running for Assistant Facilitator Lead
  • Michele White running for Secretary
  • George Rosenberg running for Marketing Lead
  • Volker Seidel running for Treasurer, Assistant Facilitator Lead, Recycle Lead

Volker:

  • I would only like to run for Treasurer

Robert:

  • Scott Bishop running for Treasurer, Assistant Facilitator Lead, Facilitator Lead

Scott:

  • I will see how the vote goes and then decide if I want to withdraw from anything
  • Philip Chubb running for Marketing Lead
  • Diane Rodgers is running for Anti-Harassment Lead and Human Resources Lead – both at the same time
  • Mike Frost is running for Facilitator Lead, Recycling Lead, and Legal & Bylaw Lead

Mike:

  • I would like to drop all of them.

Facilitator Lead

  • We’ll start director candidate selection with Facilitator Lead.

George:

  • If you add up the number positions, they exceed 5.

Robert:

  • That’s ok; 5 is the minimum.

Robert:

  • Scott has 2 minutes to introduce himself and another 2 minutes for questions and answers.

Scott:

  • I know a quarter to half of you
  • Been involved with Free Geek for 1 year as a volunteer
  • Prior to that five years management experience
  • One year as college instructor in Thailand teaching computer programming and English as a second language
  • Everything else in introductory page

Brian:

  • Free Geek stands on three pillars: recycling, education, social responsibility
  • What brings your passion to Free Geek?

Scott:

  • What brings my passion to Free Geek is love of computer hardware; been playing with computers since a child
  • Walking in, found the place amazing
  • With my management background, this is a golden opportunity to pursue a leadership position that can further career by providing IT management experience in a place I love.

Bob:

  • Point of order. Is Scott our only candidate for Facilitator Lead?

Robert:

  • Yes.

Scott leaves the room.

Voting Results:

  • 25 yes, 2 no, 5 abstentions

Scott enters the room.

Robert:

  • Scott has been elected Facilitator Lead

Secretary

Robert:

  • Next director candidate is Michele for secretary

Michele:

  • Started at Free Geek in 2014 as intern
  • Then became store coordinator and worked for 3 years before resigning 3 weeks ago
  • Still interested in social and environmental mission
  • Has prepared for previous AGMs, been at meetings, updated membership list, updated wiki, knows BC Society act very well
  • Being secretary would be a good use of my skills

Rex:

  • You did a great job of turning the store around. I think you be stellar as secretary.

Michele leaves the room.

Bob:

  • Are there no other candidates for secretary?

Robert:

  • No

Voting results:

  • 34 yes, 0 no, 1 abstention

Michele enters the room.

Robert:

  • Michele has been elected Secretary

Treasurer

Robert:

  • Next director candidate is Volker for Treasurer

Volker:

  • Over 20 years in IT
  • Born in Germany
  • Worked in Ireland for Dell
  • Now IT Manager for Real Estate Board of Greater Vancouver for operations and services
  • Creating and maintaining IT budget – always on budget
  • Came to Free Geek in spring because of passion for sustainability, education, community
  • Studied environmental management at Royal Roads University
  • Tries to reduce carbon footprint whenever possible
  • Free Geek is exactly where I want to be
  • Tries to spread message of Free Geek
  • Want to make money without spending money

George:

  • Do you have accounting experience?

Volker:

  • I don’t have accounting experience but I have budgeting experience.

Adrian:

  • If Free Geek is to encounter any major expenses or financial disasters, will you keep staff and membership informed?

Volker:

  • Yes, of course. You have to.

Volker leaves the room.

Voting results: 30 yes, 0 no, 4 abstentions

Volker enters the room.

Robert:

  • Volker has been elected Treasurer
  • The 3 main positions have been chosen

Assistant Facilitator Lead

Robert:

  • Next director candidate is Rex for Assistant Facilitator Lead

Rex:

  • Would like to leave the planet a better place than found
  • Would also like to leave Free Geek better than found
  • Would like to continue in the same capacity at Open Help Night at as a director as best as I can

Bob:

  • What would you do differently to resolve the huge discrepancy between board and staff, as reported by Propeller?

Rex:

  • Have informed staff that if anything comes up where they feel uninformed, I will provide answers right away.
  • Differences came through inadvertence
  • Board believed everything was common knowledge
  • Resolve not to make assumptions again

Brian:

  • You’ve been working on tax credits/eco-fee?

Rex:

  • One of the things I thought I was making progress on, until there was an election
  • Won’t quit, but can’t wager results until after first year

Rex leaves the room.

Voting results: 29 yes, 0 no, 3 abstentions

Rex enters the room.

Robert:

  • Rex has been elected Assistant Facilitator Lead.

Marketing Lead

  • Next director candidate is George and Phil for Marketing Lead.

George:

  • Been at Free Geek for 18 months
  • First 6 months as volunteer taking things apart
  • Then took on role of Marketing Lead; looked for opportunities to expand resources
  • Spent most of last year going after industry contacts, professional groups, talked to universities, colleges, business council of BC
  • Made most progress with Board of Trade
  • Made lots of good contacts with Board of Trade, individuals, government
  • My ideas:
    • Expand board to include staff, business leaders, provincial & municipal government
    • Go after businesses for computers
    • Membership fees
    • Charity status
    • Econo fee
    • Follow class action lawsuits

Mike:

  • Has anything resulted from you contacts in terms of donations?

George:

  • Just about to do that - October 24th is the opportunity
  • Also have an opportunity for selective emails to go out to members; need to follow up on cost
  • Trade show is an opportunity
  • Board of Trade is enthusiastic – they’re willing to develop contacts for us

Adrian:

  • To follow up with Mike said, do you have any numbers or any way to quantify…[cut off]

George:

  • You can’t quantify anything
  • We are about to move forward on things

Adrian

  • So, you have nothing to quantify anything you’ve done in the past year?

George:

  • What do you want me to quantify?
  • I can tell you how many meetings I’ve had and how many notes I’ve had

Robert:

  • Things are getting heated
  • We’re going to move to the next candidate, Phil for Marketing Lead

Phil:

  • Background: Engineer, MBA, spent past 25 years in environmental consulting business
  • Been volunteering for six months
  • Fair amount of experience in sales, creating business plans
  • Like to get things done, make things happen, quick study

Karen:

  • What’s the first thing you would like to accomplish?

Phil:

  • Get a booth, go to community fair
  • Boost attendance in store
  • Main thing is get more stuff and better stuff through the door

Karen:

  • How would you boost attendance?

Phil:

  • Give me time and I’ll figure it out

Bob:

  • Boards have to work together. How would you facilitate board interfacing with staff?

Phil:

  • Talk to the board, get them to spend time in the trenches/store

Matt:

  • Do you have any marketing ideas besides having a booth?

Phil:

  • Not very good at social media, would need help with that
  • Get a booth to raise profile
  • Nothing else specific to raise profile
  • Can help with business plan

George and Phil leave the room.

Voting Results:

  • George: 6 yes, 19 no, 8 abstentions
  • Phil: 15 yes, 10 no, 5 abstentions

Robert:

  • Phil has been elected Marketing Lead

Michael:

  • We are voting by consensus; there must be 18 “yes” votes for a majority

Robert:

  • Because there needs to be a vote by majority, neither candidate gets the position

Bob:

  • What does that mean?

Robert:

  • Neither candidate got majority vote, so we can’t go with either candidate.

George:

  • Is there a tie?

Michael:

  • Our bylaws are set up so that we choose people by consensus – a candidate needs more than half the votes to be elected. In the case of this particular AGM, because there are 34 members in good standing, a majority is considered to be 18 votes or more for a particular candidate.

George:

  • Can you tell me the voting results?

Robert:

  • There were 6 “yes” votes for George and 15 “yes” votes for Phil.

George:

  • I’m willing to step down

Michael:

  • Robert, you can ask to have a revote.

Robert:

  • I’ll ask the members if they would like to do a revote or move forward without a Marketing Lead

Michele:

  • Consensus is defined as a super majority of 75%

Note: Definition of consensus was established by members at this monthly meeting: http://wiki.freegeekvancouver.org/article/Monthly_Meeting_-_2015-07-28

Nigel:

  • The board can also choose to select another board member as long as there’s a minimum of 5

Robert:

  • Who would like to do a revote? Put your hands up.
  • 18 votes in favour of revote – that’s not enough

Bob:

  • I believe you need 75% to elect a member but only 51% pass a motion on the floor

Rex:

  • Historically, Free Geek defined consensus as unanimity, but we amended our bylaws 2 years ago and redefined it as 75%

Michele:

  • According to our bylaws, decisions are made by consensus and consensus is defined as 75%

Robert:

  • All decisions, including motions, need 75% majority to pass

Human Resources Lead and Anti-Harassment Lead

Robert:

  • Next director candidate is Diane for Human Resources Lead and Anti-Harassment Lead
  • Unless there’s an objection by any member, I would like to combine vote for both Human Resources Lead and Anti-Harassment Lead

Diane Rogers:

  • Don’t know much about Free Geek
  • My organization, Bully Free BC, received laptop grant from Free Geek about 6 months ago
  • Bully Free BC is interested in collaborations, work against harassment and bullying
  • Professional background: 10 years in non-profit administration
  • Want to work with staff, volunteers, directors; find issues of conflict, gaps in understanding

Michael D:

  • Do you have any experience with anti-harassment or conflict training?

Dianne:

  • Yes, in 2011, group wanted to create a roster of professional trainers.

Frank:

  • Does HR Lead include Volunteer Coordinator?

Robert:

  • HR Lead deals with staff

Nigel:

  • The Volunteer Coordinator is a staff position not a board position.

Diane leaves the room.

Voting Results: 30 yes, 0 no, 4 abstentions

Diane enters the room.

Robert: Diane has been elected Human Resources Lead and Anti-Harassment Lead

Results

  • Facilitator Lead: Scott Bishop
  • Secretary: Michele White
  • Treasurer: Volker Seidel
  • Assistant Facilitator Lead: Rex Brocki
  • Human Resources Lead and Anti-Harassment Lead: Diane Rodgers

Closing Remarks

Robert:

  • We’ve chosen 5 board members
  • Thank you for coming