View source for ALV June 2022/Minutes

ALV 2022, June 22
Start of ALV: 1900

Original agenda
 1. Opening
 1.1. Amount of people present, proxy votes
 1.2. ALV with physical presence.

 2. Announcements 
 2.1. Explanation to the voting method
 2.2. WBTR, UBO, etc.
 2.3. The HHR rule 'Fixed ALV date' is in conflict with the statutes; thus will be removed.
 2.4. Changes in RevBank payment process.   

 3. Minutes from meeting 26 November 2021
 4. Yearly report of the association / jaarverslag and board and committees.
 4.1 Board report 2021 + part of 2022
 4.2 Media committee
 4.3 Dispute committee
 4.4 Maintenance committee
 4.5 Network committee
 4.6 Event committee

 5. Explanation to the financial report
 6. Report from the financial auditing committee
 7. Votes regarding the financial report and the auditing committee
 7.1. Vote to accept the financial report over 2021
 7.2. Vote to acquit the board over 2021
 7.3. Appointing new members of the financial auditing committee for 2022

 8. Board elections
 9. Votable points
 9.1. Schedule of resignation (to replace the Houserule: "Terms for board positions")
 9.2. Entry at your own risk. Property and possessions in the space

 10. WVTTK / rondvraag (any other business?)
 11. closing


Beginning ALV :
    
 Members present:  Sircmpwn , fnoerd , einstein , justa, piele, einnor ,bakboter 
 Proxy Realitygaps done by "piele"
 Proxy 3pic  done by "fnoerd .
    
 That makes a total of 9 votes 
    

1.2 ALV with physical presence.
    
 This ALV is only accessible 'physically', no virtual presence is enabled/available for this time. The amount of orga-overhead required to set that up was deemed to not be useful use of time. It is good to note that not just the 'Covid19 noodwet' allowed us to have remote participation, but this has since expired. Our statutes, however, provide for this possibility as well and as such this can still be provided (for next alvs)
    
 For the purposes of making the minutes, this ALV is being recorded on a small mp3 audio-recorder.
    
    
2 Announcements 
 Announcements and received documents:

 By email 2 documents were sent to the board:
 - The KasCo sent their report for inclusion in the minutes. Fnoerd will be taking the floor later to highlight the report.
 - We also received a statement from Ep1c reporting that he would be available for another term as a member of the Kas Controle Commissie
     
 Also received (orally) was a statement from the dispute committee that there was nothing to report from this committee.
    
    
2.1 Explanation to the voting method
 Explanation to the voting method
 The board has re-examined the statements about voting-procedures in the statutes of the association. This revealed a number of inconsistencies with how it has been done/handled in the past, and just how the statutes list votng should be handled.
 The main take-aways are two-fold:
  - Votes where a 'quorum' are involved are only:
  - Changing the statutes
  - Changing the legal form (assocation/foundation) of the organisation
  - Dissolving the association
  - Suspension of board-members
             
 All other votes are conducted with a 'majority vote' of all votes cast that are either 'in favor' or 'against'. 
 blank votes, withholdings of votes , etc, do NOT count towards determining the majority. 
 During the vote, the result will be determined and the outcome of the vote will be recorded.
 
 Essentially, blank votes are not counted and do not count towards accepting or rejecting a proposal when a majority is being determined

Two members join: "min" and "mrcyborg"   
    
 Q from Einstein: what if we have a 5/5 vote ?
 A: this would result in it not being accepted.
    
 However, note that voting in this ALV is done by holding up the small green card given to you when you registered your presence at the Secretary. Raise it when voting 'for' or 'against' is called out. The cards will be counted to know how many voted for one or the other option.
 All votes will be done in this manner, unless chair OR at least 3 members request for a vote to be conducted 'closed'. If we do conduct a closed vote, it requires writing votes on a card , collecting them and having a counting-committee count and report the result.
 We will be having a closed vote, by default, for the board-member elections.
    
2.2 WBTR, UBO, etc
 'Wet Bestuur Toezicht Rechtspersoon' and 'Ultimate Beneficiary Owner'   
 UBO is already in effect and requires the board to register who is the ultimate 'owner' or 'beneficiary' of the organization. This has been done for Techinc; it is registered with the KVK   
 The WBTR is a new law that has come into effect per 01-Jul-2021 years and is designed to have organizations document the responsibilities of all the roles of the board-members carefully for liability and accountability.
    
 Regarding the WBTR, some of this is quite complex stuff so we might be seeking some legal council to help us with this, or perhaps collaborate with others who are going through the same process. (otherr spaces, etc). There are also organisations that you can join which provide collaborately-provided resources to use (pre-filled forms, etc). 
 The board expects to inform the members about this more at the next ALV.
    
 Another thing to note about the WBTR is that this is likely going to require adjustments to our statutes. This opens an opportunity for other adjustments to be made that are already wished for, as well as others that members might wish for. If you have visions of altering the current statutes in any way, now is the time to start preparing this for inclusion at an ALV where this can be decided upon together with the WBTR changes.
    
    
 The association has 4 years to fix the WBTR requirements.
 If the statutes need to be changed in order to comply with the WBTR, there is still 4 years time to do so. (Before 01-Jul-2026)
        
 No questions 
       
2.3 The HHR rule 'Fixed ALV date' is in conflict with the statutes; thus will be removed.
    
 This is an announcement that the rule rergarding Fixed ALV date is going to be removed from the House-rules.
 The board has looked at the statutes and has found that nowhere is there a provision for allowing house-rules to dictate the exact date(s) of any ALV. There have to be two ALV's at least, and the 'jaar vergadering' has to be within the first 6 months. The HR dictates a different time-slot for it and this is as such in conflict with the Statutes. The statutes, however, always have precedence, as such the HR-rule is going to be removed.

 The relevant section of the statutes is 15.2

2.4 Changes in RevBank payment process.

 Revbank is a nice thing in the space, but it provides some challenges for the treasurer with regards to making sense of just where (cash) money came from or where it went to.
 When a transaction is conducted with only 'an amount' in Revbank, it is impossible to determine if it was taken out as cash (from bowl) or if it meant the transaction was for a drink from the fridge (for which normally barcodes are used). Cash-transaction from the bowl are often for the purposes of buying something from the vending-machine, for example.

 It is a problem which leads to making it hard to get the numbers to add up in the financial report.
 If there is a mismatch, it is not easy to figure if there's a problem with money being stolen, or people reporting drink-sales in a different way than intended.
 When we posted the agenda of this ALV, the author of Revbank reached out to inform that he had written a number of patches to the software that would allow us to fix this

 We have since implemented this change and documented it above the revbank too.
 You cannot now just enter a cash amount anymore; instead you will be asked to use 'unlisted' or 'withdraw' instead.
 'Unlisted' asks for an amount and a description of what the amount is for.
 'Withdraw' is there to allow you to withdraw money from revbank; taking it from the cash-bowl.

 A further announcement about this will follow to our members.
          

3. Minutes from meeting 26 November 2021
                
 no question about the minutes of last year .
                
 Vote for approving minutes of ALV 26th November 2021:
                
   10 votes yes 
    0 no 
                
 The board notes that the minutes have been accepted as presented.
                
                
4 Reports
4.1 Report from the board
 Over 2021, we have had lockdowns, with periods where the space was entirely not usable, or maybe only partly usable. Because of this We had a negative result of 2646,- over 2020.

 The result of all of this is that the association had quite a lot to deal with in the sense of our finances.
 We were over 200 euro short on being able to afford our bills every month; having to pay for the deficit of our savings which were going down fast.

 To be able to stabilize the situation, it was clear that something had to be done. The answer lay in a number of things that needed to be done:
    - Looking at our expenses and cutting what was possible to cut
    - Increasing the income from our existing members
    - Getting new people to join as member.
    
 It is not a surprise that these things are hard to combine. Making the it a better spot costs time and money, getting people to want to stay a member while the space was closed at times wasn't easy and getting new people to join while there's no way to use the space or even invite them to come have a look....well, you get the picture.

 The year 2021 began with 129 people listed as a member of the space.
 However, people left or simply stopped paying. We lost quite a lot of members during the continued succesion of lockdowns and corona-measures.

 In June, the ALV was asked to vote on the membership-dues for the coming year (2022); and set it to 25,-
 This also marked the start of a departure from how membership-dues were handled until then. Membership was set for a year, starting at the beginning of the year. Memberships for less than the full 25 euro were still possible, but under the terms set out in the house rules: which is to say, upon yearly revision.

 This meant that towards the end of 2021, the board was preparing to ensure everyone would be contacted and informed about the membership-fee; asking people if they wanted to renew as well as asking people to up their membership-dues to the set amount or apply for reduced membership-dues if the situation was such that they needed to.

 It's no surprise that we lost a lot of members during 2021.

 As mentioned, the start of the year lists 129 member's of the space.
 Over the course of "the year" 2021 a total of 62 members  left the association
 In the months we were open, we gained 16 new members.

 In november we took stock of the situation in preparation for the end of the year.
 At this point we already had 43 people leave as a member. Some , realistically, hadnt been paying members for a long time but had just not been written out yet.
 
 We had 96 members in November; of which 46 paid 25 euros or more. The rest, 50, paid less than that.

 At the beginning of 2022, we started the year with:
    80 members in total
     3 donors
    59 members pay 25,00 or more
    21 members have been granted membership at a reduced fee for 2022
    
 This means we lost another 16 members due to the change to the new membership. Despite that, our income from membership-dues has staid stable and even begun to creep upwards into a positive direction at the beginning of this year.
 This upwards curve has continued in the course of 2022 so far. Membership-count has increased since with about 4 members in total.
 After a net result of -2646 over 2020, we were able to close 2021 with only 608 euros loss.

 We have stopped the bleeding out of the bank-account to a great degree. Our income has started to match or exceed our expenses. This is of great relief and a joy to be able to inform you about. We are not doing as well as we could, but we are not sinking any further. Note however that we have been informed that of the 1st of July, our rent will increase with 115,-/month... making it that there's still a challenge ahead of us.

 Meanwhile, a number of other things are worthy of mention:
    - We've organized a BBQ
    - We've had an PlatformIO/ESP workshop
    - We've been able to agree with Urban Resort that photographs are NO LONGER REQUIRED for fobs (and have started destroying all we have/had)
    
 There is however the issue of a rent-increase of around 9.3%, raising the bar on what the association needs to pay.
                
                
 Einnor 
  Q Can I decide to increase my membership payment ?
  A Yes, this is perfectly fine. Some people have already done this. Please do let board know about this so they can understand better how to book incoming transfers.
                
  Fobs no longer require photographs to be kept on record by Techinc. This was an original requirement put on the association wrt. being able to trace back any mis-use of a given fob to a person.
  However, this issue has been re-visited recently, with the board asking UR if this is still a useful requirement. We got permission to abandon this requirement and are thus destroying any and all photographs we find related to this requirement.
                

 In a weird twist, we 'found back' 15 fobs that had gone missing in UR's safe. These had already been paid for by Techinc but never picked up/delivered/confirmed.
 After a lot of back-and-forths about this with UR, they suddenly found a bag of 15 fobs in the back of the safe which we were able to pick up, finally , months later. This accounts for 272 euros

 This concludes the report from the board.
                
4.2 Media committee
 Skipped by accident; see after 4.4             
                
4.3  Dispute committee
 Vesna: Nothing to report
                
 Voting for membership of Dispute-committee is postponed to NEXT alv.
                
4.4  Maintenance committee
                
 There has been a few cleaning 'actions' centering around the electronics-corner; cleaning it up, sorting, organizing.
 It has been a bit of a struggle to go beyond these things as the person who took initiative with a call-to-action has been unable to attend very often due to personal reasons.

 However, there are some things the Maintenance committee came up with to change and improve the 'DoNotHack' concept. 
 It will take care of making it clear what happens to unlabelled, left-behind items in the space.

 The concept will use labels (stickers/tags) to allow people to mark things themselves, or post a 'request' on an item, requesting it to be documented/inventorized in some way
 At some point, being unable to resolve these labels may end up with items being moved towards the exit.
 How the process will work will be explained and communicated clearly before any final version gets put into practice.

 Other hackerspaces have similar concepts, resulting in the same kind of mechanism.
                
                
4.2 Media Committee ( delayedly handled)
 The committee consists of Chotee, Katje (no longer member) and webmind
 A requested report came from Webmind. 
 There have been some posts on Mastodon.
 There is the question from the committee if there is still a need for it to exist.
                
 Justa notes that there has been some work put into auto-posting materials to different social-media websites using a script.
 This would allow an event-organizer to supply a blurb, title, picture, and a script could post this to relevant channels in a proper way (for those media)
 However, this is more than one person can pick up. We need more people to be able to put this together
 Outreach is important for us. Our meetup account, for example, results in people popping up 'out of nowhere', coming to our socials and even result in becoming a member
 Other channels might help as well
 We need to check who runs which account and have those people explain just what the requirements are of that medium for something automated.
 The old list is incomplete
                    
                   
4.5 Network team
 Piele:
  Network commitee consists of 2 members who are also board: Justa, Piele. 
  Network 'works', but needs attention. It's kept working, not much more
  Webmind's joined the network-team recently, but getting started with new things hasnt happened yet.
  A big thing is to turn off some power-hungry machines; replacing them with lighter hardware.
  Next to that, documentation is important.
  With just getting through 2021, there's now more room to do network-related things. We could use more people for this.
  If people want to join, let us know.
                  
                  
4.6  Event Committee
 Nothing to report
               
 Note: the event committee is instigated by Board to help offload the board in organizing things and help out with member-initiatives. No ALV votes are required for this.
 You do not need to be a board-member to do a BBQ or a presentation. Board can help if there is anything you'd like to do that requires board to be involved. However, the event-committee can help too.
               
 Event-committee is Karla, Epic, Chip, sircmpown
               
             
 Q is thewre wiki 
 A: yes theres is page 

5. Explanation to the financial report
               
 The financial year 2021 was a hard one. The third year that the space had a negative result. The board has had to try to minimize losses in the past year and has succeeded in accomplishing that.
  As said in the report,,...
 ... we think the report is quite clear.
 Are there questions:
  Q: sircmpwn
    How much part of the improvement of our income is due to donations.
  A: 
     791 for 2021; 634 the year before
  Biggest amount of improvement in our finances has been due to membership-dues being collected more dilligently.
  A lot of the other costs (rental/service) were similar between years. Other expenses are incidental. One of them was to have to buy new locks for the door, twice. First time was a broken lock; the second time was sabotage.
  We got some donations from people to replace the lock, the second time.
  On the record: thank you for the people and spaces that helped us with this.
                   
  From June till Nov, we were open and got 16 new members. Revenue from drinks was positive. There was a small cash-difference; explained in the report; listed as a loss. 58 euros
  Net result is a loss of 608 euros (607.55)
  Notable is that up until ALV December 2020, fobs were given out upon receiving a deposit of 18 euros.
  This resulted in a post of 'deposits' growing ; kept as a reserve on the balance.
  We decided to take a close look at the amount of members that should still be having a deposit reserved as well as the likeliness that that a fob they might have might be returned for a deposit-return.
  64 fobs were still likely to have this apply to them.
  Any new members BUY their fob and thus this post will only shrink from this point onwards.
  1152 euros has been reserved for the fob-deposits at this point
                   
  No further questions
                   

            

6. Report from the financial auditing committee
                   
 Fnoerd is able to speak on behalf of the KasCo.
 Explains that they concur with Piele's conclusions and note that the report is clear and makes sense.
 Expenses are traceable , money flow seems complete. There were no things found which were not accountable.
 All three members agreed to approve the report as presented at the ALV.
 Compared to other financial reports before, this one's becoming more and more clear and is able to show what is going on.
 The fact that the situation regarding fobs is clearly presented is very good. This has been an issue for 5-6 years.
                   

 
                   
 No questions:
                 
7. Votes regarding the financial report and the auditing committee
7.1. Vote to accept the financial report over 2021
 In favor of approving 10
 Against approving: 0
 Vote passes: financial report over 2021 accepted by ALV
7.2 Vote to acquit the board over 2021
 Votes in favor: 10
 Votes against: 0
               
 Vote passes: Board acquitted for period 2021

               
7.3 Appointing new members of the financial auditing committee for 2022
               
 It is important to have some knowledge and skill transferred to new members coming in. It would be good to have some of the original members of the previous committee volunteer for the next year, for this reason.
               
               
 
 Q: Is it required to know how to read/speak dutch ?
 A: no 
                
 At the meetings, guidance will be given on what is expected and how things could be done as well as what legal requirements are (of the financial report)
 What you might need to learn is how GnuCash works.
 You will not require dutch but you might learn some dutch.
                
 Members volunteering for Kasco 2022
 Fnoerd
 Drew
 Einnor
 3p1c (suggested to add, not present)
 
 10 votes in favor of this group
 Group has been accepted
                
 Thanks to everyone who was part of the old kasco and thank you to all the people who volunteered for the new one
           
8.  Board elections
                
                
 Determine whether any vote needed to be closed votes or not: closed
                
                
                
                
                
 Moin addresses the members (Same message as posted to mailinglist)
                
 There is one person who would be join the board; we will be determining the position the new board-member will be fulfilling; this is done together in a next board-meeting
                
 Piele is required to be put on re-election as treasurer position has to be re-elected in even years
               
 Piele:
 I am up for re-election ; the past year i contributed a lot to the community to get the space back on track; streamlining stuff where possible and I am not done yet. The structures and processes behind Techinc's internal admin work still needs to be documented as well for the next persons doing this work. Id like to finish this work.
                
 Vote-counting committee; members volunteered and accepted:
 Drew einstein and mrcyborg.             
              
 Vote result:
                    
 Both moin and Piele have been voted into the board.

 we welcome moin and peile and contact about board formation process. 
 No further comments or questions from members.
            
                
9. Votable points
9.1  Schedule of resignation
 Explanation of the mechanism as described in point 9.1 of agenda-text. Replacement mechanism to ensure rotation of board-members while preserving knowledge. Used by many associations and suggested in several association-guides. 
 Questions:
 Q Does this mean that there is no hard limit in the term-duration ?
 A: in the statues it is say a board members is chosen indefinate; no limit ,
    But it also states that a rule can be put into the house rules to set limits to that.
    This proposal is designed to replace this mechanism; the current one is a blunt approach. The schedule of resignation is a more finetuned way of aranging its intention and will solve/prevent issues we've had in the past.
                              
                              
 In consideration: while to goal is to have the chair treasurer and secretary to rotate in alterrnating order by having the board decide on how the positions are after having board election; you might have a situation that you have 2 board members stepping down at the same time; you could end up with a scenario where that happens. The idea that the board prevents that happening by looking at the schedule and how they assign roles to the new person being board-member.
 vote for proposal
 10 votes in favor
 0 votes aginst 
 Proposal accepted: this will be included in the house-rules and a schedule will be produced. 

9.2 : Liabilities and responsibilities.
                               
 Explanation about liability, power-tools, etc (see proposal included in alv-agenda)
                              
                              
 Q einstein 
 What's the definition of powertools. Is solder-iron and hotgluegun a powertool ?
 A: powertool is clarified to be things that are 'powerful', not just electrically powered: aka a label-printer is not a powertool even if it is connected to power.
                               
                              
 Q: DrCyborg
 Does that mean ppl under 18 are not welcome 
 A: we doe have provisions for underaged members in HHR
 There is point 4 in the new liability rules. THis is about VISITORS, not MEMBERS.
 Regarding under-aged members: if a parent/guardian gives permission to do these things, the board signs off on it.
                               
                               
                               
 Moin Q:simlar pint about pets and 
 A: Pets are technically not people; do not fall under this term but under possessions: aka point 1. We did not consider pets wrt. damage of pets to people/possesions.
                               
 Discussion and clarification about supervision of minors and pets; not intended to limit access. Terms are drawn up to inform people (including pet-owners and parents) about their responsibilities.
                               
                                   
 Votes:                              
 10 votes in favor
 9.2 will be added to the house rules and also will be posted on the door! Will also be more present in the onboarding process.

                              
                              
                              
                              
10. WVTTK / Any questions
    Justa:
        Over the past couple of months we've noticed several times that tools have gone missing from the space.
        It turned out in most cases these were in the near vicinity of the space (in the building)
        There are [[Huishoudelijk_Reglement#Use_Of_Tools_Outside_The_Space]] regarding this which are not always adhered to.
        Taking tools home is not allowed and is considered theft, unless written permission beforehand is being given by the board.
        
        ** maybe some more? **
    Piele:
        We noticed a couple of times that people smoke in the workshop (dirty room for some, but I refrain from using that term).
        We found more than once some sigaret butts, glasswork that has been used as ash trays.
        Fact is: Smoking inside the space is strictly forbidden! Not only it is forbidden by law in the sense of us being an association,
        also our landlord forbids it in the contract. It might even lead to termination (or no renewal) of our rent contract.
        
        The board does take this extremely serious; in the case we catch people smoking inside, there will be sanctions. Suspension of the membership,
        or even termination of the membership are at the options, of course this is dependent on the case and the facts given at such occurance.
    Fnoerd:
        I wish to make a remark at the committees and in general, to remember that the general rule in the space is to be permissive. Permission to organize is therefore already granted. Committees should be approachable as supportive and un-obstructive entities especially when it comes to organising activities in and around the space.
    Einstein:
        I wish to thank the board to get us through the hard years.

11. Closing
    20:59 meeting closed.