ALV June 2022

ALV June 2022
Date	2022/06/18
Time	19:00 - 22:00
Location	ACTA
Contact	Board
Minutes	ALV June 2022/Minutes

ALV June 2022
Date	2022/06/18
Time	19:00 - 22:00
Location	ACTA
Type	Meeting
Contact	admin at board dot techinc dot nl

1. Opening

1.1. Amount of people present, proxy votes

- Proxy vote form: https://wiki.techinc.nl/File:Generic_proxy_vote_techinc.pdf

1.2. ALV with physical presence.

The board has decided to only have physical presence for the ALV this time around. The special 'noodwet' for Covid19 gave us extra permissions to allow us to conduct the ALV fully online if we needed. This expired on the 1st of April 2022. Next to this there are also some provisions in our statutes that make virtual participation possible , but for reasons of logistics we we will conduct the ALV only in physical space this time around. If you cannot make it, please find someone to proxy for you, fill in the proxy-vote-form above and have it come into the posession of the board.

During the ALV, the space is only available to our members for the purposes of participating in the ALV.

2. Announcements and received documents:

2.1. Explanation to the voting method

A short explanation to the procedure of decision making, according to art. 18.1 of our statutes, and how we will implement that in this meeting.

2.2. WBTR, UBO, etc.

Since 01-Jul-2021, a new law has come into effect: WBTR (Wet Bestuur en toezicht Rechtspersonen / Governance and Supervision of Legal Entities Act)

A short explanation regarding the consequences of this new law will be given.

There is a possibility that the statutes need to be changed, something that has never happened since the association was founded. The board will investigate this.

This needs to be made in order within 5 years (counting from 01-Jul-2021).

2.3. The HHR rule 'Fixed ALV date' is in conflict with the statutes; thus will be removed.

In the current Houserules there is the following rule.

"There will be an ALV in the first 3 months of a calendar year where the board will present the financial report over the previous year"

Rule added from ALV on 10 May 2015 which replaces the older rule from 26th of January 2014

Article 15.2 of the statutes provides (amongst other things) for the term where the report over the previous year will be presented.

Also, in Article 24.2 of the statutes it states that regulations may not be in conflict with the law or the statutes, and may not contain provisions that should be regulated by the statutes.

The term regulated by the statutes is: within 6 months after the end of the bookyear, which translates to: before 1-July

Next to that, the same article 15.2 also provide for a second ALV near the end of the year (at the latest 1 month before the end of the book-year) for the purpose of budget proposal.

So without any extra regulations in the House rules, at least 2 ALVs per year are guaranteed.

2.4. Changes in RevBank payment process.   

It is currently not possible for the board to correctly keep track of cash-flow and drink-sales via RevBank.

This is due to the fact that some people do not use the scanner or give a product-code for whatever they are paying for, even if there is a valid/known product-code available.

This presents a problem when trying to keep track of drink-sales as these sales then become indescernible from people withdrawing cash (from the cash-box).

The issue is compounded upon through the sales of items via the vending-machine. In the past, it became clear that people transfer money to a vending-machine related account, then take out cash from the cash box and deposit it into the vending-machine. This process confused things even more.

For this reason, the board will work on changing the way that RevBank works when not using a 'productcode' in any way, but using a cash-amount instead. A 'reason/purpose' will be asked for and tracked so that the board will be able to determine cash-flows to drinks and other purposes more properly.

When the work for this has been done, this will be announced to members@techinc.nl.

We will provide further explanation about why/how/when during the ALV about this, and offer time for questions.

3. Minutes from meeting 26 November 2021

  The minutes of the previous meeting can be found here: https://wiki.techinc.nl/ALV_November_2021/Minutes

VOTE: This is a yes/no vote whether to accept the minutes from previous meeting

4. Yearly report of the association / jaarverslag and board and committees.

  4.1 Board report 2021 + part of 2022

The board will report upon the period of 2021 , mainly pertaining to finances, memberships, covid19, etc.

There will also be some information about the first part of 2022 as well as an immediate outlook.

5. Explanation to the financial report

The financial over 2021 report can be found https://wiki.techinc.nl/Financial_reports/2021

The treasurer will give a short explanation to the financial report.

6. Report from the financial auditing committee

The financial auditing committee will present their findings to the members of the ALV

7. Votes regarding the financial report and the auditing committee

7.1. Vote to accept the financial report over 2021

VOTE: This is a yes / no vote whether to accept the financial report over 2021

7.2. Vote to acquit the board over 2021

VOTE: This is a yes / no vote whether to acquit the board over 2021.

7.3. Appointing new members of the financial auditing committee for 2022

The committee over 2021 has finished their tasks. A new committee needs to be formed.

People can be part of the committee for a maximum of 2 consecutive years. The members of the 2021 committee have all been in there for 1 year, so if they'd like they can put themselves up for re-election.

Other candidates can announce themselves up until the start of the vote.

VOTE: this is a yes / no vote per candidate, or group of candidates to be part of the financial auditing committee over 2022

8. Board elections

According to https://wiki.techinc.nl/Huishoudelijk_Reglement#Terms_for_board_positions the treasurer (Peter Tambach) needs to step down.

Peter has stated to be available for re-election.

The board is also presenting Muhammad Moinur Rahman / 'Moin' as nominee for joining the board.

Moin has provided a text about his availability for a board position. Please find Moin's Intro here

VOTE: This will be a closed vote whether to accept re-election of Peter Tambach, and confirmation of the candidacy of Muhammad.

9. Votable points

9.1. Schedule of resignation (to replace the Houserule: "Terms for board positions")

This is a votable point brought up by Piele

The houserules provides for a method to stimulate (or even force) the board to not become 'stale'. The intention of this rule was well-intended, but there are serious drawbacks to how it is implemented. Looking for just how other organisations solve this, the board has found a mechanism referred to as 'Rooster van Aftreden' to be a useable replacement for this. It is hereby presented as such.

Abstract:

The current Houserule has some flaws in it: First of; the term being voted on was set to 1 year. But later in the rule it states that the treasurer is to step down in even years, the chair and secretary in odd years. This makes the term actually 2 years.

Also, a 1 year term is very short for a board member to actually undertake something.

The proposal below will try to solve this and make things more clear. It will be a so-called 'rooster van aftreden'

The proposal: (for inclusion to the HR)

Board members are being elected for a period of three (3) years. Resigning board members are re-electable. The board will create a schedule of resignation that will be updated after every ALV where board elections take place.

Anyone appointed to an interim vacancy will take the place of their predecessor on the schedule.

The default ALV where board members are to step down, is the 'jaarvergadering'

Explanation:

The term of 3 years is chosen, so that the roles of chair, secretary, and treasurer step down in an alternating order

An example schedule might look like this:

2022:

• Treasurer
• General board member 1
• General board member 4

2023:

• Chair
• General board member 2

2024:

• Secretary
• General board member 3

Name	Function	First time elected	re-elected	stepping down (possible re-election)
Alice	Chair	2021		2023
Bob	Secretary	2021		2024
Charlie	Treasurer	2021		2022
XXX	General board member 1	2014	2019	2022
Vacant	General board member 2
Vacant	General board member 3
Vacant	General board member 4

VOTE: This is a yes / no vote whether to accept the schedule of resignation proposal.

9.2. Entry at your own risk. Property and possessions in the space

The space is home to a large number of tools and personal possessions as well as donated materials. Due to the nature of our association, there are things that Techinc can and cannot, in good faith, be responsible for. To make clear just what we can and cannot provide to members and visitors of the space, we have chosen to present a set of new rules for inclusion under a new section in our HR that make this clear.

They are inspired/copied from other space(s) in .nl; some might find them familiar. We hope that most will also find them acceptable and useful.

The proposal:

For inclusion, in whole, in the house-rules (sub-sections provided for clarity , NOT for seperate votes):

1 The use of the space for any purpose or leaving possessions in the space is entirely at your own risk. Neither damage, theft or loss is covered under insurance unless you arranged for this personally.

2 Vereniging Technologia Incognita cannot be held liable for the effects or results following from the conduct of a third party. This includes visitors to the space.

3 Members of the space are required to follow all and any safety instructions provided and to indicate to others to do so, too. Some tools have special provisions for making use of them in a safe manner. These will be provided with the tool in the form of text or a URL. It is the responsibility of the user to check these for updates/errata.

4 Members and visitors not of adult age are only allowed to make use of chemicals or electric 'power tools'  after permission by, and under the supervision of, an adult member of the space or parent or legal guardian of the person in question.

5 Any visitors to the space who are not of adult age are welcome as long it is understood that neither the space nor its surroundings are necessarily a safe space. Supervision must be provided for by parent or legal guardian of adult age.

VOTE: This is a yes/no vote for acceptance into the house-rules.