Freegle Board Minutes 25 November

Meeting of Directors of Freegle Limited held on 25 November 2015 at 8pm by Skype Chat

MEMBERSHIP OF FREEGLE LTD

All Freegle Volunteers are entitled to be Members of Freegle Ltd Registered in England as an Industrial and Provident Society for the Benefit of the Community.

http://freegle.it/JoinFreegleLtd

CURRENT BOARD

Andrew Ludlow (Andy), Andrew Trusty (Trusty), Cat Fletcher, Edward Hibbert, John Carroll, Ollie Clark, Christian Brenninkmeijer

BOARD VACANCIES

There are currently 3 vacancies. The Board would welcome applications from interested Members.

Email the Board

APOLOGIES FOR ABSENCE

Christian

Chairman: Edward

Minutes: Alison via text transcript

The meeting started at 8pm.

DECLARATIONS OF INTEREST

This is now at

https://docs.google.com/document/d/1M5J1pKrHfqwqdgPJufwZMmDKSZuOdinPVRuZGxvSYNA/edit?usp=sharing .

All Board members should review and update.

RISK REGISTER

No changes. See https://docs.google.com/a/ehibbert.org.uk/spreadsheets/d/1RQ3Uzgt7Lf_RTRRH8vdySOYXzqnHI-JxG1SVBeykctI/edit#gid=0

MATTERS ARISING

Cat is finalising the content for the newsletter. Edward will send this out.

My Green Pod and Nimber have agreed to pay for inclusion. The revenue from the newsletter will be transferred to the media budget.

Cat to hand over business cards to Sally.

The automation of sending out business cards needs server changes so this will be done when we have a new platform.

Edward will contact Paul Varags (Oxfam fundraiser offering advice) when the business plan has been completed.

Cat is looking into obtaining patrons.

The Friday Ad meeting is being re-arranged.

The possibility of a fundraising event at the Waste House will be considered again next year when there may be more time available to organise it.

Edward is organising the biographies of Directors to be published on the website.

Cat is planning to take over Selsey and use as a trial of new volunteer approach.

REPORTS

Platform

Since the last board meeting expressions of interest have been worked on to provide a short list from expression of interest response quality, and ability to execute the project adequately. John then spoke to the shortlisted parties to see if they were willing to commit to developing the platform to the high level spec for the £20k budget. Two commercial providers said they were not able to commit to such a delivery scope on the available budget, so declined to proceed further. This leaves freegle with one provider, Edward Hibbert, who is willing to commit to the delivery scope to budget, and has the experience and proven track record. We are working to complete a contract to finalise the award. John has given Central an update on progress, and will update them further when the board has agreed the contract and the award has been made. We need to sort out how we deal with conflict of interest/transparency concerns from Edward, whilst recognising none of the board want to lose Edward from the board. We also need to add/update a risk around platform support, and look to a realistic plan to mitigate or have alternatives.

Action: John. Complete contract, vote on contract, award contract, message central about conflict of interest approach, support risk update

The Board voted (4 for 1 Abstain - Edward due to conflict of Interest) to keep Edward as a board member, by explaining, using a text from Jacky, how the rules deal with conflict of interest for service providers). In addition, to set up a form to garner any anonymous comments from Central in case there were feelings that some didn’t feel able to express openly.

Fundraising

• Microsoft

Still waiting for cheque to arrive and Microsoft to arrange face to face meeting.

Edward mailed asking for help with Hotmail deliverability - no reply yet.

We would also like image recognition and publicity help.

• GAYL:

We need to download their Christmas marketing and use some of it to be eligible for a draw for another charity of the month slot - which is well worth having.

• Sainsbury

Sainsbury’s payment card - time to promote to members in the newsletter.

• Business Plan

Chris has been working on a business plan, and has some external help with that. Edward has been monitoring and is happy with content. Next draft will come to the Board for review.

• Case for Support

We still need a case for support (which is separate) which Edward will run past Paul Varags. Cat has ideas for who to send this to once we have it.

Finance

The Board have agreed to take responsibility for the Freegle UK bank account from the Reps Jane has expertly combined the reporting of the two bank accounts in advance of the demise of the Freegle UK account.

1.Current Combined FY Position for Freegle

a.Income - £4,975

b Expenditure - £6,180

c.Status of Funds - Freegle combined Bank accounts currently stands at £16,904

2.Issues to resolve

a. What should we do about the Tec/media/Volunteer budgets

John to update:

1. Reps have agreed to hand over the bank account

2. Ask Jane about VMG

1. Sort out new authorisers for the Ltd account

2. Finalise the switch over tasks that are only half finished

3. Confirm with Jane the need to close the Uk account – In progress

Will accelerate these tasks once the platform stuff is put to bed.

Further discussion and decisions are needed on tech/media/volunteer budgets and risk mitigation once the new platform is running. This will be done when the platform commissioning work is over and the Board has a business plan.

Board Secretary (Edward)

Edward is doing agendas; Alison is doing minutes.

We agreed to live with this.

Company Secretary (Andy)

No further members since the last meeting. Andy has contacted Alison regarding documentation.

Chief Technology Officer (Edward)

Server move:

Now complete, including better monitoring and offsite backup. Some residual minor issues (e.g. events going out too often) which Edward is handling.

ModTools:

Moved to Freegle servers.

Action on Edward to make free for Freegle groups.

Rewrite progressing; will be an alpha version in a couple of weeks. FD:

Kwame is away for a week - not much progress since initial design concepts.

Wellspring - action on them to secure funding.

Yahoo:

No movement on the issue of Yahoo losing some messages.

Edward’s contact was helpful in server move - so still exists but has limited use.

Media (Cat)

FRN CO2 info access Cat is contacting them again

City Reuse Depot

Cat has obtained a new site and the shipping containers will be moved there.

Cat is helping Worthing Freegle

Volunteer Support

We are not able to find a volunteer to lead on this task. It is a possible candidate for MS funds. We need a job spec for this, once business plan (which covers it) is complete.

Health and Safety (Ollie)

Nothing to report.

Development (from Jacky)

Mentors

The working group are continuing to refine the procedures and guidelines for the mentors to use as their role has grown with new things to contend with. Examples are a set of standard rules to use for caretaker groups and they are now starting to discuss whether they can discretion in who to hand caretaker groups over to and what criteria they should use for that decision.

GAT

Similarly for GAT, the affiliation processes are OK, but disaffiliation has been discussed and the working group has firmed up procedures for groups who don't follow the disaffiliation processes but appear to leave anyway and also to strengthen the overall decision making capabilities of the team.

Finance

A Finance Procedure amendment for requirement of Contract for Services is being currently polled. Media There has been discussion about promotion and a need for more press releases but there has been no definite decisions or indication of how this can be achieved.

The Board are grateful to Jacky for enabling discussion about important issues on the Development Group.

ANY OTHER BUSINESS

Returning Officers The Board are discussing these appointments.

DATE OF NEXT MEETING

TBD.

CONSENT AGENDA

The Minutes of previous meeting held on 4 November 2015 were approved as a true record.

This was carried unanimously.

The meeting ended at 9.08pm.

Links

• Freegle Board

• Board Meeting Procedure

• Board Role and Remit

• Board Standing Agenda

• Email the Board

• http://freegle.it/JoinFreegleLtd