Annual General Meeting 2022/2023 on November, 11th, 2023, 19:00 UTC

Welcome to the AGM 2023

Even if the AGM will be held online, you may want to visit Geneva (or for your business trips to another place or some "stay-at-home-holidays" wherever), using this link: http://www.booking.com/index.html?aid=346253

Annual General Meeting 2023, Saturday, 11. November 2023, 19:00:00 UTC = Sat 20:00 Central Europe* = Sat 14:00 NY* = Sun 06:00 Sydney*.....

Please pay the annual fee of 10€ before the meeting by bank transfer or by paypal.
Check the fees of your bank before paying.

Place: https://irc.cacert.org Room: #AGM Please log ins as FirstnameLastname during the AGM, no nick names, please!

QR Code to add the AGM to your calendar

CAcert_AGM_2023.png

How to vote (votebot)

The votebot is running on irc.cacert.org and is connected to the channels #agm and #vote. 

< VoteBot> Help for VoteBot
< VoteBot> 
< VoteBot> VoteBot understands the following commands:
< VoteBot> 
< VoteBot> HELP         - this help
< VoteBot> VOTE <topic> - start a vote on <topic> if no other vote is running
< VoteBot> CANCEL       - cancel the currently running vote

a vote can be started by running 

/msg votebot vote test vote

Votebot will start the vote timer and will post a short acknowledgement to both #agm and #vote: 

< VoteBot> New Vote: jandd has started a vote on "test vote"

After starting a vote the bot listens in #vote and you can vote their using one of the following keywords (defined in https://git.cacert.org/cacert-votebot.git/tree/src/main/java/org/cacert/votebot/shared/VoteType.java#n33):

keyword

meaning

aye, yes, oui, ja

yes, I agree

naye, nay, no, non, nein

no, I disagree

abstain, enthaltung, abs

abstain

Proxy votes can be posted by a command like this in #vote: 

proxy <person> <keyword>

The votebot will send a message 30 seconds before the vote ends: 

< VoteBot> Voting on "test vote" will end in 30 seconds.

After the vote timeout (120 seconds) the votebot posts a summary of the result in both #agm and #vote, for example: 

< VoteBot> Vote "test vote" stopped by timeout. Calculating results.
< VoteBot> Voting on "test vote" has closed.
< VoteBot> Results: for vote on "test vote":
< VoteBot> AYE: 0
< VoteBot> NAYE: 2
< VoteBot> ABSTAIN: 0

This is the discussion page for the next AGM on 12th Nov. 2022. This page is used to refer to discussions happening around the proposed business.

Report Works-in-Progress

Note any reports from the Community and Teams to the Association here:

Agenda

  1. Meeting Administration
    1. Who is making minutes?
    2. Identification of members with voting rights
    3. Identify proxy votes
    4. Identification and acceptance of new members
    5. Urgent Business (Acceptance of additional resolution into the agenda)?
  2. Ratification of Minutes

    1. Annual General Meeting 2022-11-12 AGM/AGM2022#Minutes

  3. Presentation of Annual Reports - link

    1. Presentation of Executive Report Board Report 2023 (PDF)

    2. Presentation of Financial Report Financial Report 2021-2022 (PDF)

    3. Presentation of Team Reports
    4. Presentation of Member Reports
  4. Special Resolutions
  5. Ordinary Resolutions
  6. Committee Elections

Special Resolutions -- Rule Changes

A member may propose a change to the rules, to be voted as a special resolution in a general meeting. Members must be notified 21 days in advance of the motions, in a call for a general meeting.

The following special resolutions will be / have been received by the Secretary:

Item

Title on Agenda

Call Mail

Discussion Page

from agenda

words

link to member's request

link to wiki

Ordinary Resolutions

A member may propose a resolution in a general meeting. Members must be notified 14??? days in advance of the motions, in a call for a general meeting.

The following (ordinary) resolutions will be / have been received by the Secretary:

Item

Title on Agenda

Call Mail

Discussion Page

from agenda

words

link to member's request

link to wiki

Nominations for Member of the Committee

At each next AGM, the committee ("Board") is dissolved and a new one is elected. A new Committee should be formed for the term that follows the AGM, up to the next AGM, where the same procedure applies.

The following nominations have been received by the Secretary:

Name

Nominated by

Seconded by

Accepted

Comments and link

Name here

link to post

link to post

link to post

link to wiki page?

Nominations for board directors should be sent to the Secretary (secretary at cacert) in signed email. Also, if you want someone to second your nomination, CC that person.

Identify proxy votes

Or what to do if you cannot be present at a General Meeting

The proxies for the meeting are:

Minutes

AGM 2023-11-11

13 participants (in no specific order): Jan Dittberner, Dirk Astrath, Etienne Ruedin, Gero Treuner, Karl Heinz Goedderz, Sascha Ternes, Kim Nilsson, Frédéric Grither, Frédéric Dumas, Alexander Bahlo, Aleš Kastner, Michael Richardson, Brian McCullough.

Jan did a marvellous job with the Votebot. A test run was carried out before the meeting and the voting rights were checked by the secretary.

1. President McCullough opens the meeting at 19:30.

1.1 The secretary publishes the agenda and will write the minutes.

1.2 The voting rights have already been checked at the entrance to the hall.

1.3 There are no proxies.

1.4 New members
‘I move to accept Ales Kastner as new member of CAcert Inc’
10 in favour, 0 against, 0 abstentions

1.5 No urgent agenda items

2. minutes of the AGM 2022/23
I move to accept the minutes of the AGM 2022 at https://wiki.cacert.org/AGM/AGM2022#Minutes<<BR>> 2 in favour, 0 against, 2 abstentions

3.1 Annual report
The annual report was sent to all members in advance. The meeting takes note of the report and thanks the President.

3.2 Annual accounts
The treasurer has not finalised the annual accounts. He is in poor health. He submits his resignation. The year has been rather arduous. He reports:

‘We attempted to transfer roughtly 10000 EUR from Australia hosted paypal and accounts to Swiss accounts, via paypal, and ran afoul of their process. Likely, we will run out of money in the Swiss account to pay BIT sometime in 2024 if we can't resolve this. Frédéric has been attempting to get paypal to let go. There is a six month ‘wait’ when they ‘close’ your account to get your money, and that is almost up. Then they release the money, which is actually what we wanted them to do in the first place. Likely, paypal's under trained staff can't tell the difference between ‘certificates’ and NFTs, as NFTs are on the prohibited list. I have never gotten access to either the Australian accounts, despite three years of trying, or the Swiss account, despite Etienne trying. I likely can finish the summary that I've done before, which I regard as wholely unsatisfactory next week. Unfortunately, I am now coping poorly with a chronic condition, which renders me unable to work more than 3-4 days/week. As such, I really need to step back from many extra-curricular activities.’

Michael's commitment is thanked and complemented with best wishes for his recovery.

The Secretary adds, as far as he knows (as at 30 June 2023)
Westpac: unchanged account balance
GKB CHF: 6653.44
GKB EUR: 660.00

Dirk has replaced hardware during several on-site visits over the course of the year. The new machines consume significantly less power. The expenditure amounts to roughly 2000 per annum, thanks in part to a generous discount from BIT.

3.3 Team reports
Alexander Bahlo refers to the Organisation Assurance. None of the ideas were realised.
Jan Dittberner refers to the written reports: The team report for infrastructure and critical teams are documented in the Wiki. Main points for infrastructure where the OpenID Connect infrastructure, new monitoring and fighting with hardware issues. Unfortunately critical hardware has issues too as most of you will know.
According to Dirk Astrath, a lot has happened with software, but only after the end of the reporting year.

3.4 Member reports
Frédéric Dumas reports: ‘Our small team of ten or so motivated people cannot work effectively. We can't function. OpenID is nowhere to be found, ERPNext is nowhere to be found, and at Ede the heart of the service provided by CAcert has broken down. We need to look at this reality in order to tackle 2024.’ The President asks: ‘It sounds as if you are offering to change things?’ Frédéric will ‘Change things, not people, and not positions.’ In recent months, the Board has been in contact with Susan Sons, an NGO consultant. Kim reminds that this discussion must be held in the Board and not at the AGM.

4. special motions (not available)
5. normal motions (not available)

6. elections
No candidates were announced in advance. Dirk proposes the existing candidates. Michael renounces. Frédéric Grither has helped a lot in the background with the rescue of Paypal. He is prepared to take over the office of Treasurer. Aleš wants two weeks to think about it.
‘I move to vote BrianMcCullough, KimNilsson, FredericDumas, FredericGrither, EtienneRuedin and AlesKastner as the new board of CAcert Inc’
12 in favour, 0 against, 0 abstentions

The President closed the AGM at 20:48.

Administration

For the Secretary?

AGM/AGM2023 (last edited 2024-09-01 07:18:54 by EtienneRuedin)