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Board Meeting 2014-05-24

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Notice of meeting: 06 May 2014
Location: G/F Gervacia Center, 152 Amorsolo St., Legaspi Vill., Makati City, PH
Time: 1:00 PM

Agenda

  1. Wikipedia WikiHotspot Campaign
  2. Tradeschool Manila
  3. Cooperation with Smart Communications and Edit-a-thon
  4. Affiliate-selected Board seats selection
  5. Wikimania Representatives
  6. Annual General Meeting preparations
  7. Paid staff work
  8. Updates regarding "Wikipedia Philippine Cultural Heritage Mapping Conference"

Attendance

Present
  • John Paul Antes, Vice-President
  • Jose Roel Balingit, Treasurer
  • Allan Paolo Barazon, Chair (left 4:26 PM)
  • Ma. Jenna Mae Delos Reyes (arrived 2:26 PM, left 5:01 PM)
  • Frederick Andrada-Calica
  • Vangie Padilla, Vice-Chair (arrived 3:26 PM)
  • Emmanuel Ramirez Jr. (arrived 5:01 PM)
  • Eugene Alvin Villar, President
Not present
  • James Joshua Lim, Secretary (with due notice, out of the country)
Guest
  • Hubert Danganan, Wikimedia Philippines member and representative of Penguindows

Minutes

Call to order
At 2:11 PM Chair Paolo Barazon called the meeting to order.
Designation of Secretary
With the Secretary Josh Lim unable to attend the meeting, Eugene Villar was designated the meeting secretary by the Chair.
Validation of quorum
The Chair directed the secretary-designate to validate the presence of a quorum. With five (5) Board members present: JP Antes (Vice President), Roel Balingit (Treasurer), Eric Calica, Eugene Villar (President) and Paolo Barazon (Chair), the Chair declared the presence of a quorum.
Acknowledgment of guest
The Chair acknowledged the presence of Hubert Daganan, a Wikimedia Philippines member from Baguio City, and a representative of Penguindows, a startup that develops Internet-based services.
Approval of Minutes
The Chair directed the secretary-designate to read the minutes of the meeting last March 8. After the reading of the minutes, a motion to approve the minutes was made by Roel Balingit, and seconded by Eugene Villar, there being no objection the Minutes of the March 8 meeting were approved.
Board actions since March 8
The secretary-designate went over the resolutions passed by the Board since the last meeting:
Agenda
The secretary-designate went over the proposed agenda, and with additional items and change in sequence.

The Chair acknowledged the presence of Jenna Delos Reyes at 2:26 PM.

A motion to approve the agenda was made by Roel Balingit and seconded by Jenna Delos Reyes, there being no objection the agenda for the meeting was approved.
Wikipedia WikiHotspot Campaign
Hubert Danganan was recognized by the Chair to make a presentation regarding his proposed Wikipedia WikiHotspot Campaign project. Hubert Danganan proceeded with his proposed project's overview with a simple introduction:
The Problem
We agree that ‘knowledge’ should be free for all. Wikipedia, as a free online encyclopedia, is a great way to fulfill that mission. However, one cannot access Wikipedia for free unless he/she has free access to the Internet. Except in places where free WiFi is available, Internet access don't come cheap. But even for establishments (i.e. school campus) that want to provide free WiFi, maintaining it is not sustainable because their network tend to become congested with too much data traffic from too many websites being accessed by too many users. The tendency for those establishments, therefore, is to either; (a.) limit the access of free WiFi to just a few number of users (by implementing a password-protected network); or (b.) simply discontinue their subscription from their respective ISPs because that’s just the most logical thing for them to do as the cost of their subscription doesn't benefit them anything if, after all, their free WiFi network only causes their Internet connection to slowdown significantly almost to the point of rendering it useless. In short, if free WiFi is non-sustainable, they become extinct. The result: free knowledge to all becomes unachievable.
Solution: WikiHotspot
WikiHotspot is a very easy-to-use system for establishments to manage and control WiFi access. In order to avoid making their network to become too much congested with too much data traffic from different websites being accessed by too many users, wikiHotspot can be used to implement a password-protected network. But unlike the traditional password protection of regular wireless networks which use a SINGLE password that can be shared and used by more than one user, wikiHotspot can generate many passwords so that EACH can only be used by ONE and ONLY ONE user. One user: one password. 100 users: 100 passwords. Now, it is up to the provision of the establishment if they want to sell the passwords or give it away for free (e.g. Boarding house buildings can sell WiFi tickets containing the password; Canteen/Cafeteria may give it away for free ONLY to their customers; School admin can give it to students who have paid for it during enrolment, etc.). This way, they avoid having their network to be abused to the point of rendering it useless. If the number of users that want to obtain passwords increase, they also increase the number of their customers; hence, they also increase their revenue. In essence, their WiFi network benefits them. It would, therefore, be logical for them to continue their subscription from their ISPs. Actually, they might even want to increase their subscription bandwidth from their ISPs in order to increase also their number of customers which will ultimately increase their revenues.
Wikipedia + wikiHotspot = WikipediaHotspot
As mentioned earlier, ‘knowledge’ should be free for all. Wikimedia is an organisation that aims to fulfil that mission by providing access to Wikipedia for free. But, as also mentioned earlier, accessing it requires Internet connection which is rarely being given for free. With wikiHotspot, however, that will no longer be a problem. That’s because the wikiHotspot system can be configured to make Wikipedia website accessible to all for FREE, regardless of how the establishments would want to provide Internet access in their WiFi network. Meaning; one does not need to obtain a password in order to access Wikipedia. For as long as you have a gadget that can detect the WiFi signal with an SSID “((w)) wikiHotspot”, you will be able to access the website Wikipedia for FREE even if you are not a customer from the establishment that uses a wireless router powered by wikiHotspot.
Proposed Project: WikipediaHotspot Campaign
The basic idea of the project is to promote Wikipedia by implementing the wikiHotspot system to establishments such as, but not limited to, school campuses. This can be done by donating a wikiHotspot-configured wireless router to such establishments. Hopefully, we can discuss today as to how exactly can it be done with the help of Wikimedia Foundation. Penguindows, as the startup company that developed wikiHotspot, is going to be one of the sponsors of this project.
A discussion followed Hubert Danganan's presentation, who wanted the help to communicate with the universities. JP Antes clarified that the project may generate revenue, which Hubert Danganan confirmed will benefit the establishment or school or organization where the routers will be installed.
Roel Balingit commented it will be ideal to tap school organizations for the project, in turn they provide content in Wikipedia, after Wikimedia Philippines conducts a workshop.
Hubert Danganan would get back to possibly identify target school organizations for the project and come up with a formal project proposal.
Roel Balingit also noted, that if the Board finds the project's worthiness, it has available funds for small start-up projects like these without the need to file for grant
Trade School Manila course offering
The Chair recognized JP Antes who had earlier sent information through e-mail regarding the offering of Wikipedia Classes through Trade School Manila. JP reintroduced the idea again. As Trade School Manila's field of interests and advocacy are the same with the Wikimedia movement that is to provide learning opportunities that are accessible, building a community for sharing skills and knowledge, and fostering an environment that empowers individuals. The idea is to teach anything under the sun, in the case of the chapter, it could be Writing and Editing of articles on Wikipedia and Uploading images on Wikimedia Commons, etc. JP Antes also clarified that there would be no money involved like paying for the venue, etc. The chapter only needs to allocate time and share knowledge. In exchange for the training the chapter would be providing, i.e. the attendees contribute more articles in Wikipedia, upload more quality images, etc.
Eugene Villar finds this is a good opportunity to adapt the Wikipedia Editing workshops which was scrapped in the 2014 Annual Program Plan. JP Antes was asked to know what the chapter needs to provide in return to avail of slots and facilities of Trade School Manila. JP Antes was also advised to come up with a formal project proposal.

The Chair acknowledged the presence of Vanj Padilla at 3:26 PM.

Cooperation with Smart Communications and Edit-a-thon
The President was recognized and reported the interaction and possible partnerships with Smart Communications. An Edit-a-thon is slated to be held on May 31 at Smart Tower, where the chapter needs to provide a formal documentation. Smart on the other hand will provide/sponsor the venue and the food for the activity. Eugene Villar also identified the printed materials that may be needed for the activity, but also informed that participants would have to bring their own laptops at the activity.
Eugene Villar also plans to roll-out an edit-a-thon in Pangasinan with the help of Vanj Padilla.
Affiliate-selected Board seats selection
Since not all Board members were able to go over the materials regarding the Affiliate-selected Board seats selection, Roel Balingit proposed that those Board members who are interested to have their say regarding Wikimedia Philippines' vote will vote while the rest will abstain, that each interested Board member will vote by expressing their preferences for the candidates in descending order from 1 to 4, that all votes will be added together to a total for each candidate such that the overall order of preference will in ascending order of the said totals, and that the Board will concur with the results.
There being no objections to Roel Balingit's proposal, the voting commenced. Eugene Villar, Paolo Barazon, Jenna Delos Reyes and Roel Balingit cast their votes. After the voting, the results were tallied and by a motion of Roel Balingit, seconded by Jenna Delos Reyes, by a vote of seven (7) votes (Antes, Balingit, Calica, Delos Reyes, Padilla, Villar and Barazon) in favor of the results, and zero (0) against, the following resolution was adopted:

WHEREAS, the members of the Board of Trustees have voted their preferred candidates for the Affiliate–selected Board seats of the Wikimedia Foundation;

NOW THEREFORE, be it RESOLVED, as it is hereby RESOLVED, to submit the results of the said preferential voting of the Board of Trustees of Wikimedia Philippines for the Affiliate–selected members of the Board of the Wikimedia Foundation ranked as follows:

  1. Frieda Brioschi
  2. Alice Wiegand
  3. Patricio Lorente
  4. Anders Wennersten
Wikimania Representatives
Out of six scholarship applications from the Philippines for Wikimania 2014 (August 8 to 10), only Eugene Villar was able to secure a full scholarship. With the chapter having a budget (for the first time) to provide scholarships to Wikimania, several questions on determining who to send were raised with full regard of the Participation Policy. Eugene Villar opined, with no objection, that the Participation Policy need not be amended as Wikimania is at the same time a project-related event.
It was noted that three trustees—JP Antes, Josh Lim and Emman Ramirez—have expressed their interest to attend Wikimania 2014 on chapter scholarships and application for a UK visa must be done at least 45 days before the intended departure date.
Questions were raised on how the Board should go about with providing the scholarships. Each Board member was asked about their opinion or preference:
(a) Would Chapter-sponsored Wikimania scholarships be opened to non-Board members?
Yes: 7 (Antes, Balingit, Barazon, Calica, Delos Reyes, Padilla, Villar)
No: 0
(b) How many scholarship slot/s should be opened to non-Board members?
1 slot: 7 (Antes, Balingit, Barazon, Calica, Delos Reyes, Padilla, Villar)
2 slots: 0
(c) Would the scholarship slot opened to non-Board ("local Wikimedia movement") members be exclusive to non-Board members (in case their Board position is only incidental to their Wikimedia movement credentials)?
Yes: 4 (Barazon, Calica, Delos Reyes, Villar)
No: 3 (Antes, Balingit, Padilla)
(d) If a selected scholar's visa is denied, should a replacement be named?
Roel Balingit (as Treasurer) is of opinion, without any objection from other members of the Board, that a replacement need not be named as this will double the expense for visa application, which was only intended for one application; therefore the scholarship slot would have to be forfeited.

The Chair gave a notice that he would leave the meeting at 4:26 PM. He then designated Eugene Villar to chair the meeting in his absence because the Vice-Chair declined to preside the meeting. Eugene Villar then designated Roel Balingit as the subsequent meeting secretary.

(e) Should the Board select the Board member scholarship slot today?
A consensus was reached to defer it to another time which may also be done online to allow other members who are not present to vote.
(f) Would interested Board members get to vote?
A consensus was reached in the affirmative, based on precedence.
(g) What would be the manner of voting?
A consensus was reached to use preferential voting method, to easily break a tie.
(h) How would the local Wikimedia movement member (non-Board) scholar be selected (as it might be too tasking to have the entire Board screen applicants)?
A consensus was reached to delegate the function to an ad hoc Committee, using the same criteria of the Wikimania 2014 Scholarship Committee.
(i) Would the composition of the Committee exclusive only to Board members (as there have been previous Wikimania participants who are not part of the Board)?
Yes: 4 (Calica, Delos Reyes, Padilla, Villar)
No: 2 (Antes, Balingit)
(j) How many members would comprise the Committee have?
A consensus was reached to have three (3) members, who are not vying for Wikimania scholarships.
(k) Who would comprise the Committee?
Frederick Calica, Paolo Barazon (in absentia) and Eugene Villar were nominated and accepted the posts accordingly.
In view of the foregoing, by a motion of Roel Balingit, seconded by Jenna Delos Reyes, with six (6) votes (Antes, Balingit, Calica, Delos Reyes, Padilla, Villar) in favor and zero (0) against, it was:

RESOLVED, to create an ad hoc committee to screen the non-Board Wikimedia Philippines–sponsored scholarship applications to Wikimania 2014;

RESOLVED FURTHER, that the committee shall be composed of Allan Paolo Barazon, Frederick Calica and Eugene Alvin Villar.

RESOLVED FURTHERMORE, that the committee use the same criteria employed by the Wikimania Scholarship Committee in selecting the scholar to Wikimania 2014 in conjunction with the Participation Policy.

Annual General Meeting preparations
Initial arrangements have already been made to secure the venue. Vanj Padilla was then recognized being in charge of the Annual General Meeting for 2014. Vanj Padilla went over the things she had done and other things that would have to be accomplished. She likewise solicited inputs from the rest of the Board. Among other things that needed to be take care of are:
(a) participation scholarships (announcements, accommodation, transportation) to which Eric Calica volunteered to assist;
(b) agenda (which need to be coordinated with the Chair and the President);
(c) food.

The Acting Chair acknowledged the presence of Emman Ramirez at 5:01 PM.

Paid staff work
Roel Balingit was recognized to present to the Board, why it needs to pay staff work. It was emphasized that Wikimedia Philippines is not just an ordinary club or organization, but it is by industry standards a medium-sized non-profit corporation, which needs to comply with several regulatory requirements which have been already burgeoning.
Some of its projects are now much bigger and more complicated than it used to be, that these require full time dedication during their implementation. These definitely takes away time from one's full-time work to ensure the project is properly planned and executed. Apart from it, there are new regulatory requirements that the organization needs to comply with, especially the new memorandum orders being issued by the Bureau of Internal Revenue, which also affects non-profits.
It was stressed that among the regulatory requirements the organization needs to comply is to have projects (according to its purpose in the Articles of Incorporation) every year that would dwarf administrative expenses which should be capped at 30 percent, as provided under the National Internal Revenue Code. If the organization fails to meet this requirement for one year, it would take two years of compliance for it to even apply for PCNC accreditation, to enable donations to it to be tax free.
The organization had intended to employ a staff to address most of these requirements, however the Wikimedia Foundation had expressed reservations based on the experience of small chapters which employed staff for the first time as most of them did not have a smooth experience.
Roel Balingit had solicited the advice of some members of the Board regarding the matter. JP Antes opined that if the work takes more than 4 or 8 hours, it deserves to be compensated. Emman Ramirez presented options to outsource such tasks, Roel Balingit agreed with it, however he noted the need for immediate addressing of tasks while we look for parties to be contracted, which also presents a problem to prepare for transitions whenever we would not be satisfied with their service.
Eugene Villar expressed the need to lay down necessary guidelines, which he felt would be better for the incoming Board to address, to which Roel Balingit objected citing the long-delayed codification of guidelines despite the commitment of each member of the Board during the Strategic planning last November 24.
With the discussion deemed needing more time to be discussed, Roel Balingit moved, without objection, for the Board to decide at least on the case of the honorarium of facilitators during the Cultural Heritage Mapping Conference as it was expected to be provided since it was allocated in the project budget.
A nominal voting ensued, with five (5) votes (Antes, Calica, Padilla, Ramirez and Villar) in favor and zero (0) against, with Balingit abstaining, the following resolution was adopted:

WHEREAS, Wikimedia Philippines' Second Article of Incorporation, recognizes providing “× × × reasonable compensation to staff members and consultants for actual and substantive services rendered in the furtherance of the purpose of the Corporation × × ×”;

WHEREAS, Wikimedia Philippines finds it appropriate to compensate for the lost man hours when fulfilling the purpose of the Corporation, but not when fulfilling the function of a member of the Board of Trustees;

WHEREAS, Expense Policy I (10) limits honorarium to guests and resource persons;

WHEREAS, the Expense Policy VI (1) allows the Board of Trustees to approve exceptions to it;

WHEREAS, Section 1 (B)(8) of the "2014 Cultural Heritage Mapping Volunteer Program Project Budget" provides for among others “Project management/speaker honorarium/logistics payments”;

WHEREAS, the "2014 Cultural Heritage Mapping Volunteer Program" Grant Agreement allows Wikimedia Philippines to “undertake re-granting of Grant funds to a qualifying third party, provided that Grantee complies with the requirements set forth in Appendix 3” of the Grant Agreement;

NOW THEREFORE, it is hereby RESOLVED, to allow the facilitators and project team members of the 2014 Cultural Heritage Mapping Volunteer Program to claim honorarium substantive to the services they have rendered for the project conference and workshop held last May 2 to 4, 2014, similar to what may have been provided had Wikimedia Philippines re-granted or outsourced the implementation of the project as permitted under the Grant agreement;

RESOLVED FURTHER, that the corresponding taxes be withheld and remitted by the organization to the Bureau of Internal Revenue;

Updates on the "Wikipedia Philippine Cultural Heritage Mapping Conference"
It was moved by Eugene Villar and seconded by Roel Balingit to table the agenda for the updates regarding the Wikipedia Philippine Cultural Heritage Mapping Conference.
Adjournment
There being no further business, to come before the meeting, upon motion of Roel Balingit, there being no objection the meeting was adjourned at 6:10 PM.


I hereby certify to the correctness of the foregoing.


Roel Balingit
Secretary–designate


  • Approved on 05 July 2014.
Notes