Annual Meeting Minutes 2012

The Kidlink Association Annual Meeting
Starting 1th day of February, 2012

Voting Members in this meeting are:

A-Anne-ToveV, A-EygloB, A-DanW, A-DomenicoF, A-GraziellaS, A-PiaA (Board member), A-AndreaS, A-StellanK (Board member), A-HanneW, A-BonnieT (Board member), A-BobD, A-TerryS, A-BeverlynF, A-PattiW, A-TheresaA, A-BentK, A-LelyN, A-EpiS (Board member), A-Jayshree, A-OddP, A-DavidD, A-JoyceF, A-FerdiS, A-LuisP

1. Call to order

The Kidlink Association chairman Stellan Kinberg opened the meeting in the Kidlink Association Google group (KAGG) , http://groups.google.com/group/kidlink-association.

2. Registration of members participating in the meeting

The Kidlink Association (KA) chairman asked the members to reply by email to confirm the member's participation and that they receive the Annual Meeting emails sent to kidlink-association@googlegroups.com.
The KA chairman concluded that:
a.  24 KA members have paid the dues before the 31 January 2012 and are therefore allowed to vote during the KA Annual Meeting 2012.  The member list is available at www.kidlink.org/drupal/node70. .
b.  Anyone of the 24 KA members mentioned in [a] may give her/his vote regardless if he/she replied to this registration or not.
c.  Voting on AofA Amendments:  19 have replied to the registration.  See column 2 in www.kidlink.org/drupal/node70.  At least 16 (2/3 of 26) Kidlink Association member have to vote for an AofA Amendment to be approved.
d.  For all other votes:  At least 8 (35% of the 24 KA members) must give a vote, to have an approved voting.  If 8 members vote during a Board member election and 5 (50% +1) votes for a NAME, that NAME is elected.

3. Election of meeting chairman and secretary (6 Feb)

Chairman nominations: Bonnie Thurber was elected by acclamation
Secretary nominations: Theresa Allen was elected by acclamation

4. Approval of Annual Meeting 2011 Minutes

Epi Sepulveda, the elected Annual Meeting Minutes verifier, sent a report about the Annual Meeting 2011 Minutes.
Members unanimously approved The Annual Meeting 2011 Minutes.

5. Election of meeting minutes verifier and a responsible for counting the votes

Responsible for counting the votes: Epi Sepulveda was elected by acclamation.
Meeting minutes verifier: Epi Sepulveda was elected by acclamation.

6. Meeting notice approval   

According to AofA art 8 "Members are invited by email to all official member meetings at least thirty days before the scheduled meeting."
Members unanimously approved the meeting notice.

7. Adoption of the agenda

Annual Meeting 2012 Agenda
(dates are approximate)  

  1. Call to order. (1 February)
  2. Registration of members participating in the meeting. (1 February)
  3. Election of meeting chairman and secretary. (2 February)
  4. Election of meeting minutes verifier and votes counter. (4 February)
  5. Approval of meeting notice. (8 February)
  6. Adoption of the meeting agenda. (8 February)
  7. AofA Changes. (9 February)
  8. The Board's Annual Report and Financial Statement. (14 February)
  9. Auditors review of The Annual Report and Financial Statement. (14 February)
  10. Approving of the previous Boards work. (Grant discharge to the Board) (18 February)
  11. Establishing membership dues. (18 February)
  12. Motions from the Board and the Members. (These motions must be sent to kidlink-association@googlegroups.com before 18 January 2011.)
  13. Election of Chairman and Treasurer for a three year terms.
  14. Election of one ordinary Board members for a two year term.
  15. Election of two deputy members for  one year terms.
  16. Election of one youth representative for a one year term. (May become two if AofA revision is accepted.)
  17. Election of one auditor for a one year term. (20 February)
  18. Approval of Annual Meeting 2011 Minutes. (26 February)
  19. Closing of the Annual Meeting. (28 February)

Members unanimously accepted the agenda.

Members unanimously agreed to raise the issue "Approval of Annual Meeting 2012 Minutes" immediately after the closing of the Annual Meeting.

8. AofA Changes

The members approved the following changes in the Articles of Association:  
(26 February)

Change proposals for the Annual Meeting 2012 are listed at http://www.kidlink.org/drupal/node/66 .
Kidlink Association AofA are available at http://www.kidlink.org/drupal/aofa
This document contains a copy of the Kidlink Association AofA and has proposal suggestions for the Annual Meeting 2012.

  1. Article 13. Vacancies is not defined in the text "Vacancies in the Board of Directors shall be filled by a vote of the majority of the remaining members of the Board of Directors for the balance of the year." must be followed by "Vacancy in the Board is when a Board member has not been able to follow the rules written in the Article 14 for at least three months without previously informing the Board of the vacancy."
  2. Article 9 is unclear about the member dues payment time limit. The article says that the member "must pay member dues no later than 31/1".  It does not say why the member must pay before the 31 January. Membership can be paid later but that the member will not be allowed to vote at the Annual Meeting for that year. We propose the text in Article 9 become "must pay member dues no later than 31 January to be allowed to vote at the Annual Meeting starting 1 Febuary that same year. Membership can be paid anytime durning the year for that year."
  3. Article 13 says that the board must have one youth representative. We are proposing that the board should have two youth representatives. This makes an even number of board members,  but because we work to reach consensus, the even number may not be a problem.
  4. Article 11 states noting about the election for a one (1) year student representative. Issue 8 in the Annual Meeting agenda must be "election of one/two student representative members for a one year term.".

9. Auditors review of the  Annual Report and Financial Statement

Christine Yannaka from Belgium approved the Board's Annual Report and Financial Statement. The review signed by her has been sent to the chairman of the Kidlink Association, Stellan Kinberg.  The members got time to read the Board's Annual Report and Financial Statement.

10. Approving of the previous Boards work. (Grant discharge to the Board)

The members accepted what the board has done and hold no regrets for the actions from or by the Board members of 2011.

11.  Establishing membership dues

The members approved the membership fee suggested by the Board. The flexible member due follows the Gross National Income per capita (GNI) of each country as established by the World Bank. Members pay from 1 USD to 26 USD depending on where they live.

12.  Member motions

The members agreed in order to have a place in the Agenda for 2011, member motions must be sent to the google group before 31 December, 2012.

13. Election of Chairman and Treasurer for a three year terms.

Board member nominations: Stellan Kinberg, Chairman and Bonnie Thurber, Treasurer.

14. Election of one ordinary Board member for a two year term.

One nomination for ordinary board member: Theresa Allen

15.  Election of two deputy members for one year terms.

Deputy members for 1-year terms:  Ferdi Serim and Joyce Fischer

16.  Election of two youth representatives for a one year term.
Lejla C and Meghan A were elected youth representatives.

17. Election of one auditor for one year term.

Christine Yannaka, Belgium, was elected as auditor.

18.  Approval of Annual Meeting 2011 Minutes

Waiting approval

19. Closing of the Annual Meeting.

The Chairman Bonnie Thurber closed the meeting on 14 April, 2012.