Council Meeting Minutes

Transkript

1 Date: 29th September 2012 Place: MS Minute Taker Birgit Møller Jensen The meeting was conducted in Danish Agenda: Council Meeting Minutes 1. Welcome and election of chairperson Velkomst og valg af dirigent 2. Approval of the agenda and formalia Godkendelse af procedureregler, tidsplan og dagsorden 3. The Chairwoman s Oral Report Forkvindens mundtlige beretning 4. Annual Report from the Board Bestyrelsens beretning for det forløbne år 5. The Contact Group Præsentation af Kontakt Gruppens arbejde Parliamentary Revision Præsentation fra den Parliamentarisk Revision 7. Presentation of candidates for the Board, and Board Election Præsentation af kandidater til bestyrelsesvalg 8. ActionAid Denmark 2011 Accounts Forelæggelse af 2011 årsregnskab til godkendelse 9. Approval of a state authorised auditor for ActionAid Denmark Valg af statsautoriseret revisor 10. Proposals to the rolling plan Behandling af forslag til bestyrelsens rullende årsplan Proposals submitted by Council Members Behandling af indkomne forslag 12. Presentation of new Board Members Præsentation af nye Bestyrelsesmedlemmer 13. AOB Eventuelt 1. Welcome and election of chairperson Trine Pertou Mach (TPM), chairwoman of ActionAid Denmark welcomed Council Members to the Ordinary Council Meeting. She reminded the membership that the Council already had approved the ActionAid Denmark strategy earlier this year. The purpose of this meeting is to have a dialogue between the Council and the Board about the work of the Association both in relation to the year, which has passed but also regarding the coming year. TPM proposed on behalf of the Board that Inge Duus Hjortlund and Kathrine Jensen should be elected as the formal chairpersons for the Council Meeting. Thereafter, the chairpersons took over the leadership of the meeting. They observed that both the agenda and the dates for the Council Meeting had been sent out to all Council members via and to the general membership via ActionAid DK s homepage on 31 st August The Council Meeting was therefore legitimately advertised, as according to Constitution statute 7, paragraph Approval of the agenda and formalities The chairpersons gave a short introduction to the different papers available to all Council members to this meeting. They presented thereafter: Rules and Procedures Agenda and Timeframe for the meeting Discussion Rules and Procedures: Ole Bang (OB) asked if it was possible to vote for proposals in absentia, if one had to leave before the agenda on proposals submitted by Council members. This is not possible, because the proposals might be altered during the debate. The rules and procedures were adopted by the Council Discussion Agenda and Timeframe: Henning Kjær proposed that the Council should deal with the general proposals prior to the rolling political plan, as these might influence the political plan. The Agenda and timeframe was adopted with the proposed alteration.

2 The chairpersons moved on to the establishment of the Vote Count Committee: The following were nominated for participation in the Vote Count Committee: ActionAid Denmark secretariat staff: Zoja Blakaj and Kirsten Devantier Council members: Amalie Boesdatter, Michael Juul and Martin Kristensen Vote Count Chairperson, ActionAid Denmark Secretariat and Council member: Lea Simonsen The Council approved the vote count committee. 3. The Chairwoman s Oral Report 4. Annual Report from the Board 5. The Contact Group Parliamentary Revision The chairpersons proposed that the Council should deal with item 3 to 6 together as they are all reflections on last year s work. The chairpersons at the same time reminded the Council that it is only the Annual Report from the Board, which has to be formally approved by the Board. The Chairwoman s Oral Report In her oral report TPM mentioned the evaluation, which ActionAid Denmark went through last year and which concluded that the different strategic decisions made during the last 5 years have been right. There is of course always room for improvements, but the ActionAid Denmark governance work in the countries in the South supported by the two approaches: Connecting people and capacity building through Training for Change and People4Change are still the right ways forward, which are also the priorities in the ActionAid Denmark Strategy: Together against Poverty. She then mentioned the process leading to the final approval of the strategy during the extraordinary Council Meeting in June this year, where she pointed out two areas of interest: 1. The relationship between ActionAid International and Danida and the role of ActionAid Denmark here 2. The relationship between ActionAid Denmark aim, vision and mission and ActionAid International aim, vision and mission. Here she stressed that it has been important for the Board to secure a dialogue with the ActionAid Denmark membership to secure a mutual understanding of how this coherence between ActionAid Denmark and ActionAid International is seen and Together Against Poverty is a result of this dialogue. She also mentioned the issue about the democratic structure in the Association and the relationship between the Board and the Council, where she mentioned the Contact Group and the Council survey. She also acknowledged that this will also be an issue for the Board during the coming years, which will be seen in the sub strategy on the Association, which has not been developed yet. Then she talked about Rio +20 and mentioned Tour de Future, where more than 6000 Danes were out bicycling to create awareness about the upcoming conference in Rio. She also mentioned the role that ActionAid Denmark played together with ActionAid International during the conference in Rio. TPM also touched upon one of the challenges ahead: The overall aim is to work for a world where every human being has the right to a dignified life in a fair and sustainable world this is not just done by having nice strategies on paper. They have to be supported by campaigns and lobby work and ActionAid Denmark cannot do this alone, we have to join hands with the entire Federation and likeminded NGO s to continuously making governments aware of their responsibilities. Finally TPM mentioned the debate on telemarketing in the daily Politiken, where she earlier had informed members of the Council on the ActionAid Denmark stand in a mail. Here she wanted to make the Council aware of the discussion on whether Danish NGO s has to work as amateurs as opposite to being professional. She felt that it is important that we in ActionAid Denmark continue to discuss how we can secure public support and idealism and at the same time work professional and efficient. Annual Report from the Board The annual Report from the Board together with questions raised by Knud Vilby (KV) and the responses from the Secretariat to these questions was distributed to all members of the Council prior to the Council Meeting. The Contact Group The aim of the Contact Group is to strengthen the work of the Council and secure a dialogue between the Board and the Council. Ulla Strøbech (US) mentioned some of the activities undertaken by the Contact Group during last year, which included preparing a survey among Council members, participating in the preparation of the

3 strategy and planning of Council meetings. Finally the Contact Group has also supported the establishment of the Parliamentary Revision. Parliamentary Revision The report on the Parliamentary Revision was forwarded to all Council members prior to the Council Meeting. In her presentation US mentioned that the Parliamentary Revision is still a pilot phase and that the Council next year shall decide on how it is going to be in the future. She mentioned that she would like to see the TORs expanded to include ActionAid Denmark activities in the South as well. In her oral presentations she pointed out some of the challenges also mentioned in the report: 1. Financial challenges need for more fundraising activities 2. Information to supporters and members 3. Lack of transparency in the financial decision process 4. Need to expand the role of the Finance and Audit Committee to secure more risk analysis 5. Lack of a clear information- and communication strategy 6. Dual Citizenship ActionAid Denmark and ActionAid International how do we secure that this brings added value? Discussion (on all presentations): KV thanked for the reports and responses to his questions, but he was not satisfied, because there is no coherence between what ActionAid Denmark as an organisation says and what is actually done, when it comes to the internal environmental policy. This covers areas like: Transport expenses for the secretariat is not part the environmental policy and when talking about reducing environmental expenses in the secretariat then heat is included, but not the use of electricity and water and the planned guidelines are still not presented. This areas need to have continued focus during the coming year. This was supported by more Council members, who stressed the need for constant care from ActionAid Denmark Several members mentioned the Parliamentarian Revision and all were very pleased that ActionAid Denmark now has established a Parliamentarian Revision, which can be further developed. Other comments were: It is important to remember that ActionAid Denmark has many different type of members with different backgrounds and different expectations for information there is already a lot of information on the web site and they are easy accessible. The new strategy provides a lot of opportunities for ActionAid Denmark and it is important to remember that we are a learning association it is therefore also important to secure a structure, which will provide members and Council with relevant information. The Council needs to be primed to be able to perform the role as the political leadership of the organisation. It is important to remember that we all work for the bigger picture Council and Board need each other to enable them to fulfill this work. The Parliamentarian Revision shows that ActionAid Denmark is moving and in the right direction. The Association already today undertakes more risk analysis than earlier. There is a need to dig even deeper into the issues on fundraising and accounts. The group dealing with Parliamentarian Revision need to dig even deeper next time. There is need for a more comprehensive report how does ActionAid pass on funds and how are they followed what kind of principles are applied? The Parliamentarian Reports strikes a better balance between the work of the Council and the Work of the Board. ActionAid Denmark has not been good enough to document impact in the past, but the new strategy is an important step in the right direction and the Association will hopefully be better to document its work in two years time. Other issues mentioned were: ActionAid Denmark still lacks a clear and thought out policy on how the Association will work with volunteers. Council members lack a systematic forum for information on how ActionAid Denmark supports other ActionAid countries: both support to countries and themes. Information on joint planning activities is interesting information for Council members. The Sub-strategies gives more information on how to implement the over all strategy. They should be available for Council members. The final response from the chairmanship touched upon the following: The wigging regarding the implementation of the environmental policy was well-deserved we need to improve! The Parliamentarian Revision managed to do a great job done in a short period of time. It is important to remember that this year is a year in between, when talking about the Annual Report. This report will in the coming years be closely linked to all areas in the strategy and thereby cover the entire association.

4 Agreed Minutes from AADK The Board just yesterday approved new principles for budgeting and presenting accounts. These will create a bigger understanding and enable the Board to make the necessary strategic decisions. The Board has already asked the Secretariat to present risk analysis on specific areas this year together with the proposal on Budget ActionAid Denmark is a learning organisation and Council members can present proposals to the Contact Group on specific needs of information The sub strategies will not be on the web site, but they are available for all Council members, who can present their request to bjensen@ms.dk where after they will receive a copy. Frans Mikael Jansen finally mentioned that ActionAid Denmark has cooperation agreements until end 2013 with national ActionAid in the countries, where we previously had country programmes. There will be a new situation thereafter and the Secretariat is now mapping future possibilities for cooperation and a more clear picture will be presented at the Council meeting in June next year. The Annual Report was adopted by the Council no one voted against. 7. Presentation of candidates for the Board, and Board Election From the institutional members: Claus Staal International Højskole Kirsten Bruun Efterskoleforeningen From the individual members: Dines Justesen Finn La Cour Helle Munk Ravnborg Mads Madsen Steen Folke Trine Pertou Mach 8. ActionAid Denmark 2011 Accounts Dines Justesen (DJ) presented the 2011 Accounts to the Council for their approval. He acknowledged that the accounts2011 in some aspects did not provide the information that the Board and the Council would have liked to see. This will improve in 2012 and from 2013 new principles will be applied, which will give much better information to both the Board and the Council. Members of the Council expressed their concern regarding the decrease in number of members. This was acknowledged from the Secretariat and it was added that this decrease has changed this year. There was a general agreement that the way the 2011 accounts were presented did not match the current setup in the Association in the best way, but this will change as mentioned above. A Council member asked why the Council only has to approve the Accounts and not the Budget and this is due to the timing of Council Meetings, which does not match the budget planning process. The Annual Accounts were adopted by the Council. 9. The state authorised auditor for ActionAid Denmark The Board proposed that Deloitte should continue as the state authorised auditor fro ActionAid Denmark. The Council elected Deloitte as the state authorised auditor for ActionAid Denmark. A question was raised regarding the auditors fee and here the Council was informed that the budgeted fee for 2012 is DKK. It is important to note that this also includes auditing a number of part accounts linked to specific grants. 10. Proposals submitted by Council Members Membership Democracy Gunver Bennekou (GB) had submitted the following proposals to the Board to strengthen democracy and transparency in ActionAid Denmark: Making all Board documents (except confidential personal matters) available on the web-side prior to the Board Meeting; Secure that minutes are available shortly after a Board meeting; Establish a debate forum for all ActionAid Denmark members on the website. The Board agreed that there is a need to strengthen democracy and transparency in the Association and the proposal and they suggested the following: Agenda available for all members one week prior to the Board Meeting;

5 Agreed Minutes from AADK Minutes available for all members two weeks after the Board meeting; The Board should forward a newsletter to the Council members after each Board meeting. Discussion: TPM stated the reason for not making all Board documents available is due to the fact that they were working documents, which might change a lot during the process. It might therefore create a wrong picture of the intentions of the Association. GB repeated the need for transparency in the Association. TPM acknowledged the need for members to engage in discussions, but she did not think that a debate forum is the right tool. ActionAid Denmark tried this out during the development of the strategy and only very few members participated. She proposed that Council members should use the Contact Group to raise their concerns. It was also mentioned that ActionAid Denmark is on Facebook and this is also a place to discuss. TPM acknowledged the need for transparency and she therefore proposed that all Council members should receive the introductions to each item on the agenda together with the agenda prior to the Board Meeting and then the agreed papers should be appendixes to the minutes afterwards. The chairpersons then decided to present two proposals for voting: 1. Communication: The Agenda for Board meetings shall be available for all members on the website one week prior to the Board Meeting and Council members shall receive mails with the Agenda and the papers introducing the different items on the agenda at the same time. Minutes from the Board meetings with adopted papers enclosed shall be available for all members on the website two weeks after the Board meeting; The Board shall forward a newsletter to the Council members after each Board meeting. This proposal was adopted by the Council and shall be part of the rolling Political Plan. It was also agreed that the possibility to use Tube should be developed further. E.g. by providing guidelines on how to access the different documents and maybe a monthly update to Council members on new documents available at Tube. 2. Dialogue Establish a debate forum for all ActionAid Denmark members on the website The result of the vote was: Vote in favour of: 14 Vote against: 20 Blank vote: 14 This proposal was not adopted by the Council. Sharing of information among Council members: Ole Bang (OB) had proposed that the secretariat shall make a list of all Council members with addresses and telephone numbers and maybe addresses available for all Council members to enable Council members to communicate and share information between Council meetings. The Board agreed to the idea behind, but proposed that all Council members have to indicate which information other than name; they want to share with other Council members. Basically it is the Council itself that decides on this, not the Board. Council members should also approach the assistant to the Council, if they want to distribute information to all members. She should then consult the Contact Group to find out, if this is information, which should be forwarded to the entire Council. Members of the Council expressed their support to the establishment of an address list, where the individual Council member can decide, which information he/she will share with the Council. The Council adopted the proposal on establishing an address list, where the individual Council member indicates, which information other than name that he/she wants to share with other council members. 11. Proposals to the rolling plan The Board s proposed rolling political plan has been distributed to all Council members and the following proposals have been received from the membership group on Sustainable Development and Democracy: 1. The Board shall call for an extraordinary Council Meeting not later than 15th February 2013 to strengthen the Role of the Council as the supreme authority of the Association. 2. The Board shall secure a transversal coordination in the Association. Extraordinary Council Meeting The Board agreed to the need to discuss and strengthen the role of the Council but does not think that an extraordinary Council Meeting is the solution. The Board proposed that Council members shall be invited

6 to the Board Meeting, where the Board is discussing the under strategy on the Association. The discussion paper for this shall be forwarded to all Council members a week prior to the meeting to enable all to forward their written comments prior to the meeting, if they are not able to attend. In the following discussion Council members expressed that they had expected that they should discuss the sub-strategies now, when the overall strategy was adopted and that there might be other important areas, where the Council can be involved. The chairpersons presented the issue on an extraordinary Council Meeting for voting and the final result was: Vote in favour of: 14 Vote against: 20 Blank vote: 14 This proposal was not adopted by the Council. Transversal coordination The Board agreed to the necessity for a transversal coordination in the Association and suggests that it is included in the rolling political plan. Some members of the Council expressed that it is not right to write in the rolling plan that the Board is the supreme political authority between the Council meetings. The Board therefore decided to remove this sentence from the rolling plan. The chairpersons now presented the full rolling plan with the amendments above for voting. The Council approved the rolling plan with the above amendments. 12. Presentation of new Board Members From the institutional members: Kirsten Bruun Efterskoleforeningen Claus Staal International Højskole (substitute) From the individual members: Dines Justesen Helle Munk Ravnborg Steen Folke Trine Pertou Mach Mads Madsen (1 st substitute) Finn La Cour (2 nd substitute) 13. AOB TPM thanked the Council members for their participation and reminded all that ActionAid Denmark still has many challenges ahead in our work to change the world to a better world where every human being has the right to a dignified life in a fair and sustainable world. She finally thanked the chairpersons for taking the Council through the Agenda. Inge Duus Hjortlund Kathrine Jensen Enclosure 1: The Rolling Plan approved by the Council

7 Bestyrelsesarbejdet i Bestyrelsen har til opgave at sikre implementering af Mellemfolkeligt Samvirkes strategi Sammen mod Fattigdom. Til denne opgave skal bestyrelsen sørge for at der udarbejdes relevante understrategier der beskriver hvorledes målsætningerne i Sammen mod Fattigdom skal nås. 2. Med baggrund i statusrapporter fra sekretariatet på forskellige indsatsområder, skal bestyrelsen følge implementeringen af strategien og lave de nødvendige justeringer og præciseringer i understrategierne. Bestyrelsen skal sikre, at der fremlægges en årsrapport for Rådet, der beskriver resultater for de enkelte målsætninger i strategien, samt peger på særlige problemområder eller strategiske problemstillinger, der har relevans for Rådets arbejde. For at styrke Mellemfolkeligt Samvirkes indflydelse skal der være bedre sammenhæng imellem kampagner, vidensopbygning, politikudmeldinger og fundraising. For de kampagner, der planlægges i , skal Bestyrelsen tilse, at der sker den nødvendige koordination på tværs. 3. Bestyrelsen er i øvrigt ansvarlig for den politiske linje, som Mellemfolkeligt Samvirke lægger i forhold til den offentlige debat og i sin lobby og kampagnevirksomhed, samt for at bidrage med at markere MS synspunkter i offentligheden. I årsrapporten til Rådet, skal bestyrelsen gøre rede for de synspunkter der har været fremført i det forrige bestyrelses år og lægge op til politisk diskussion af emner, der skønnes at have principiel betydning, og hvor bestyrelsen mener, at det er relevant at få Rådets indstilling. I bestyrelsesåret skal bestyrelsen i særlig grad følge følgende områder: a) Fundraising. Bestyrelsen skal tilse, at der er relevante og realistiske planer for at sikre at de ambitiøse fundraising mål nås, og bestyrelsen skal sikre, at der er den nødvendige Investeringskapital til rådighed i budgettet eventuelt ved at frigøre de af de strategiske reserver i egenkapitalen. b) SDG & MDG mål Bestyrelsen skal følge udviklingen af Sustainable Development Goals og videreudviklingen af Millennium Development Goal processen og sikre, at MS har klare udmeldinger og synspunkter på de overordnede linjer i disse processer og målenes substans og øver indflydelse på dansk politik på disse områder. c) Foreningsdemokrati Bestyrelsen skal udarbejde en understrategi for arbejdet med at udvikle foreningsdemokratiet. I samarbejde med Kontaktgruppen og andre rådsmedlemmer skal bestyrelsen arbejde på konkrete og strategiske tiltag og reformer, der kan styrke foreningsdemokratiet.

8 d) Medlemsskabet af Action Aid Bestyrelsen skal i det kommende år have særlig fokus på, hvordan MS forankrer sin position i Action Aid International, og sikre at fornemmelsen af at være med i en international føderation gennemsyrer alle dele af organisationen. For at opnå de bedst mulige resultater er det vigtigt at udnytte den unikke platform som AAI giver. De internationale bånd skal styrkes ved en større videns udveksling mellem AADK og andre medlemslande samt fokus på internationale kampagner. d) Gennemsigtighed Bestyrelsen skal være med til at forbedre tilgængeligheden af information om organisationens arbejde. Heri blandt andet at give støtte til den parlamentariske revision, samt gøre det økonomiske overblik over organisations aktiviteter mere klart og tydeligt. Dette indebærer bl.a. at dagsorden for bestyrelsens møder skal være tilgængelig for alle medlemmer på hjemmesiden senest en uge før bestyrelsesmødet. Referatet skal være tilgængelig for alle medlemmer senest to uger efter bestyrelsesmødet. Med henblik på at styrke dialog mellem Råd og Bestyrelse skal Rådet have dagsorden samt introduktion til de enkelte dagsordenspunkter senest en uge før bestyrelsesmødet og Bestyrelsen skal sende et nyhedsbrev til Rådet efter hvert bestyrelsesmøde. Vedtaget på Rådsmøde lørdag den 29. september 2012