Extraordinary Minutes of EGA of Cretan International Community, held at Camping Elizabeth on 06/05/2013 PRIMARY PURPOSE OF MEETING – ELECTION OF NEW CIC BOARD MEMBERS A: AGENDA Apologies for absence. Opening of Pre - EGA Meeting and procedural preamble by CIC President or Representative. Confirmation of attendance. Ratification of election procedures for nominated candidates. Ratification of election procedures for yet to be nominated candidates. Election of President of the Assembly, Vice President of the Assembly and Secretary of the Assembly for the purpose of the EGA. Outline of procedure to be followed by Extraordinary Committee at EGA by CIC President / Representative. Handover to Extraordinary Committee. Opening address to EGA by President of the Assembly. Exoneration and Resignation of out-going CIC Board Members. Nomination of candidates for CIC Board. Posting of nominees. Election of new CIC Board Members. Any Other Business. Dissolution of EGA Board (President, Vice-President and Secretary of the Assembly). Thanks and Closure. B: EXECUTIVE SUMMARY An Extraordinary General Assembly (EGA) of the Cretan International Community (CIC) was held at Camping Elizabeth, in Missiria on May 6th 2013. The primary purpose of the meeting was to elect new CIC Board members. Ingo Dietrich (Vice President) presided over the initial proceedings (Pre –EGA) in lieu of Peter Winterink (President). The EGA itself was then conducted under the auspices of an EGA committee. The minutes of the meeting were recorded and are presented in full in Section C below. The main proceedings of the Pre-EGA / EGA may be summarised as follows: The necessary procedures in order to form a Committee for the EGA were enacted. The members of the Committee were Bob Wright (President of the Assembly), Kate Brusten (Vice President / Secretary of the Assembly) Kath Walls (Secretary / Vice President of the Assembly). AN EGA COMMITTEE WAS FORMED, BECAME OPERATIONAL AND WAS DISSOLVED ACCORDING TO THE CIC OFFICIAL PROCEDURE FOR AN EGA. The necessary procedures in order to conduct an Extraordinary Election for the CIC Board were enacted. Candidates put up for election / re-election were Peter Winterink (CIC President), Ingo Dietrich (CIC Vice President), Anne Borghgraef (Treasurer), Stuart Walsh (Secretary) and Willy Van Belleghem (Non-Specific Officer). ALL CANDIDATES WERE UNANIMOUSLY ELECTED. 1 Extraordinary Minutes of EGA of Cretan International Community, held at Camping Elizabeth on 06/05/2013 Four additional matters / propositions were brought to the attention of the EGA committee (for specific wording and further elaboration and / or clarification please see the minutes in full below): o The proposition that in future all candidates standing for election to the CIC Board should sign a declaration that they have read the CIC Articles of Association. PROPOSITION PUT TO THE VOTE. MOTION CARRIED. o The proposition - that was understood by the assembly to state in essence - that ‘minutes of meetings should be recorded and published in accordance with commonly understood standard official procedure (including publishing a record of proposals made / actions taken to the CIC membership and presenting previous minutes as part of the agenda of future General Meetings)’. PROPOSITION IN ESSENCE PUT TO THE VOTE. MOTION CARRIED. o The proposition to bring forward honourary and complimentary memberships to the new administrative period. Doniert Evely was unanimously re-elected as honourary member. PROPOSAL IMPLEMENTED IN FULL. There were issues regarding the nature of complimentary memberships; however, these too were renewed for the current year to allow further investigation to take place. PROPOSAL IMPLEMENTED IN FULL. ACTION PLAN: FURTHER INVESTIGATION OF COMPLIMENTARY MEMBERSHIPS TO BE CARRIED OUT. o The proposition to give authority to the Board of the CIC to confer and withdraw Honourary Memberships. PROPOSITION PUT TO THE VOTE. MOTION CARRIED. The new CIC committee members were welcomed to the Board. The EGA committee thanked the assembled company for their participation and closing statements were made. The EGA was dissolved and the meeting broke up. DISSOLUTION OF EGA AND CLOSURE ACCOMPLISHED. C: MINUTES IN FULL PRE-EGA MEETING 1. Apologies for absence were given by Anne Borghraef (CIC Treasurer) and Peter (CIC President). It was agreed by members that in Peter Winterink’s absence Vice President Ingo Dietrich should chair the Pre-EGA meeting. It was also proposed that as Anne and Peter were both standing for re-election that should they be successful, their appointments to their nominated posts could be made in absentia. ACTION TAKEN: Members agreed to these proposals unanimously. 2. Ingo provided a recap of the rationale for the EGA taking place and an outline of procedure to be followed – namely that at the previous AGA there had not been enough ordinary members present to form a quorate assembly (for a quorate assembly there should be a third of the total membership present), so the assembly was unable to hold the planned election of a new CIC Board. As a result, it was necessary to call an EGA in order to try to elect a new committee once more. Furthermore, as only four out of the five CIC Board positions had received nominations so far, it would also be necessary to nominate a fifth candidate during the course of the EGA before carrying out an election. In addition to the aforesaid, until formally declared otherwise, the position of CIC Board Secretary was vacant; in order to circumvent the need for another AGA it would be necessary to ensure that the position of 2 Extraordinary Minutes of EGA of Cretan International Community, held at Camping Elizabeth on 06/05/2013 Secretary to the Board was officially allocated to a candidate during the course of the election. Finally, before the EGA proper could commence, there were some procedural matters to take care of, viz.: a) Ratification by the assembly that correct electoral procedures had been followed for the four extant nominated candidates identified prior to the EGA – to wit: publishing the names of candidates in an acceptable form of media at least one month before an election. ACTION TAKEN: Ingo confirmed that publication of the names had taken place; members present approved and ratified the procedure. b) Ratification of procedure to be followed for extraordinary circumstances such as the ones presented at the previous AGA, namely the identification, nomination, seconding and electing of a fifth board member in situ and contemporaneously without the need to wait to call another AGA. i. Ingo informed the gathering that there was a clause in the CIC constitution that allowed for extraordinary measures - such as those described in 2(c) above - to be taken in the event of extraordinary election circumstances, as long as the members present were in agreement with these. ACTION TAKEN: Members ratified the extraordinary clause. ii. Ingo explained that in extraordinary elections the standard procedure to be followed included the posting of a list of nominees on a wall in the hall where the election was to be conducted. However, as the EGA was being conducted outside at the Camping Elizabeth Beach Taverna, there were some practical difficulties envisaged with trying to fulfil this condition. It was deemed inappropriate and eco-unfriendly to nail a list of candidates to a tree. The proposal was made that as long as all members were happy that they were going to be made aware of the candidates, the election could proceed. ACTION TAKEN: Members confirmed that they were happy to go on. c) Ingo further informed the congress that to conduct an extraordinary election an extraordinary committee would have to be formed, comprising of President, Vice President and Secretary purely for the purposes of the EGA. Once elected, but prior to embarking on their duties as an extraordinary committee, the extraordinary committee would be apprised of their duties for the duration of the EGA. ACTION TAKEN: See 2d) – 2e) inclusive below. d) The new extraordinary committee was duly elected and installed. Bob Wright was elected as President of the Assembly; Kate Brusten was elected as Vice President and Kath Walls as Secretary. Please note: later in the proceedings Kate and Kath reversed their roles – Kath becoming Vice President, Kate becoming Secretary. e) Ingo concluded the Pre-EGA by outlining the key duties of the new committee as follows: i. To ensure the resignation and exoneration of the out-going CIC Board Members. ii. To oversee the election of new CIC Board Members in an appropriate fashion in correspondence with the regulations / guidelines as set out in the CIC Constitution / Articles of Association. iii. To deal with matters arising / any other business. 3 Extraordinary Minutes of EGA of Cretan International Community, held at Camping Elizabeth on 06/05/2013 COMMENCEMENT OF EGA 3. Bob Wright, President of the Assembly, opened the EGA by providing an opening address in which he expressed his appreciation of the CIC as a truly worthwhile organisation made up of an extremely special and valuable group of people. He thanked the outgoing Board members for their hard work during the previous year. These sentiments were endorsed by the assembled company. 4. The out-going CIC Board members resigned and were unanimously exonerated by the Assembly. ACTION IMPLEMENTED IN FULL. 5. Matters arising: a) There was a brief hiatus in the election proceedings whilst the matter of when and how to raise additional items for consideration by the meeting was addressed. In particular, these related to new proposals brought to the table by John Ford. A lively discussion ensued. The conclusion reached by the assembled body was that consideration of these proposals would be saved for Any Other Business. b) Partially as a result of a) above, Kath and Kate changed their positions. Kath Walls became Vice President of the Assembly, Kate Brusten became Secretary of the Assembly. 6. The election of new CIC Board Members took place. The four extant candidates for election were identified as Peter Winterink, (President), Ingo Dietrich (Vice President), Anne Borghraef (Treasurer), Stuart Walsh (Initially Non-Specific Officer, then Secretary, see below). Willy Van Belleghem was proposed as candidate for the fifth vacant position on the Board (Non-Specific Officer). a) Stuart Walsh volunteered to fill the position of Secretary during the course of the meeting, and hand over his role as Membership Secretary to Kath Walls. By doing this, the need to call another AGA purely for the purpose of electing a Secretary of the CIC was circumvented (according to the Constitution / Articles of Association the CIC Secretary must be a member of the Board; however the Board can appoint any ordinary member to the position of Membership Secretary without the need to call an AGA). 7. Kate Brusten, Secretary of the Assembly, ensured that the final list of candidates was prominently displayed to all present at the meeting. The electorate confirmed that they had seen the list of candidates. 8. Voting took place. All candidates (i.e. Peter Winterink, Ingo Dietrich, Anne Borghraef, Stuart Walsh and Willy Van Belleghem) were unanimously elected to the CIC Board. ACTION IMPLEMENTED IN FULL. 9. The Assembly turned their attention to Any Other Business. John Ford presented two ‘Proposals for the Repeat Annual General Assembly’ [sic]: a) Proposition 1: ‘All candidates standing for election or re-election to the Board of the CIC should sign a declaration that they have read the Articles of Association of the CIC’. This was thrown open to the floor and the relative merits and drawbacks of the proposition were discussed. Key points that emerged are outlined below: i. There was a general discussion about the ways in which the need to conduct organisational procedures in a responsible, appropriate and, above all, legal fashion could be reconciled with the wish to maintain the vibrant and dynamic ethos of the CIC. 4 Extraordinary Minutes of EGA of Cretan International Community, held at Camping Elizabeth on 06/05/2013 If the committee members are all so completely tied up in red tape that they have no flexibility to move and / or respond to the changing needs and wishes of a diverse international community as they arise, then these restrictions in themselves will conflict with the publicly stated aims of the CIC. Furthermore, it has unfortunately been the case in the past that some members have found the emphasis on bureaucratic principals at General Assemblies to be off-putting to the extent that it has been difficult to persuade enough members to attend meetings so that there is a quorate assembly. The view was expressed that some might see this as a Kafkaesque situation whereby over-emphasis on the CIC Board following the correct procedures becomes counter-productive (i.e. a hindrance) to the process of trying to ensure that the CIC Board follows the correct procedures. However, it was also re-affirmed that the CIC is an official entity, with responsibilities to its membership. The Articles of Association / Constitution are registered in a Greek court. There are rules and regulations that need to be followed – these have implications in terms of personal liability for CIC Board members, it is in election candidates’ own best interests to be aware of these, so that they know what they might be taking on. ii. The discussion then turned to the nature of the Articles of Association / Constitution itself. The original document is, of course, in Greek. However, in the past, as not all CIC Board Members are native Greek speakers and the majority of the CIC members are certainly not fluent in Greek, English has been used as the lingua franca of the organisation. In general, for all intents and purposes it has been standard procedure to use an English translation of the Articles / Constitution as the official version of the document(s). Recently, Ingo Dietrich, (out-going CIC Vice President and incoming Vice President elect) has had an official translation of the document(s) made from Greek into German. As a result of doing this and reading the translation, Ingo has identified various clauses within the document(s) that fail to correspond to European and / or Greek Civil Law. Clearly this is an issue that needs to be addressed in the future. In the meantime this begs the question of how appropriate it is to require candidates to read (and by implication adhere to) a potentially illegal legal document. iii. The general consensus was that as the documents exist, it was a good idea for candidates to read them; however, this motion was clearly not one that could be applied to electoral candidates retrospectively. Members present voted on the proposition. MOTION PASSED. PROPOSITION TO BE ENACTED AT THE NEXT ELECTION. b) Proposition 2: At the first meeting of the 2013/2014 CIC Board a register be produced of all proposals passed by either a Annual General assembly, Repeat General Assembly, [and / or] Extraordinary General Assembly. The action taken to implement the proposal should be stated alongside each proposal. Any proposal not yet implemented should have an Act[i]on Plan prepared. The Register should be published on the CIC Website and should be an Agenda Item at every General Assembly 5 Extraordinary Minutes of EGA of Cretan International Community, held at Camping Elizabeth on 06/05/2013 i. At this stage of the proceedings it was decided to adopt a pragmatic approach. This was partially due to the fact that time was moving on and some of the members present – including the Secretary of the Assembly - were beginning to suffer from the heat. The majority of the congress expressed the view that if the proposition could be taken to mean that minutes of meetings should be recorded and published in accordance with commonly understood standard official procedure (including publishing a record of proposals made / actions taken to the CIC membership and presenting previous minutes as part of the agenda of future General Meetings), then this proposition should be accepted in essence. The motion to accept the ‘proposition in essence’ was put forward. Members present voted on the proposition. MOTION CARRIED. PROPOSITION TO BE ENACTED IN ESSENCE. c) Stuart Walsh raised the issue of bringing forward honourary and complimentary memberships awarded by previous CIC administrations. Doniert Evely, who has given much of his time and archaeological expertise to the organisation for free, was duly re-elected as an honourary member for the next administrative sojourn. PROPOSAL IMPLEMENTED IN FULL. There was a certain lack of clarity as to the nature of some of the complimentary memberships and / or the identity of the complimentary members. However, it was proposed that complimentary memberships should be renewed for the current administrative year to allow time for further investigations to be carried out. PROPOSAL IMPLEMENTED IN FULL. ACTION PLAN: FURTHER INVESTIGATION OF COMPLIMENTARY MEMBERSHIPS TO BE CARRIED OUT. d) The final proposition put to the Assembly was to give authority to the Board of the CIC to confer and withdraw Honourary Memberships. PROPOSITION PUT TO THE VOTE. MOTION CARRIED UNANIMOUSLY. 10. Bob Wright (President of the Assembly) welcomed the incoming CIC Committee members to the Board. The EGA committee thanked the assembled company for their participation and closing statements were made. The EGA committee was dissolved and the meeting broke up. DISSOLUTION OF EGA AND CLOSURE ACCOMPLISHED. Minutes taken, compiled and prepared for publication 6th- 13th May 2013 by Catherine Brusten PhD., MBPsS. 6