Board Minutes 27 January 2009

 

Ian Walden (Acting Chair)

Emma Ascroft (industry Vice-chair)

Naomi Cohen

Mark Gracey

Stephen Locke

Hamish MacLeod

Tink Palmer (Acting non-industry Vice-chair)

Suzy Walton

Peter Robbins (CEO)

Keren Mallinson

Brian Wegg

Rodney Brooke
 
1 Apologies and welcome
Acting Chair opened the meeting and noted the apology from Rodney Brooke who had forwarded a comprehensive set of comments and notes on the agenda items. Chair thanked Board members for agreeing to bring the start of the meeting forward to 10 o’clock.

2 Minutes of previous Board meeting 
–25th November 2009:
The words ‘although shocking’ to be added to line 3, bullet point 2 of the minutes regarding the Hotline report.
The minutes were approved subject to the above addition.

-9th December 2009 teleconference meeting:
Rodney Brooke asked for his apologies to be added to these minutes and subject to this addition the minutes were approved.    
 
3 Matters arising - (including action summary from 25th November)
Chief Executive confirmed that more work was being carried out to improve our police feedback on reports.

Board noted that the description ‘non industry’ Board member was an inward looking term which was specific to IWF governance and a more widely recognised title for such Board members would be more appropriate in some circumstances.  Board agreed that for public-facing communications the term ‘independent’ Board member would be used.

There were no further matters arising
 
4 Minutes from Executive Committee of 16th Jan. 2009 - for information
Board noted that the date the committee had met had been moved closer to Board and that the minutes would follow.

5 Wikipedia Impact Assessment
Board considered the two helpful and confidential reports on the wider implications and impact of the blocking of the image hosted on Wikipedia.

The reports provided helpful assessments of media and public perceptions of the event, of other communications matters and of some strategic aspects of IWF’s work.  Board noted that an over riding  conclusion from the reports was that the IWF key messages were not being communicated as well as they might be and Board concluded that all the communications aspects from the reports would be remitted to the Communications Committee which would report back to Board.

Communications issues divided into long and short term and Board agreed that it was important in the short term to close down some matters and try to achieve damage limitation.  Both members and journalists still seemed unclear on what had actually happened.  It was agreed that in the short term the following would be carried out:

The strategic matters from the reports would be picked up by the executive and Board Executive Committee and conclusions reported to Board in due course.
 
Board considered the operational impact and the issues set out in the paper from the executive.  Board endorsed the recommendation that a contextual assessment of level 1 images as set out in paragraph 5.2 of the report should be developed and reported to Board electronically as soon as possible.  Board supported the basis for the criteria set out and suggested some additions.  Board agreed that the following should be taken into account as criteria were developed:

It was noted that the criteria will fall into two separate procedures, those matters to consider for inclusion on the CAIC list and those for removing from the list.

Board endorsed the emergency decision taken by the executive to stop automatically putting non-commercial level 1 images on to the CAIC blocking list and agreed that this temporary decision should remain in place until the contextual assessment procedure is finalised.
 
Board noted that there have been some misunderstandings resulting from misleading messages on ‘splash pages’ when an image is blocked. Chief Executive pointed out that the executive had produced a briefing note on this matter and it was agreed that this should be circulated to all Board members and that consideration would be given to whether members should be required to be consistent on their page returns when content was blocked as a result of the CAIC list.
ACTION 1:  Secretariat to circulate ‘splash page’ briefing note to Board
 
Board supported the revival of the Technical Working Group in order to look at the technical aspects of blocking which had been highlighted by this incident. Chief Executive pointed out that there had been a number of accusations that the CAIC blocking list contained content which was not child sexual abuse and that the IWF was acting as a wider censor on other online content.  He asked Board to consider whether it would be helpful to appoint an independent senior professional, for example a member of the judiciary, to carry out an annual sample audit and confirm that only child sexual abuse content was blocked by the CAIC list.  Board asked that this proposal be brought forward as part of the package of potential improvements.  The executive confirmed that they were considering responses to the issues raised by Dr Richard Clayton in his September presentation (to the joint Board and industry day) and the high level strategic issues identified in the Wikipedia impact paper and a report would come to the next Board meeting responding to the issues.
 
Chair concluded by noting that Board supported both recommendations in section 2 of the executive’s initial assessment paper.
 
6 Draft budget for 2009/10 
Hamish MacLeod, Chair of the Audit Committee, introduced this item and explained that the committee had reviewed the budget and had proposed some presentational changes which had been included in the draft budget presented to Board for approval.   Hamish highlighted two key aspects, firstly, that there may be an expenditure shortfall of around £40,000 and, secondly, that there were a number of items of expenditure marked with an asterisk which will be deferred to the second half of the year and will be subject to a mid-year review of expenditure.

Board concluded that the shortfall was at a manageable level and approved the draft budget subject to a mid-year expenditure review conducted by the Audit Committee. 
ACTION 2: Board asked for a copy of the deliverables from the PI consultancy contract to be circulated.

7 Strategic plan 2009/10 
Board proposed the following amendments:

Subject to the above amendments Board unanimously supported the plan.


8 Performance Management Framework -  KPIs for Board
Although it was noted that Board may not be in control of all the variables in some situations, it was concluded that these were key indicators of what IWF does and the framework should have the flexibility to capture and respond to new issues that may arise.
Board supported the framework and concluded that it should be the basis of a one year pilot.
 
9 A Funding Model for IWF – presentation by Dr Rachel Hopper
Chair thanked Rachel Hopper for a very helpful presentation on a complex issue and asked Board members for comments.
Some Board members asked for clarification on the drivers behind this review and Chief Executive explained that issues for further debate included, the voluntary nature of our subscriptions, that the executive has to spend a significant amount of time cajoling and explaining the process and that the system of three bands has produced some anomalies.

Board noted the ‘three band’ process which was being applied and felt the ‘floor’ for each band should be clearer and firmer and, where there is negotiation within a band, it should be clear to the member on what basis the negotiation is taking place.  Board noted that a rigid mechanical approach may not work and that we should publish and operate within a framework and give indicators of company size within the company sectors and bands.

Concern was expressed about how the minimum £1,000 subscription would be phased in and whether we may lose some members as a result.

It was noted that some members were rolling out the CAIC list in their overseas services and this involved additional costs for IWF.

 

The issue of whether an additional service charge should be charged to these companies should be considered.

The position with company members that join for CSR reasons was considered and it was noted that company size and banding was not applicable for CSR membership.  A membership category of Sponsor Member with appropriate benefits may be the best way forward.

Board concluded that although the present process can be time consuming and result in occasional anomalies it was not seriously flawed.  Board concluded that:

10 Operational matters:
a) Hotline report
Board noted the report and found the graphs and pie charts a helpful way illustrating trends in reports.

11 Online content – policy matters:
a) Extreme Pornography 
Chief Executive asked Board to note that there had been no significant impact on IWF from the first day of the enactment of the legislation. The exchange of letters with government Ministers was noted.

b) Proposed legislation on non-photographic images: 

Chair asked Board to note that this would be a possession offence via new legislation and was similar to EP in the provisions.
Chief Executive said that he would be giving evidence to the parliamentary committee for the bill and asked Board to note that at some time they would need to consider whether they would be taking on this work.  It was pointed out that there may be some resourcing implications for IWF and there was a significant volume of such content hosted outside the UK. There is also a number of countries where this content is already considered illegal.  A number of decisions will need to be taken by Board and consultations will need to take place with Funding Council and partner Hotlines in other countries.

ACTION 3: a) Chief Executive to write to the relevant Ministers requesting a meeting to explore the issues; and b) A briefing paper to come to the next Board meeting in March.

Board also noted the amendment to the 1961 Suicide Act which will make hosters liable for content which ‘encourages and facilitates suicide’.

Some Board members expressed concern about any extensions to the blocking list which may include the above content and potentially cause damage to IWF’s reputation.
 
c) CAIC

Board noted that there was a further meeting of the industry working group on 4th February and there may be developments to report to the next Board meeting.
 
Committee matters:

12 Audit Committee – Hamish MacLeod, Chair:
a) 2008/9 – financial reports   – mgt. accounts to end of December 2008 and balance sheet at 9th January 2009
Committee Chair reported that there were no unexpected variances or matters of significance to report.
Board expressed concern about the continuing volatility within the banking sector and although the Investments Policy had been reviewed in order to spread and minimise risk, Audit Committee was asked to keep the situation under constant review and consider the prevailing market conditions at their next meeting.

13 Remuneration Sub-committee – Suzy Walton, Chair
a) Date of next meeting – 25th February
Committee Chair reported that a further meeting had been arranged when it was planned to conclude some items.
 
14 Communications Committee – Naomi Cohen, Chair:
a) Press cuttings inc. ‘Wikipedia summary’
b) IWF Internet Users Research – Summary Report
Board members found the paper very helpful and were asked to forward any comments to the Director of Communications.
ACTION 4: The paper would be added to the next Board agenda and be more fully considered.
 
15 Funding Council feedback
Industry Board members had no further feedback on this occasion and asked Board to note that there were a lot of matters currently requiring an input from industry and it may be necessary to review their priorities.
 
16 Membership matters:
a) Membership update
The membership applications from Red Moderation and E2BN were approved.
ACTION 5: Non-membership licences for the CAIC list to be notified to Board via the membership report at future meetings.

17  Governance matters: 
a) Chair appointment process – verbal update 
Secretariat outlined progress but expressed concern that the draft text for our advertisement in the Times Online had not been forwarded by an agreed deadline and would be uploaded later than agreed.
ACTION 6: Secretariat to remind Odgers that they were due to contact Board members in order to gather any suggestions on potential candidates for the office.  
 
Board noted that the Chair was described as ‘independent’ and with reference to the earlier discussion on independent Board members it would be helpful to have a briefing note on definitions.
ACTION 7: Secretariat to circulate a briefing note to Board 

18 Chair and CEO matters:
a) Chair’s report – verbal update
Chair outlined his IWF work.

b) Chief Executive’s report
In answer to a question Chief Executive outlined the progress on setting up the UKCCIS Board. The report was noted.

19 AOB
There was no further business

20 Board dates for 2009:     
Tuesdays - start time usually 10.30 am
March 24th, May 19th, June 30th, Sept 29th, December 1st.
 
The next meeting will take place on Tuesday 24th March at the offices of Yahoo! in Shaftesbury Avenue