Board Meeting Notes 2021-02-02
Board Meeting Minutes | ||
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Attendees
Board Members
- David Earl
- Nathan Upchurch
- Kevin Huemann
- Jennie Plasterer
- Dave Soloman
- James Lamken
Other Members
- Sean Blum
- Andrew Morris
- Sky Nova
- Simon Cygielski
- Scott Yoder
- Lou Kolar
Agenda
1. Discuss & Approve previous board meeting minutes
No objections were noted to the previous board meeting minutes
2. Member Count & Financials
- 426 members
- Savings: $114,172.18
- Checking: 11,505.24
- PayPal: $7,692.97
- PEX: $19,925.96
3. Mail Check
a. Mail was not collected before the board meeting
4. Votes
Membership Votes
- One of our previous Directors, Robert German, has stepped down; therefore, a second Director at Large position is open for nominations. Announcements for nominations went out on Thursday 1/14/21 and an email blast went out on Saturday 1/16/21. The timeline for this election is as follows:
1/14: Nominations for Director-at-Large begin.
1/28, EOD: Nominations have closed. Ed Bennett and Chris Iacullo for Director at Large.
2/2: Candidates are encouraged to make a statement at the online member meeting on February 2nd at 8pm. Link for this meeting will be posted on the slack announcements channel.
2/4: Ballots will be sent to membership via email.
2/9: At the conclusion of the member meeting (8:30pm), voting will close, votes will be tallied, and the new Director announced.
Board Votes
The board voted to replace volunteers on the Member Management Team. The applicants were Alana (Lou) Kolar, Daniel Martinez, and Scott Yoder. Daniel has been on the MMT prior and Alana and Scott were at the board meeting to discuss the position. Lou is a bar manager and has experience leading a team of people. Lou expressed that she is worried about accountability with only three team members and answering questions in a timely fashion and would like to look into adding a fourth member possibly in the future. She said she is available most Tuesdays if needed. Scott has been a member for a year and is retired; therefore, he has more time to devote to volunteering on MMT. His background is in marketing in the retail space and he was also an engineer.
Alana (Lou) Kolar as MMT Team Lead. For: 6 Against: 0 Abstain: 0 Absent: 1 Vacant: 1
Daniel Marinez For: 6 Against: 0 Abstain: 0 Absent: 1 Vacant: 1
Scott Yoder For: 6 Against: 0 Abstain: 0 Absent: 1 Vacant: 1
The board discussed extending the previous scholarship cohort due to covid preventing timely authorizations. Additionally there were four additional applicants. The following was voted or discussed:
Extend the previous eight scholarship recipients an additional three months. Nathan will reach out the previous cohort to see if any of those members no longer what to be a member. For: 6 Against: 0 Abstain: 0 Absent: 1 Vacant: 1
Lea Gassner - New applicant The board was unsure if she was of age. The board deferred until this is known.
Sol Kim - New applicant For: 6 Against: 0 Abstain: 0 Absent: 1 Vacant: 1
JJ Liverpool - New applicant For: 6 Against: 0 Abstain: 0 Absent: 1 Vacant: 1
Samuel Suarez - New Applicant Board decided to defer his application until the next quarter as he submitted his application in January.
The board discussed Ed Bennett's vote to extend the current lease. Ed's vote was as follows:
- Our Lease expires May 31st, but renewal is not automatic. We have the
- option to renew for another 5 years, but in order to do so, we must send
- the landlord, by registered mail, a written "notice of election to
- renew", at least 90 days prior to the end of the lease. This is around
- March 1st. A link to our current lease is included in the vote proposal.
- According to our Bylaws, large contracts must be approved by the Membership.
- This vote authorizes the Board and the President to commit PS1 to another 5
- years in our current location, and to communicate our intention to the
- landlord.
- Vote to Renew Our Lease 2021
The board had the following thoughts on the matter:
Reading the Article 6, section 7 of the bylaws: "Novel agreements which include a clause placing significant risk on the Organization such as fines for breach of contract or claims to property as recourse, for example, must first be authorized by a vote of the Members." The definition of "novel" is new or previously unknown, which does not apply to the lease agreement. The lease was negotiated in May of 2016, was available to anyone who wanted to read it, and included the option of extending the lease for an additional 5 years. In reading this clause, the Board interprets novel to mean a new contract, not the extension of an existing contract, as is the case here. We also note that placing the lease up for a vote renders a non-zero chance that the vote fails; such a case would force a move in very short time, with no existing location, and could place the existence of the organization at risk.
For this reason, the board held a vote of the Board of Directors in that fell in favor of renewing the lease for an additional 5 years. The Board was unwilling to take the risk of having a vote to renew the lease not pass, placing the organization in dire financial circumstances contrary with our fiduciary responsibilities. Vote counts are below:
Extend the lease by 5 years by renewing the contract. For: 5 Against: 0 Abstain: 1 Absent: 1 Vacant: 1
5. Officer & Team Lead Updates
GENERAL OPERATIONS:
TECH TEAM:
MEMBER MANAGEMENT TEAM:
TREASURY TEAM:
PR TEAM:
EDUCATION TEAM:
6. Updates from outside board meetings
7. Discussion Topics (new & existing)
- New MMT members
- communications team members
- merging of PR with communications
- vote to renew lease
- vote on scholarship recipients, both new applicants and prior cohort
- Diversity in Membership
- Audit of volunteers in WA