Board of Directors Meeting 20161118
This meeting will be held in Modified SRC3 format.
Contents
- 1 Time, location
- 2 Prior minutes
- 3 Financial Statement
- 4 Consent Agenda
- 4.1 PR Budget Proposal (Luis)
- 4.2 Replace plastic pallets (Brandon Green)
- 4.3 Authorize Sign-Up Fee (Brooks Scharff)
- 4.4 Prohibit use of towing notices/stickers by DMS members, committee chairs, or board members (Zach Metzinger)
- 4.5 Add quad outlet over auto and over workshop tables (Brandon Green)
- 4.6 Remove Bryan Gangwere as a Procurement Officer (Walter Anderson)
- 4.7 Adopt Revised Honorarium Rules (Walter Anderson)
- 4.8 Approve selection of Machine Shop Committee (Walter Anderson)
- 5 New Business
- 5.1 Create new Rule to Prevent Board of Directors from any discretionary spending without an up-to-date Financial Statement (Walter Anderson)
- 5.2 Modify contract with PSKCPA to further improve our accounting processes and permit fiscal responsibility (Brian Davis)
- 5.3 Begin process to acquire a second dumpster (Walter Anderson & Tim Bene)
- 5.4 Appoint Procurement Officers (Patrick Thompson/Axeonos)
- 5.5 Codify rule concerning honorarium auditors receiving honorariums (Walter Anderson)
- 5.6 Standardize membership rates (Brandon)
- 5.7 Modify rule concerning honorarium and materials fees (Nicole Franczvai)
- 5.8 BattleBots Team (Brian Luetchford)
- 5.9 Require Committee Chairs to be responsible for their Account (Walter Anderson)
- 5.10 Need to store 240sx race car somewhere (Brandon Green)
- 5.11 Security Camera for Vector (Rodney Black)
- 5.12 General Liability and Property Insurance Renewal (Allen)
- 5.13 DPRG contract Renewal (Steve Edwards)
- 5.14 Monthly Member Meeting Time (Luke Olson)
- 5.15 Maker Fellowship for Lisa Selk (Luis)
- 5.16 Maker Fellowship for Brandon Green (Luis)
- 6 Minutes
- 7 Action Items
Time, location
19:30, Dallas Makerspace
Prior minutes
Board_of_Directors_Meeting_20161021#Minutes
Financial Statement
October Income $56,367,87 Operating $21,216.70 Honorarium $4,800.00 Comm Alloc. $6,050.00 Expenses $12,000.00 Monthly NET $12,301.17
Consent Agenda
PR Budget Proposal (Luis)
Problem: PR doesn't have a budget to perform committee functions.
Solution: We would like an initial investment of: $500.00 for the outreach team: Booth sign, cloth, paperwork, name tags. $200.00 to restock business cards, pamphlets and flyers. In order for things to keep running smoothly we will need a monthly budget of $200.00 for paper goods and $150.00 for graphic design and two mini-fellowships
Relevance: The better equipment we have, the more we can make our presence felt throughout the metroplex. Anticipating attending more events and outreach for the increase in DMS' membership.
Replace plastic pallets (Brandon Green)
Problem: Most of our plastic stackable pallets have broken sides, not all are the same type (not stackable), some have been thrown away from too much damage. Picture of typical unsafe broken pallet:
Solution: Allocate $390 to logistics for purchase of 10 Industrial Plastic Pallets to replace all our current plastic pallets.
Relevance to our tax exempt purpose: Improve safety so people dont step on edge of pallet then fall when it breaks off. Improve safety by providing a better way to keep random things off the floor and out of walkways.
Authorize Sign-Up Fee (Brooks Scharff)
Problem: We currently have a decent amount of membership turnover where people only join when they need to use a tool, and then quit when they're done using a tool. This is not what the Dallas Makerspace was meant to be.
Solution: Impose a $10 sign-up fee. New memberships would be required to pay this one-time fee. If your membership lapses and you wish to rejoin, you will have to pay the fee as part of rejoining. Our billing system (WHMCS) already has the functionality available to do this reliably, so enabling this would only take a moment. The Billing Support Team would be able to bypass this fee for extenuating circumstances.
Prohibit use of towing notices/stickers by DMS members, committee chairs, or board members (Zach Metzinger)
Problem: Parking at DMS has become an issue recently, and, while our lease with the Landlord is clear on no overnight storage, DMS has no direct authority to tow vehicles. DMS can only ask the Landlord to tow vehicles, which they may or may not do. A "sticker" program has been started which will tag vehicles >1wk with a towing notice, after which a request will be lodged with the Landlord. This program will cause nothing but hurt feelings when members feel they have been tagged unfairly (true or not).
Solution: Leave all towing notices and actions to the discretion of the Landlord. Prohibit any issuance of towing notices by DMS members (which includes committee chairs and board members). Confront members on a 1-on-1 basis if it appears that their vehicle might be in danger of being towed, but only in an advisory capacity.
Add quad outlet over auto and over workshop tables (Brandon Green)
Problem: Currently our power reels are located on the two pillars in workshop, this leads to the power coords constantly being stretched across walkways, which creates a hazardous / unsafe work area. Just yesterday I walked into this at least twice:
Solution: Allocate up to $1,500 to get 2 120v quad outlet boxes installed on drop ceiling and purchase new coord reels, one located above auto lift, one above general work tables. Electrical work would be by professional contractor that we have used previously.
Relevance: Improve safety of work area reduces chances of injury.
Remove Bryan Gangwere as a Procurement Officer (Walter Anderson)
Problem: Bryan has recently resigned as committee chair of Machine Shop as well as stating he was resigning his membership of DMS. With his departure we should revoke his status as Procurement officer as a matter of course.
Solution: Remove Bryan Gangwere as a Procurement officer
Adopt Revised Honorarium Rules (Walter Anderson)
Problem: Some of the reasons for denying honorariums recently were not documented, and others that were documented were not as clear as they could be.
Solution: Adopt the revised set of proposed rules as shown here: Media:ProposedRevisedHonorariumRules.pdf
Approve selection of Machine Shop Committee (Walter Anderson)
Problem: Recent departure of committee chair resulted in need for replacement
Solution: Appoint David Kessinger as the new Machine Shop Committee chair, per committee election on 11/17/2016.
New Business
Create new Rule to Prevent Board of Directors from any discretionary spending without an up-to-date Financial Statement (Walter Anderson)
Problem:
Do to the switch from internal Finance Committee management of our accounts to an external accounting firm, we have not had an up to date Financial Statement for several months now. This situation places the entire organization at great risk if the board continues to spend substantial amounts of money on discretionary items such the new hoist, two 3D printers, etc as examples (about $8900 in those two items) from last month. Continued spending without a firm understanding of our current financial position is needlessly risky.
Solution:
Modify the Rules_and_Policies#Finances with a new rule #10
10. Unless the Board, at the time of the meeting, is in possession of an up-to-date and accurate (as certified by our Treasurer, Finance Chair, or Accountant) Financial Statement, including current balances for all committee funds as well as the general fund, no discretionary spending may be approved. Emergency spending to repair or maintain existing resources may be approved as well as recurring expenses such as utilities and rent.
Modify contract with PSKCPA to further improve our accounting processes and permit fiscal responsibility (Brian Davis)
Problem
Our current chart of accounts is inadequate to permit a reasonable understanding of revenue and expense distribution, and denies our Board an important resource needed to manage the finances and spending of DMS. Likewise, a budget is a necessary tool to allow intelligent financial planning and strategic planning by the DMS management.
Solution:
Request that PSK provide cost estimates to perform an analysis of our Quickbooks structure and chart of accounts, suggest an improved structure, and perform certain services as listed below:
- Detailed cost and revenue accounting tailored to our actual real-world spending and receipts.
- Propose budget accounts, and structure them to work in concert with our ledger accounts.
- Consider and/or propose a method of tracking purchases to ensure they do not violate budget allotments, and encumber money to prevent over-runs.
- Develop reports necessary to permit accurate financial statements for Board decision making based on the above changes.
- Develop P&L statements by class (committee) to permit Committees to more responsibly manage their funds.
- Provide a best effort re-categorization of revenue and expenses in the FY2016 books, to allow going forward comparisons and trending and assist the Board in strategic decision making.
Item 1 should be performed as quickly as possible, to prevent FY2017 from beginning with old books, and preventing confusion and categorization cost inherent in mid-year transfers.
Begin process to acquire a second dumpster (Walter Anderson & Tim Bene)
Problem:
The dumpster frequently fills within 24 hours of being emptied by trash collection service. This is in part by inefficient use (not breaking down materials), but is largely driven by the volume of waste material we generate. Properly disposed of the Wood Shop alone nearly fills the capacity of our existing trash disposal system.
Solution: Acquire, or at least begin the process of determining cost, a second dumpster or increased pick up frequency to increase the capacity of our waste disposal.
Appoint Procurement Officers (Patrick Thompson/Axeonos)
Problem:
Additional Procurement Officers are required to make purchases on behalf of DMS
Solution: Appoint the following members as Procurement Officers:
- Patrick Thompson
- Mitch Cerroni
Codify rule concerning honorarium auditors receiving honorariums (Walter Anderson)
Problem:
Several honorarium auditors have resigned because there was a concern raised about the propriety of their receiving honorariums.
Solution: Actually document a rule either allowing it or not.
Standardize membership rates (Brandon)
Problem: DMS needs to raise funds faster to afford building a new building in a couple years.
Solution: Only for new members signing up (existing accounts keep paying same rates), increase family add-on membership cost from $10 to $25 / month. Remove starving hacker rate (so normal $50 / month is the only option)
Modify rule concerning honorarium and materials fees (Nicole Franczvai)
Problem:
Rule #2 of the honorarium approval reads: Approved classes will be eligible for a $50 honorarium to be paid to a single instructor if the instructor is not collecting money via other sources (e.g. Eventbrite and similar).
Solution: Change it to read: (suggestion) Approve classes will be eligible for a $50 honorarium to be be paid to a single instructor if the instructor follows the DMS procedures as noted here (some sort of link to Mel Rhodes flow chart) please note it can be discussed as to how to be written as long as it is agreed upon following the suggestions of the November 10th member meeting (should I list all this stuff?)
BattleBots Team (Brian Luetchford)
Problem: Organizational structure needed to support member-led BattleBots team.
Solution: Sub-account under 3D Fab Committee with $300 of seed money to print fundraising materials.
Require Committee Chairs to be responsible for their Account (Walter Anderson)
Problem: Committee chairs are officers of the corporation and responsible for the funding allocated to the commitee's account; however, virtually all committee chairs rely on the finance committee to inform them what their balance is and to handle all of the day to day transactions in the accounting system with no review or quality control. In reviewing the transactions attributed to several committees I found multiple mis caterizations, and other issues. It is unreasonable to expect either the finance committee or the accounting firm to be able to correctly identify these mischaracterizations, since they are largely dependent upon the purchasing officers, who may not be familiar with the proper category.
An example of this is that most electronics consumables appear to have been characterized as 'office supplies'. We need those who are responsible for the spending in these accounts to be required to actual perform reviews and quality control checks on the accounting data entry that is being performed.
Solution: Change rule #4 of [Rules] to read
The Committee chairperson will be responsible for maintaining the list of committee members and providing reports on the status and activities of the committee at the monthly membership meeting. This report will include a statement that they have reviewed the current financial transactions attributed to their committee and have not found any errors. They will then report the current balance of their commmittee funds.
Require all committee chairs to meet with the finance committee to learn the basics of how to use Quick Books Online to access the above information themselves and verify their current balance.
Need to store 240sx race car somewhere (Brandon Green)
Problem: We need to store the 240sx somewhere, and when someone complains I want to be able to say that's what the board decided to do.
Solution Onsite: Allow car to remain in its current spot in our back parking lot until further board action.
Solution Offsite: Using Logistic's existing $400/month storage budget, pay $89/month for a parking space at Assured Self Storage and leave it parked there until further board action.
Security Camera for Vector (Rodney Black)
Problem: There has been at least one incident of theft in Vector. Vector has expensive parts, tools and projects in the Vector space, currently there is only one camera for Science that captures a portion of the Vector entrance.
Solution: Allocate approximately $200.00 to infrastructure for the purchase and installation of one security camera to cover the entire Vector area instead of just the entrance.
Relevance: Operational cost to prevent theft and vandalism.
General Liability and Property Insurance Renewal (Allen)
Problem: The Space's General Liability and Property Insurance is up for renewal in a month.
Solution: Authorize the payment of approximately $12,678.44 for and signing of the renewal of our existing General Liability and Property insurance policy through Jeff Van Matre Insurance Agency. Money for the policy is to be drawn against the insurance fund which has been previously set aside for this purpose. Note: whether this authority is implied since the funds have already been set aside is ambiguous. Explicit authority is being requested out of an abundance of caution.
Relevance: Carrying insurance is required by the lease. Maintaining a physical location is vital to continuing the Dallas Makerspace's educational mission. It would be significantly more difficult to offer the same number of classes without our current physical space.
DPRG contract Renewal (Steve Edwards)
Problem: The DPRG contract is up for renewal in a month.
Solution: Approve proposed contract (http://www.dprg.org/org_doc/Contract_For_DPRG_Use_of_Dallas_Makerspace_Facilities_2016-07-26.doc) as written. DPRG board has unanimously approved this proposed contract on 8/13/2016.
Relevance: DPRG is a robotics group focused on teaching robotics concepts to members and public. DPRG has a long standing relationship with DMS, meets here on a weekly basis, and provides many cross organizational marketing benefits.
Monthly Member Meeting Time (Luke Olson)
Problem: The meetings always start at 8:00 PM but the rules say 7:00 PM.
Solution: Change the rules so the meetings start at 8:00 PM.
Maker Fellowship for Lisa Selk (Luis)
Maker Fellowship for Brandon Green (Luis)
Minutes
==== DRAFT MINUTES ==== DALLAS MAKER SPACE BOARD OF DIRECTOR'S MEETING : NOVEMBER 18, 2016 ==== PROPOSED SPENDING ==== CONSENT AGENDA: ONE-OFF 4.1 PR Budget Proposal $ 700 4.2 Replace Pallets $ 390 4.5 Add Quad Outlet $1500 TOTAL CONSENT AGENDA $2590 NEW BUSINESS: ONE-OFF 5.2 PSK Contract $UNKNOWN 5.3 Second Dumpster $UNKNOWN 5.8 BattleBots Team $ 300 5.11 VECTOR Camera $ 200 TOTAL NEW BUSINESS $ 500 TOTAL ONE-OFF SPENDING $3090 (not including $UNKNOWN) CONSENT AGENDA: RECURRING 4.1 PR Budget Proposal $ 350 5.2 PSK Contract $UNKNOWN 5.3 Second Dumpster $UNKNOWN TOTAL RECURRING $ 350 ==== IN ADDENDANCE ==== MEETING CALLED TO ORDER 19:34 - Robert Davidson - Luke Olson - Ken Purcell - Alex Rhodes - Erik Smith ==== PRIOR MINUTES ==== Approved by unanimous consent ==== TREASURER'S REPORT ==== FINANCIAL STATEMENT October Income $56,367,87 Operating $21,216.70 Honorarium $4,800.00 Comm Alloc. $6,050.00 Expenses $12,000.00 Monthly NET $12,301.17 NOTES - Working with PSK to clean up chart of accounts - Developing financial dashboard[s] ==== CONSENT AGENDA ==== The following consent items passed without objection: 4.2 Replace plastic pallets (Brandon Green) - AS WRITTEN: "Allocate $390 to logistics for purchase of 10 Industrial Plastic Pallets to replace all our current plastic pallets." 4.6 Remove Bryan Gangwere as a Procurement Officer (Walter Anderson) - AS WRITTEN: "Remove Bryan Gangwere as a Procurement officer" 4.8 Approve selection of Machine Shop Committee (Walter Anderson) - AS WRITTEN: "Appoint David Kessinger as the new Machine Shop Committee chair, per committee election on 11/17/2016." The following items were pullled for discussion: 4.1 PR Budget Proposal (Luis) - AS WRITTEN: "We would like an initial investment of: $500.00 for the outreach team: Booth sign, cloth, paperwork, name tags. $200.00 to restock business cards, pamphlets and flyers. In order for things to keep running smoothly we will need a monthly budget of $200.00 for paper goods and $150.00 for graphic design and two mini-fellowships" - DISCUSSION - Pearce: question about mini-scholarships - Luis: Dependent upon volunteers, want to be able to offer felowships w/o going to the BoD, a way to thank and incentivise volunteers - Pearce: this is close to paying a volunteer, which is troublesome - Andrew: maker fellowship fund is separate from general revenues - Luis: Considering fellowship this month for Brandon Green and Lisa Selk - Luke: Object to fellowship provision - MOTION : "Allocate $700 to PR Committee and establish a $350 monthly allocation to PR Committee" - Robert proposes - Alex seconds - Motion passes unanimously 4.3 Authorize Sign-Up Fee (Brooks Scharff) - AS WRITTEN: "Impose a $10 sign-up fee. New memberships would be required to pay this one-time fee. If your membership lapses and you wish to rejoin, you will have to pay the fee as part of rejoining. Our billing system (WHMCS) already has the functionality available to do this reliably, so enabling this would only take a moment. The Billing Support Team would be able to bypass this fee for extenuating circumstances." - DISCUSSION - Erik: Potential offsetting effect here that could hurt membership, inhibit signups at all, complex billing models lose in the marketplace - Robert: do not see the need - Alex: Re sign-ups do happen - Andrew: Signing up again is confusing as-is - Walter: Grace periods - MOTION : AS WRITTEN - No motion, proposal fails 4.4 Prohibit use of towing notices/stickers by DMS members, committee chairs, or board members (Zach Metzinger) - AS WRITTEN: "Leave all towing notices and actions to the discretion of the Landlord. Prohibit any issuance of towing notices by DMS members (which includes committee chairs and board members). Confront members on a 1-on-1 basis if it appears that their vehicle might be in danger of being towed, but only in an advisory capacity." - DISCUSSION - Erik: This will inhibit referrals to the landlord AT ALL - Luke: this has its origins in Brooks stickering vehicles without notice or communication - David: Members should considered - Walter: Zack's concern is that this issue is why we lost Bryan Gangwere - Luke: We do not want people to work on cars here for months a time; in the months that this vehicle was here very little work was done - Ken: If we do not know whose vehicle it is, sticker is the only way - David: If we do sticker a vehicle, we want the landlord to contact the tow company - Amelia: A pattern of vehicles being left here months at a time - MOTION : AS WRITTEN - No motion, proposal fails 4.5 Add quad outlet over auto and over workshop tables (Brandon Green) - AS WRITTEN: "Allocate up to $1,500 to get 2 120v quad outlet boxes installed on drop ceiling and purchase new coord reels, one located above auto lift, one above general work tables. Electrical work would be by professional contractor that we have used previously." - DISCUSSION - Pearce: Add more power to request! Existing reels are troublesome - Luke: Pulled because not an actual quote - Robert: Approve up to $2000 - MOTION : "Allocate $2000 to Infrastructure for the purpose of installing two additional 120V quad outlets above automotive and north general workshop are." - Robert proposed - Erik seconded - Motion passes unanimously 4.7 Adopt Revised Honorarium Rules (Walter Anderson) - AS WRITTEN: "Adopt the revised set of proposed rules as shown here: Proposed Honorarium Rules: 1. The hosting member is required to provide a current W-9 form for the instructor if the instructor is to be paid by DMS for anything other than reimbursement from class fees. 2. Approved classes will be eligible for a $50 honorarium to be paid to a single instructor if the instructor is not collecting instructional costs via other sources (i.e. Event Brite, Paypal, etc.). Materials costs are permitted as long as they are done through the committee, through a reimbursement from the Finance Committee, through a Procurement Officer, through the calendar system. 3. To be eligible for the honorarium, classes must be submitted to the calendar and honorarium system 240 hours in advance of the class. 4. Honorarium is granted unless pulled by a director or appointed volunteer within 72 hours of submission. 5. Classes must be attended by at least 3 people registered through the DMS calendar system to be eligible for honorarium payout. 6. For every class eligible for payout, $50 will be given to the committee designated by the hosting member. 7. The hosting member's portion of the honorarium can be designated to a committee, in addition to the committee's original share. Note: If you forgo the personal honorarium, you are not required to submit a W-9. Requirements to receive honorarium: 1. The class must teach a skill, how to use a tool, or present information significant to our mission statement. 2. The class must last an hour or longer unless there are special circumstances (i.e. certain lift/safety classes pending approval). 3. The class should have a description that includes the skills/tools being taught. Please be specific-is it the sewing machines of CA? The leatherworking tools? Am I teaching how to use the autoclave in Science? 4. Classes that teach skills rather than tools may need more detailed descriptions, particularly if they are relative niche skills. 5. If the class you’re teaching involves primarily the students purchasing items or paying for services that you receive financial benefit from (like an Avon class or a jewelry party), the class will be rejected. 6. Class limits may be set based on safety, resource limitations and/or reasonable instructional requirements, but they may not be set in a way that provides a personal benefit to the instructor or any other DMS person(s). 7. All classes and events must be consistent with our mission statement. 8. If a teacher receives complaints for a prior class, and 3 or more honorarium auditors agree, then the teacher will be notified that they are on a probationary period and any future (or currently unapproved) honorarium requests with require the additional information stated, or possibly depending upon the specific situation rejected until probation is over. 9. The failure to show up on time for a class will automatically keep the teacher from receiving honorariums for that class. If satisfactory explanation is not provided, then the teacher will be placed on probation and notified of the conditions at that time. 10. Workshops will not be approved for honorarium unless they are teaching specific skills or how to use tools. Workshops teaching specific skills or tools will be considered classes and eligible for honorarium. 11. If the tool requires authorized teachers, you may not teach it unless you have been approved by the committee chair. 12. Classes where food is prepared are allowed when they can be conducted with available resources. If there are any concerns about hygiene, the class may still be taught, but the food may not be served to anyone. 13. When an honorarium auditor has a history of documented conflict with a teacher, it is expected they will seek another auditor to reject the teacher’s class if it does not fulfill class requirements to avoid the appearance of bias." - DISCUSSION - Alex: Disagree, feel that they are poorly vetted, esp #13 is obejctionable - Ken: Everyone has conflict with everyone else - Luke: More comfortable with rules as guidelines for prospective teachers; prefer discretion for volunteers; as written these are not rules - Walter: Want something published and available, not concerned with specifics; not in favor of individual discretion - David: One person can still kill a course - Robert: If one person is consistently killing a course, they can be removed as an auditor - Alex: Since new system has been implemented, auditors have discussed potential rejections and formed general concensus - Luke: Link to document as guidelines within official rules; protected page on wiki that only Honorarium Admins can edit? - MOTION : "Create 'Honorarium Request Guidelines' wiki page and link to it from the rules section about honorarium. Limit edit access to the honorarium administrators group." - Luke proposed - Ken seconds - Erik, Ken, Luke in favor; Robert opposed; Alex abstains : Motion passed ==== NEW BUSINESS ==== 5.8 BattleBots Team (Brian Luetchford) - AS WRITTEN: "Sub-account under 3D Fab Committee with $300 of seed money to print fundraising materials." - DISCUSSION - Mitch: We reasonably expect to make it onto Season 3 of BattleBots - Morgan / Michael: Social media is on stealth mode, no real info and still getting hits - Michael: Theme in the handout - Frank: 3/4 done on design, expect completion of design by ... - Brian: $49k design/build, $5k media/pr, $3k logistics (~$57k); some padding in there for overrun, spares - Krissy: December push for media/sponsorship - Michael: Our approach has a media presence - new for BattleBots - Luis: Hebocon tie-in in January, scrimmage event for team; potential sponsor/promo opportunity if we participate - Morgan: standalone website, independent social media presence - Luke: Get pamphlet tomorrow, how would someone pass funding onto the group? There are some issues funnelling money through DMS for this sort of thing - needs to be hammered out; other legal/procedural/administrative concerns that need to be sorted before we got too far into this - Frank: Looking to help fund combat robotics; DMS will own team and any prize money/royalties - Luke: very concerned about potential liability for DMS WRT a failed bid, advertising, etc - Luke: If this takes off, we should create a committee to handle it; educational/workshop opportunities for the rest of DMS - Frank: Would like to weld the titanium - need additional equipment - MOTION : "Allocate $300 to 3D Fab Committee for the purpose of purchasing fundraising materials for the 'Pegasus Rising' BattleBots team. Allocate $800 to the Financial Committee for consulting a lawyer on fundraising and sponsorship specifics." - Luke proposed - Erik seconds - 4 in favor, Ken abstains : Motion passed 5.1 Create new Rule to Prevent Board of Directors from any discretionary spending without an up-to-date Financial Statement (Walter Anderson) - AS WRITTEN: "Modify the Rules_and_Policies#Finances with a new rule #10 10. Unless the Board, at the time of the meeting, is in possession of an up-to-date and accurate (as certified by our Treasurer, Finance Chair, or Accountant) Financial Statement, including current balances for all committee funds as well as the general fund, no discretionary spending may be approved. Emergency spending to repair or maintain existing resources may be approved as well as recurring expenses such as utilities and rent." - DISCUSSION - Walter: Past several months we have spent discretionay money without a financial statement, strikes me as a risk. Ken's statememt this month was excellent, previous ballpark figures were acceptable - Luke: Do not disagree with sentiment, but do not want to hobble DMS for that month; confident that we can spend $10k in a given month - David: Going through and analyzing historical spending levels; have a baseline for a "spending constant". When corporations close quarters, they closeout after ~45 days to wait for transaction lag. Will always have a good idea between the constant and monthly dues and be within 5-10%. - Amelia: Might be more practical in the future as Jai / Finance develop processes that reduce the ambiguity and effort to do books - Pearce: Even with a manual, throwing newbies into an unfamiliar process can produce poor results - David: We already have more robust processes with lower overhead than just a few months ago; petty cash for <$35 purchases will further reduce overhead. We are steadily becoming more solvent despite assertions to the contrary. Recommend bumping savings to $6000-$7000 a month in order to prepare for our lease renewal - Luke: Board cannot spend more than 5% of bank balance in a month without a current financial statement - Robert: Can see accounts at a high level and will notice any big discreps; has been steadily increasing last 12 months - Amelia: Feel that a rule would help put a focus on finance and the need to do the books - MOTION : DISMISS - Robert proposes - Alex seconds - Alex and Robert in favor, Erik and Luke opposed, Ken abstains - MOTION : "The board of directors may not allocate more than 5% of the checking account balance on discretionary spending without a current financial status from the financial committee or treasurer." - Luke proposes - Erik seconds - Erik, Ken, Luke in favor. Alex abstains. Robert opposed. Motion passed. 5.2 Modify contract with PSKCPA to further improve our accounting processes and permit fiscal responsibility (Brian Davis) - AS WRITTEN: "Request that PSK provide cost estimates to perform an analysis of our Quickbooks structure and chart of accounts, suggest an improved structure, and perform certain services as listed below: 1. Detailed cost and revenue accounting tailored to our actual real-world spending and receipts. 2. Propose budget accounts, and structure them to work in concert with our ledger accounts. 3. Consider and/or propose a method of tracking purchases to ensure they do not violate budget allotments, and encumber money to prevent over-runs. 4. Develop reports necessary to permit accurate financial statements for Board decision making based on the above changes. 5. Develop P&L statements by class (committee) to permit Committees to more responsibly manage their funds. 6. Provide a best effort re-categorization of revenue and expenses in the FY2016 books, to allow going forward comparisons and trending and assist the Board in strategic decision making. Item 1 should be performed as quickly as possible, to prevent FY2017 from beginning with old books, and preventing confusion and categorization cost inherent in mid-year transfers." - DISCUSSION - Robert: Would like to table but pur Brian in contact with PSK to get a quote - Luke: We already have much of this - David: This will be very costly with negligible benefit; this might be beneficial under a .gov system but not plausible - Amelia: Our replationship with PSK has essentisally just started - Ken: We are already spending enough time on non-productive administriva - MOTION : AS WRITTEN - No motion, proposal fails 5.3 Begin process to acquire a second dumpster (Walter Anderson & Tim Bene) - AS WRITTEN: "Acquire, or at least begin the process of determining cost, a second dumpster or increased pick up frequency to increase the capacity of our waste disposal." - DISCUSSION - Robert: Started this ~ months ago, idea is to add additional pickups; quote from WM for 3x pickups cheaper than 2x pickeups from current provider but we need to break a 5-year contract ... WM said not worth it to buy out contract, try to get out later. Would like to modify agreement w/ Progressive to a 1-year contract - Erik: Is this really a problem? - Alex: prefer to pay a little more rather than have garbage piling up - Robert: Progressive $40 per (additional, called in) pickup; WM would be $200 per additional pickup - MOTION : "End recurring allocations to the existing dumpster fund and transfer remainder to the logistics committee. Increase monthly logistics allocation by $400. Authorize Robert to negotiate a new contract with existing waste removal provider." - Alex proposed - Ken seconds - 3 in favor, Erik and Robert abstain - Motion passed 21:38 10-MINUTE RECESS 21:53 MEETINF RESUMES 5.4 Appoint Procurement Officers (Patrick Thompson) - AS WRITTEN: "Appoint the following members as Procurement Officers: Patrick Thompson Mitch Cerroni" - MOTION : AS WRITTEN - Robert propoposed - Alex seconded - 4 in favor, Erik abstains - Motion passed 5.5 Codify rule concerning honorarium auditors receiving honorariums (Walter Anderson) - AS WRITTEN: "Actually document a rule either allowing it or not." - DISCUSSION - Walter: Patrick and David have some concerns about being able to participate and - Erik: Allen indicated that there was the potential for unconscious collusion due to the association - David: Understand Allen's position, not an auditor but in hangout - MOTION : "Add to Honorarim rules: '8. Honorarium Auditors cannot discuss their own honorarium requests except through channels available to non-Honorarium Auditors'" - Luke proposed - Erik seconded - Motion passes unanimously 5.6 Standardize membership rates (Brandon) - AS WRITTEN: "Only for new members signing up (existing accounts keep paying same rates), increase family add-on membership cost from $10 to $25 / month. Remove starving hacker rate (so normal $50 / month is the only option)" - DISCUSSION - Luke: Other makerspaces have copied our price strucures, changing this may hurt us; would like to do such a thing for a valid reason such as a new building - David: We should ask why other makerspaces are charging so much more than us while offering less; a huge percentage of members never show up - MOTION : AS WRITTEN - No motion, proposal fails 5.7 Modify rule concerning honorarium and materials fees (Nicole Franczvai) - AS WRITTEN: "Change it to read: (suggestion) Approve classes will be eligible for a $50 honorarium to be be paid to a single instructor if the instructor follows the DMS procedures as noted here (some sort of link to Mel Rhodes flow chart) please note it can be discussed as to how to be written as long as it is agreed upon following the suggestions of the November 10th member meeting (should I list all this stuff?)" - DISCUSSION - Erik: Recall much discussion on this item, but no specific movement - Robert: Honorarium is a thank-you, not wage payment - Bitta: Leather, fibers, dye sub ... permission from committee chair in writing for non-base materials, submit to chair, add to description that P2P transactions may be available and also make availble competitive quotes - Luke: Do an eventbrite ... we will use the honor system to provide materials - Walter: The ~$20k paid out has been constrained by the original system; the new system will decrease friction - Stan: Think present system is working well - auditors are perhaps being too critical ... want approvals to fast-track - Alex: Want opportunity to reject; 20-minute post-start signup period now in effect - MOTION : "Update Honorarium rule #2 to read 'Approved classes will be eligible for a $50 honorarium to be paid to a single instructor'" - Robert proposed - Erik seconded - Motion passes unanimously 5.9 Require Committee Chairs to be responsible for their Account (Walter Anderson) - AS WRITTEN: "Change rule #4 of [Rules] to read The Committee chairperson will be responsible for maintaining the list of committee members and providing reports on the status and activities of the committee at the monthly membership meeting. This report will include a statement that they have reviewed the current financial transactions attributed to their committee and have not found any errors. They will then report the current balance of their commmittee funds. Require all committee chairs to meet with the finance committee to learn the basics of how to use Quick Books Online to access the above information themselves and verify their current balance." - DISCUSSION - David: Propose a simpler "Chairs shall affirm that they have reviewed their expenses on a monthly basis" - Pearce: This will be another rule that is not followed, much like the meet every 90 days rule - MOTION : "Change Committees Rules #4 to read as follows: 'The Committee chairperson will be responsible for operations of the committee, providing reports on the status and activities of the committee at the monthly membership meeting, and managing the finances of the committee. This will include reviewing financial transactions attributed to their committee and working with the finanacial committee to correct any errors.'" - Erik proposes - Luke seconds - Erik, Ken, Luke, Alex in favor. Robert Abstains. Motion passed. 5.10 Need to store 240sx race car somewhere (Brandon Green) - AS WRITTEN: "Solution Onsite: Allow car to remain in its current spot in our back parking lot until further board action. Solution Offsite: Using Logistic's existing $400/month storage budget, pay $89/month for a parking space at Assured Self Storage and leave it parked there until further board action." - DISCUSSION - Erik: Automotive should approach Logistics should this become a real problem - Luke: Would prefer to deal with it at the time it becomes an issue - Alex: Fine with it here - Luke: Add conspicuous DMS logo to cover - MOTION : AS WRITTEN (Solution Onsite) - Alex proposed - Erik seconds - 4 in favor, Robert opposed. Motion passed. 5.11 Security Camera for Vector (Rodney Black) - AS WRITTEN: "Allocate approximately $200.00 to infrastructure for the purchase and installation of one security camera to cover the entire Vector area instead of just the entrance." - DISCUSSION - Robert: Can't keep adding cameras - need more storage - Luke: Need entire new server soon w/ additional cameras - MOTION : "Allocate $200 to Infrastructure for the purchase and installation of a camera covering VECTOR" - Robert proposed - Ken seconds - Motion passes unanimously 5.12 General Liability and Property Insurance Renewal (Allen) - AS WRITTEN: "Authorize the payment of approximately $12,678.44 for and signing of the renewal of our existing General Liability and Property insurance policy through Jeff Van Matre Insurance Agency. Money for the policy is to be drawn against the insurance fund which has been previously set aside for this purpose. Note: whether this authority is implied since the funds have already been set aside is ambiguous. Explicit authority is being requested out of an abundance of caution." - DISCUSSION - Luke: Funds already allocated, this just makes it explicitly explicit - - MOTION : "Authorize the payment of approximately $12,678.44 for and signing of the renewal of our existing General Liability and Property insurance policy through Jeff Van Matre Insurance Agency. Money for the policy is to be drawn against the insurance fund which has been previously set aside for this purpose. Any remainging funds if necessary will be drawn from the general fund." - Luke proposed - Erik seconded - Motion passes unanimously 5.13 DPRG contract Renewal (Steve Edwards) - AS WRITTEN: "Approve proposed contract: Contract For DPRG Use of Dallas Makerspace Facilities This contract defines an agreement between the Dallas Makerspace (henceforth known as DMS) and the Dallas Personal Robotics Group (henceforth known as DPRG), both Texas 501(c)(3) corporations. This supersedes all previous agreements, and there are no other contracts between the DMS and DPRG. Term of Agreement DMS and DPRG agree on this ______ day of ________ 2016 to the following provisions regarding the use of the DMS facility by the DPRG and its members and guests, henceforth known as DPRG Use. The initial term of the agreement will be from the date of signing until the end of the twelfth month after signing. It will be automatically extended 4 months each time it would terminate unless either corporation gives the other corporation 4 months written notice that it does not intend the agreement to be extended the next time it terminates. For example, if the agreement would have automatically extended at the beginning of June, and one party notifies the other in May that it does not wish to extend, the agreement will terminate at the end of September. Decisions related to this agreement will be made by the board of directors of each corporation. This agreement may be modified at any time by mutual agreement. DMS Facility The DMS facility is located at 1825 Monetary Ln. Suite 104, Carrollton, TX 75006. Payment Terms DPRG will pay DMS $600 $300 each quarter (3 months) for DPRG Use. DPRG Use means rights to access and use the DMS facility and equipment therein as defined below. Payment will be made at the beginning of each calendar quarter, in advance, and pro-rated at the beginning and end of the contract. DPRG Access Periods and Use of the DMS Facility Each Tuesday from 6:30pm to midnight, and on the second Saturday of each month from noon to 4pm, as long as at least one DMS member is present during the event, the DPRG will have access to and permission to use a DMS classroom. Permission to use the DMS facility means that DMS will make reasonable accommodation for DPRG members and guests to use tables and public rooms areas. Disputes Disputes will be handled by the DMS and DPRG boards. DMS and DPRG agree to submit to arbitration if the boards cannot resolve a dispute. DPRG Equipment Storage DPRG is allocated a minimum of 128 cubic feet of storage at DMS at a location mutually agreeable to" - DISCUSSION - Erik: This is as we agreed to when we met in person w/ DPRG in August after breaking the contract in August - MOTION : AS WRITTEN - Robert proposed - Erik seconded - 4 in favor, Luke abstained 5.14 Monthly Member Meeting Time (Luke Olson) - AS WRITTEN: "Change the rules so the meetings start at 8:00 PM." - MOTION : AS WRITTEN - Proposed Luke - Seconded Robert - Motion passes unanimously 5.15 Maker Fellowship for Lisa Selk and Brandon Green (Luis) - AS WRITTEN: "Award Lisa Selk and Brandon Green two months of membership from the Maker Fellowship fund for their contributions to public relations lately (suggested by Luis Ruvalcaba)." - Proposed Robert - Seconded Luke - Motion passes unanimously NEXT MEETING 12/17/2016 19:30
Action Items
- [X] $390 to Logistics (pallets)
- [X] Remove Procurement Officer: Bryan Gangwere
- [X] $700 to PR
- [X] $350 monthly recurring to PR
- [X] $2000 to Infrastructure (Power in Workshop)
- [X] Call electrician for power in workshop
- [ ] Rules change per 4.7
- [X] $300 to 3D Fab (BattleBots)
- [X] $800 to Finance (Lawyer)
- [X] Rules change per 5.1
- [X] Increase Logistics monthly recurring by $400 (dumpster)
- [ ] Get second dumpster @Robert
- [X] Add Procurement Officer: Patrick Thompson
- [X] Add Procurement Officer: Mitch Cerroni
- [X] Rules change per 5.5
- [X] Rules change per 5.7
- [X] Rules change per 5.9
- [X] $200 to Infrastructure (VECTOR security camera)
- [X] Order security camera @Brooks (DONE 11/19/2016)
- [X] Change monthly membership meeting to 8 PM
- [X] Maker Fellowship 2 months: Lisa Selk (DONE 11/19/2016)
- [X] Maker Fellowship 2 months: Brandon Green (DONE 11/19/2016)
- [X] Transfer $200 out of Maker Fellowship to General Fund
Allocations posted in QBO Journal # 593796 - 11/20/2016