Board of Directors Meeting 20171119

This meeting will be held in Modified SRC3 format.

Time, location

2017/11/19 18:00 Dallas Makerspace

YouTube Link

https://youtu.be/lveiw1KGL9E

Prior minutes

https://dallasmakerspace.org/wiki/Board_of_Directors_Meeting_20171020#Minutes

Member Recognition and Complaints

Member recognition (above and beyond) and member complaints will be considered before other business. This will allow members that are interested or involved with either to leave without having to sit thru the entire meeting.

Complaint against Member x

Complaint against Member y

Recognition of member MJ Cook

Consent Agenda

Newly proposed agenda items appear in the consent agenda. Any member present at the meeting may pull an item out of the consent agenda for discussion, at which point it goes under "New Business". If nobody objects to the solutions presented by the consent agenda, everything in the consent agenda passes by consensus. Items that have more than one proposed solution should be moved to the "New Business" section.

Any member may edit this wiki page and place an item on the agenda. However, discussion of agenda items should be done via the forums. The cut-off time for addition to or revision of the consent agenda items is 48 hours prior to the meeting. Please note, agenda items (Consent, New, or Old) that request spending $250 or more must include a section on "Relevance to our tax exempt purpose".

Honorarium Spending Limit (Stan Simmons)

Problem: The Honorarium system doesn't meet bylaw requirements. Spending on Honorariums currently is not directly controlled by the BoD. Some on the BoD see this as a "blank check".

Solution: Create an arbitrary cap on monthly Honorarium spending. My recommendation is to set a cap of $30,000 per month, and revisit this amount every quarter. I think this number is reasonable since more than half of this amount goes directly to the various committees within DMS.

Relevance: We need to change the Honorarium system to meet our bylaws.

Working Openly with Vendors and Increasing Transparency in DMS (Nick Sainz)

Problem: Many vendors while working with DMS claim that their communications are privileged or trade secrets and are not to be shared outside of the people they are communicating with often the BOD.

In my working with the with vendors on the review of Parks Pantry one vendor added to the bottom of their email a this legal disclaimer:

Disclaimer Important! This message is intended for the above named person(s) only and is CONFIDENTIAL AND PROPRIETARY. If you are not the intended recipient of this e-mail and have received it in error, please immediately notify the sender by return email and then delete it from your mailbox. This message may be protected by the attorney-client privilege and/or work product doctrine. Accessing, copying, disseminating or re-using any of the information contained in this e-mail by anyone other than the intended recipient is strictly prohibited. Finally, you should check this email and any attachments for the presence of viruses, as the sender accepts no liability for any damage caused by any virus transmitted by this email. Thank you.

I challenged this claim of immediately and responded with:

I am acting in these discussions as Dallas Makerspace and all communications pertaining to the business of the Dallas Makerspace are open to the membership of our group. I want to make it clear that I am not holding private meeting and discussion separate from this as it would be against our by-laws to do so. So any information shared should be considered shared with the membership of our corporation. I hope that is agreeable to you, please respond if you feel it is not.

The Vendor then agreed that this was acceptable. I would suggest that we take this as an opportunity to fix our vendor relationship all to this standard.

Solution: Have the board and anyone else working on DMS's behalf include this tagline in their correspondence. "I am acting in these discussions as Dallas Makerspace and all communications pertaining to the business of the Dallas Makerspace are open to the membership of our group. I want to make it clear that I am not holding private meeting and discussion separate from this as it would be against our by-laws to do so. So any information shared should be considered shared with the membership of our corporation."

Relevance: This will allow us to maintain our transparency as well as follow our by-laws without the fear of being taken to court over sharing information with our membership. It will also allow the Board of Directors to have a common standard for communication, drastically reducing the possibility of accidental sharing of privileged information with our membership.

Appoint New Procurement Officer (Chris Cooper)

Problem: Fired Arts Committee needs the ability to buy tools and supplies.

Solution: Appoint Fired Arts Chairperson, Chris Cooper, as a procurement officer for DMS.

Relevance: To allow timely acquisition of tools and supplies for the committee.

Rename Vintage Computer Committee to Computer Committee (Dwight Spencer)

Problem: Confusion over the committee's name and mandate has resulted in a few members not understanding that the VCC had been a Software and IT committee at the space from the start and not just about collecting old computers. Given the latest development with in the committee towards acquiring Pearson View partnership, built out relations with UTD and other education centers. Plus the fact we have consonantly provided 99.8% software and IT focused classes we fell that the name vintage computer no longer reflects the committee.

Solution: The interactive museum i.e. the public face of "vintage computer committee" is turned into a SIG which will still over see vintage events and the curation of the museum and rename Vintage Computers Committee to Computer Committee.

Furthermore, no new budgets would be required.

Tabled internally to VCC by User:Denzuko, for further debate with the software community at the space and VCC members.

Make Civic Hacking a SIG (Stephen Wylie)

Problem: Civic Hacking has not required its own space nor resources from the Board in many years, and generally suffers from a lack of projects, membership, and PR efforts.

Solution: Roll the Civic Hacking Committee into a SIG under Software. With the formation of a strong Software Committee and the involvement of multiple people garnering a lot more attention, civic hacking efforts under this banner should gain a lot more traction. Most of the effort of Civic Hacking falls squarely in line with software (such as app development, GIS, or databases) anyway; electronics (such as IoT hardware) only gets involved when you need to collect your own data, so there has not been a better SIG opportunity for Civic Hacking until now.

Tabled pending outcome of the previous tabled item by Denzuko, i.e. what is to happen regarding a software committee.

Fired Arts Committee Funding Proposal (Chris Cooper)

Problem: The Fired Arts Committee needs to improve the committee infrastructure, obtain new tools and start the process of shifting existing tools from loaned to DMS assets. This effort will benefit our current users and allow us to grow. Fired Arts will also be able to present a cleaner, more organized space in line with the rest of the workshop.

Solution: Fund the Fired Arts Committee's refurbishment. The Funding Proposal can be viewed here: https://docs.google.com/document/d/1--VHxKfHygyuKdkTRuUiOPUfLr97-vc_2bdR1C9mLZo/edit?usp=sharing

Relevance: To better serve the membership by increasing the functionality and maintenance of the Fired Arts Committee space.

Request for Software Development Committee (Coulson Mullen)

Problem: Dallas Makerspace has attracted a large number of software developers who make applications for various platforms. The overwhelming majority of these members want a committee specifically for their interest beyond just a SIG.

Solution: The obvious solution to this problem is to create a new committee dedicated to software development for the purpose of finance. The new Software Development committee intends to promote hackathons within the local SD community, purchase development platforms, developer licenses, quality lecturers to come give talks, etc. Infrastructure has already agreed, with the consent of the instructors, to transfer funds which were sent via honorariums to infrastructure over to the proposed SD committee. This is a substantial amount and would be enough to kick-start the new committee and make it entirely self-funded.

Relevance: Currently, there are numerous classes being taught in the field of Software Development and it is our desire to increase these efforts. Adding such a committee would attract talented developers seeking for community, which could, in turn, lead to more teachers and thus enhance Dallas Makerspace’s mission.

Request for Video Recorder (Coulson Mullen)

Problem: Digital Media currently has an outdated DSLR camera. Although this camera can be used for video, it is primarily designed for still photography. For years, DMS members have requested a true video recorder to shoot high-quality, professional looking videos for their projects.

Solution: The best viable solution to this problem is to invest in a robust video camcorder. After getting feedback from other members including Adam Oas, who deals in video equipment professionally, it is recommended that a Makerspace friendly Panasonic AG-DVX200 4K Handheld Camcorder would be our best option. At $4,099.95: Total Machine + Accessories this unit can be super simple to operate with extensive features for the more advanced user. This camera produces a consistent quality product at an affordable price.

Relevance: Remaining consistent with the mission statement of Dallas Makerspace, this purchase would inspire, attract and educate the current members and help attract new members. Video production classes will be taught around the use of this camera. Also of great importance is the fact that this machine would be universally relevant to all committees at the Makerspace as we begin to produce high-quality instructional videos of DMS equipment.

Request for Digital Media Equipment (Coulson Mullen)

Problem: Digital Media has grown in the last couple of years, and this growth has necessitated some substantial additions to our equipment. Presently there are a myriad of digital media projects that are not possible due to our lack of equipment.

Solution: Below is a comprehensive solution to add to the equipment currently available: Live streaming kits: We recommend purchasing 2 live streaming/recording kits. These would be used by instructors to live stream/record classes, and by members to make how-to videos of their projects, as well as various other live-streaming uses. The total live-streaming package would include the following: (2) $375 ($750) Dell Latitude E6430 14” Business Laptop PC, Intel Core i7 Processor, 8GB DDR3 RAM, 128GB SSD, DVD+/-RW, Windows 10 Professional (Certified Refurbished) (8GB RAM, 128GB SSD) | (2) $49.43 ($98.86) Logitech HD Pro Webcam C920, Widescreen Video Calling and Recording, 1080p Camera, Desktop or Laptop Webcam | (2) $79.99 ($159.98) Logitech C922x Pro Stream Webcam – Full 1080p HD Camera – Background Replacement Technology for YouTube or Twitch Streaming | (1) $69.95 Movo LV4 Dual XLR Lavalier Interview Kit with Omnidirectional and Cardioid Microphones, Lapel Clips and Windscreens | (2) $99.95 ($199.90) PreSonus AudioBox USB 96: 2x2 USB 2.0 Recording System with Studio One | (1) $24.99 Gearlux XLR Microphone Cable, 25 Foot - 3 Pack Total: $1,303.68

Backdrop kit: To provide backdrops and lighting for video production where a “blue screen” is not desirable, purchase CRAPHY Photography Studio Umbrella Kit 1250W 5500K Daylight Umbrella + Background Support Stand (10x6.5FT) + 3 Backdrops (White Black Green, 9x6FT) + Portable Bag StudioFX Muslin Backdrop 100% Cotton Photography Photo by Kaezi Photo Grey (Gray Muslin - 10ft x 10ft) Total $125

Digital Media Room Sound-Proofing Insulation Roxul (4 packages) $500.00 Fabric Guilford of Maine FR701 acoustic Fabric 36 Yards $700.00 Wood 2x3 33 $75.00 Total $1,225

3Dconnexion Space Mouse for facilitating the use of 3D modeling software Total $399

Wacom Intuos Art Pen and Touch digital graphics, drawing & painting tablet Medium: For the manipulation of photography, the drawing of illustrations, comics, etc. Total $199.93

Cables for these and other equipment: Total $150

HTC VIVE - Virtual Reality System for creating media in VR and application development Total $599

Tascam DR-701D 6-Track Field Recorder - For additional podcasting and audio recording projects, especially for instructional voice-over: Total $529

Grand Total of all requested equipment: $4,530.61

Relevance: Remaining consistent with the mission statement of Dallas Makerspace, this purchase would inspire, attract and educate the current members and help attract new members. Video production classes will be taught around the use of this camera. Also of great importance is the fact that this machine would be universally relevant to all committees at the Makerspace as we begin to produce high-quality instructional videos of DMS equipment.

New Business

Member behavior (Kris Anderson)

Member behavior:

Possible expulsion for harassment:

Emergency Items

Items requiring immediate action by the BoD for safety.

Minutes

DALLAS MAKER SPACE BOARD OF DIRECTOR'S MEETING : NOVEMBER 19, 2017

MEETING CALLED TO ORDER 18:00

====
DIRECTORS IN ATTENDANCE

 - Kris Anderson
 - Alex Rhodes
 - Robert Davidson
 - Brian Davis
 - David Kessinger
 
 
====
MEMBER RECOGNITION

Kris Anderson acknowledges one of our members as Super Maker Maryjane for her 
new to automotive first project: A successful Engine Swap


====
Prior minutes:
 - John Gorman requested an update to the section "Member Complaints" : 
"Alex vs Kris After Kris & Alex and Kris leave the room, I presented a point of
order. It was improper for the Directors to vote on an issue they felt 
victimized by. Several members echoed their concern. Acting Chair and the 
directors present, Robert and Brian, would not discuss the issue and silenced 
possible ~discussion on the point of order. Defining of terms/peoples. “I” is 
john a gorman Acting Chair David Kessinger"
 - Motion passed with unanimous consent

 
====
TREASURER'S REPORT

 - Financial statement not provided 
 - David Kessinger:  
   - Almost 1,700 members generates ~ $66K/mo 
   - Monthly expenses on ongoing basis is $30K~$40 
   - 990-T Non-Profit Tax Return has been filed.


====
NEW BUSINESS

7.1a Member behavior (Chris Carson complaint against Jay Johnson)
- COMPLAINT Chris Carson asserts threatening behavior by Jay Johnson re: 
 Digital Media room reservation
- MOTION none

7.1b Member behavior (Marissa Green complaint against Walter Anderson)
- COMPLAINT Marissa Green complaint against Walter Anderson for being “Toxic” 
 on Talk and in private email and it being harassment
- MOTION "Ban both Marissa Green and Walter Anderson from Talk for 3 months"
  - 4 in favor, 0 opposed, 0 abstained
  - Motion passed


====   
CONSENT AGENDA
6.1 Honorarium Spending Limit (Stan Simmons)
- AS WRITTEN "Create an arbitrary cap on monthly Honorarium spending. My 
 recommendation is to set a cap of $30,000 per month, and revisit this amount 
 every quarter. I think this number is reasonable since more than half of this 
 amount goes directly to the various committees within DMS."
- MOTION "Allocate a maximum of $25K a month for next two months for 
 Honorariums"
  - 3 in favor, 0 against, 2 abstained
  - Motion passed

6.2 Working Openly with Vendors and Increasing Transparency in DMS (Nick Sainz)
- AS WRITTEN "Have the board and anyone else working on DMS's behalf include 
this tagline in their correspondence. "I am acting in these discussions as 
Dallas Makerspace and all communications pertaining to the business of the 
Dallas Makerspace are open to the membership of our group. I want to make it 
clear that I am not holding private meeting and discussion separate from this 
as it would be against our by-laws to do so. So any information shared should be
 considered shared with the membership of our corporation.""
- MOTION table
  - unanimous consent
  - Motion tabled

6.3 Appoint New Procurement Officer (Chris Cooper)
- AS WRITTEN "Appoint Fired Arts Chairperson, Chris Cooper, as a procurement 
officer for DMS."
- MOTION proposed as written
  - unanimous consent
  - Motion passed

6.4 Rename Vintage Computer Committee to Computer Committee (Dwight Spencer)
- AS WRITTEN "The interactive museum i.e. the public face of "vintage computer 
committee" is turned into a SIG which will still over see vintage events and the
 curation of the museum and rename Vintage Computers Committee to Computer 
 Committee."
- MOTION withdrawn by Dwight Spencer

6.5 Make Civic Hacking a SIG (Stephen Wylie)
- AS WRITTEN "Roll the Civic Hacking Committee into a SIG under Software. With 
the formation of a strong Software Committee and the involvement of multiple 
people garnering a lot more attention, civic hacking efforts under this banner 
should gain a lot more traction. Most of the effort of Civic Hacking falls 
squarely in line with software (such as app development, GIS, or databases) 
anyway; electronics (such as IoT hardware) only gets involved when you need to 
collect your own data, so there has not been a better SIG opportunity for Civic 
Hacking until now."
- MOTION withdrawn by Stephen Wylie

6.6 Fired Arts Committee Funding Proposal (Chris Cooper)
- AS WRITTEN "Fund the Fired Arts Committee's refurbishment. The Funding 
Proposal can be viewed here: https://docs.google.com/document/d/1--VHxKfHygyuKdk
TRuUiOPUfLr97-vc_2bdR1C9mLZo/edit?usp=sharing"
- MOTION none

6.7 Request for Software Development Committee (Coulson Mullen)
- AS WRITTEN "The obvious solution to this problem is to create a new committee 
dedicated to software development for the purpose of finance. The new Software 
Development committee intends to promote hackathons within the local SD 
community, purchase development platforms, developer licenses, quality lecturers
 to come give talks, etc. Infrastructure has already agreed, with the consent of
 the instructors, to transfer funds which were sent via honorariums to 
 infrastructure over to the proposed SD committee. This is a substantial amount 
 and would be enough to kick-start the new committee and make it entirely 
 self-funded."
- MOTION "create and designation of specific space to be addressed at next board 
of director's meeting"
  - unanimous consent
  - Motion passed

6.8 Request for Video Recorder (Coulson Mullen)
- AS WRITTEN "The best viable solution to this problem is to invest in a robust 
video camcorder. After getting feedback from other members including Adam Oas, 
who deals in video equipment professionally, it is recommended that a Makerspace
 friendly Panasonic AG-DVX200 4K Handheld Camcorder would be our best option. At
 $4,099.95: Total Machine + Accessories this unit can be super simple to operate
 with extensive features for the more advanced user. This camera produces a 
 consistent quality product at an affordable price."
- MOTION table until January
  - David Kessinger proposed
  - Seconded by Brian Davis
  - FOR: Kris Anderson, Brian Davis, David Kessinger; OPPOSED: Robert Davis 
against; ABSTAINED: Alex Rhodes
  - Motion passed

6.9 Request for Digital Media Equipment (Coulson Mullen)
- AS WRITTEN "Below is a comprehensive solution to add to the equipment 
currently available: Live streaming kits: We recommend purchasing 2 live 
streaming/recording kits. These would be used by instructors to live 
stream/record classes, and by members to make how-to videos of their projects, 
as well as various other live-streaming uses. The total live-streaming package 
would include the following: (2) $375 ($750) Dell Latitude E6430 14” Business 
Laptop PC, Intel Core i7 Processor, 8GB DDR3 RAM, 128GB SSD, DVD+/-RW, Windows 
10 Professional (Certified Refurbished) (8GB RAM, 128GB SSD) | (2) $49.43 
($98.86) Logitech HD Pro Webcam C920, Widescreen Video Calling and Recording, 
1080p Camera, Desktop or Laptop Webcam | (2) $79.99 ($159.98) Logitech C922x Pro
 Stream Webcam – Full 1080p HD Camera – Background Replacement Technology for 
 YouTube or Twitch Streaming | (1) $69.95 Movo LV4 Dual XLR Lavalier Interview 
 Kit with Omnidirectional and Cardioid Microphones, Lapel Clips and Windscreens 
 | (2) $99.95 ($199.90) PreSonus AudioBox USB 96: 2x2 USB 2.0 Recording System 
 with Studio One | (1) $24.99 Gearlux XLR Microphone Cable, 25 Foot - 3 Pack 
 Total: $1,303.68
Backdrop kit: To provide backdrops and lighting for video production where a 
“blue screen” is not desirable, purchase CRAPHY Photography Studio Umbrella Kit 
1250W 5500K Daylight Umbrella + Background Support Stand (10x6.5FT) + 3 
Backdrops (White Black Green, 9x6FT) + Portable Bag StudioFX Muslin Backdrop 
100% Cotton Photography Photo by Kaezi Photo Grey (Gray Muslin - 10ft x 10ft) 
Total $125
Digital Media Room Sound-Proofing Insulation Roxul (4 packages)	$500.00 Fabric	
Guilford of Maine FR701 acoustic Fabric	36 Yards $700.00 Wood 2x3 33 $75.00 
Total $1,225
3Dconnexion Space Mouse for facilitating the use of 3D modeling software Total 
$399
Wacom Intuos Art Pen and Touch digital graphics, drawing & painting tablet 
Medium: For the manipulation of photography, the drawing of illustrations, 
comics, etc. Total $199.93
Cables for these and other equipment: Total $150
HTC VIVE - Virtual Reality System for creating media in VR and application 
development Total $599
Tascam DR-701D 6-Track Field Recorder - For additional podcasting and audio 
recording projects, especially for instructional voice-over: Total $529
Grand Total of all requested equipment: $4,530.61"
- MOTION "fund Digital Media with $4,500 with the stipulation that Grab-andGo be 
researched"
  - PROPOSED: Kris Anderson
  - SECONDED: Robert Davidson
  - unanimous consent
  - Motion passed
  
Sunny Doan
- MOTION "deferred to December for final ruling and that ban remains in place"
  - unanimous consent
  - Motion passed
  

====
NEXT MEETING DECEMBER 15 2017 19:00, DALLAS MAKERSPACE

Action Items

Status	Item Description	Responsible Party
[ ]		Finance
[ ]		Finance
[ ]		Finance
[ ]		Finance
[ ]		Finance