Board of Directors Meeting 20190415

Time, location

20190415 19:00 Dallas Makerspace

YouTube Live Link

https://www.youtube.com/c/DallasmakerspaceOrg/live

Prior minutes

https://dallasmakerspace.org/wiki/Board_of_Directors_Meeting_20190318#Minutes https://dallasmakerspace.org/wiki/Board_of_Directors_Meeting_20190325_Special_Meeting#Minutes https://dallasmakerspace.org/wiki/Board_of_Directors_Meeting_20190401_Special_Meeting#Minutes https://dallasmakerspace.org/wiki/Board_of_Directors_Meeting_20190408_Special_Meeting#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 1

Complaint 2

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 all agenda items is 48 hours prior to the meeting.

Please note, agenda items (Consent, New, or Old) that request spending $200 or more must include a section on "Relevance to our tax exempt purpose".

A capital equipment form (listed at the bottom of the Finance forms list) is required for all equipment purchase or lease exceeding $5000 for which funds are requested from the Board in part or total, at least two weeks in advance of the board meeting.

Finders Fee (Stan Simmons)

Problem: DMS recently purchased a one man Genie 25 ft. lift for use in the expansion and after. This will save DMS a considerable amount in rental fees over time. (We have spent in excess of $3000 on lift rentals for expansion already.) The lift retails over $9000, and this lift started out priced $5000. The outside source who found this lift for us talked the price down to $3700, saving DMS $1300.

Solution: I propose that DMS reward the person a 10% finders fee for tracking down this lift, and getting the price down almost 25%. The finders fee would be $370.

Relevance: Paying a finders fee for finding unique items and getting the price down to an affordable amount will encourage others to help DMS find amazing deals in the future.

Science Committee Voting changes (Adair Claycomb)

Problem: Science Committee would like to change the voting requirements within our committee for electing a chair of our committee. Elections have the potential to be a popularity contest with members across DMS that have never had any involvement in Science Committee.

Solution: We would like the following rule for our committee to be approved.

Eligibility to vote in Science Committee Elections.

             Members must add their name to the Science Committee wiki with the date that it was added. Older Science Committee members are grandfathered in by indicating “pre-“ & (date that this is approved).

            Be a member of Science Committee for 3 months or more.

           Attend 2 formal meetings for science committee in the 6 months leading up to an election.

           Members eligible to vote are also eligible to run for the chair of science committee.

Relevance: We would like to do this so that those who are involved in the committee are the ones that make a decision on who should be the chair of our committee.

Purchase Makerspace.org (Stan Simmons)

Problem: Removing this item from the agenda, at the website owners request.

We don't own Makerspace.org and it is available for purchase.

Solution: Purchase Makerspace.org for $3000

Relevance: Makerspace.COM is owned by Make Magazine, Makerspace.org would be a great landing page for DMS PR efforts.

Appoint New Procurement Officer (Shay Galland)

Problem: Creative Arts Vice-Chair needs the ability to purchase supplies and equipment for the maintenance and improvement of the committee. This has been approved by the Creative Arts Committee on 4-11-19.

Solution: Appoint Creative Arts Vice-Chair, Shay Galland, as a procurement officer for DMS.

Relevance: Not required. Does not require funds of $200 or more.

New Business

Gift Shop policy (Kris Anderson)

Problem: Dallas Makerspace has a multitude of creative artisans and craftspeople who wish to sell their items at Dallas Makerspace.

Solution:A volunteer run gift shop (prerequisite: Create a Gift Shop/Gallery SIG in PR -supported by PR chair)

Details: 1. All DMS members will be able to provide up to 5 items at a time with space permitting to the gift shop. Large items will be considered in terms of space available to display at the discretion of the Gift Shop/Gallery SIG leader. Items will stay in the gift shop for 30 days or longer at the discretion of the SIG leader. Artists will be contacted for removal from the gift shop.

2. DMS gift shop will price the items including a 30% fee with the artists consent. A signature on a waiver is required by the artists agreeing to the terms including DMS not liable for theft or damage.

3. All items are taxable and collected during the sale. Taxes will be remitted by the bookkeeper to the State of Texas at the appropriate time.

4. Proceeds from sales will be distributed monthly to the DMS members whose items have been purchased. This will be in check form from the DMS bookkeeper. All participating members will submit a W-9 and receive a 1099 per year. The DMS collection fee of 30% will go the General Fund.

5. A schedule of volunteer sales people will be created and maintained by the PR committee or their choice of Gift Shop/Gallery SIG leader.

6. Gift shop hours will be 10:00 am to 8:00 pm MWFS and Thursdays 7-9 pm unless there is no one to staff the area.

7. Gallery/gift shop will require its own payment kiosk system.

Relevance:DMS artisans and craftspersons are recognized and collect income while DMS has an income stream of 30% of all sales. The percentage of income for DMS shall not exceed 50 % of the net income produced by DMS.

Dallas Makerspace Gallery (Kris Anderson)

Problem,: DMS and DMS Artists need a Gallery to promote Fine Art and Craftsmanship of DMS made items and education of how to Market, Price and Network while adding an income stream of 30% commissions for DMS's General Fund. This is different from a gift shop and has a much higher standard to enter. It will showcase the finest of DMS art and craftmanship.

Solution:Implement the DMS Gallery.(prerequisite: Create a Gift Shop/Gallery SIG in PR-supported by PR chair)

1. All items submitted for consideration to the Gallery will be anonymous. 3 Photos submitted electronically or hard copy for each item are required. Photos will not be returned.

2. Photos submitted will be judged by 3 independent area artists not affiliated with DMS for consideration.

3. Upon acceptance the DMS Gallery will price the art piece adding 30% commission with the signed consent of the artist. A signature on a waiver is required by the artists agreeing to the terms including DMS not liable for theft or damage.

4. Art pieces will stay 30 days and if not sold will be returned to the artists. After 30 days the artists will be contacted to remove the art and all art items not removed at the end of 40 days will be subjected to off siting with the possibility of damage occurring.

5. Gallery hours will coexist with Gift Shop hours.

6. All art sold minus 30% commission will be paid by check to the artist within 30 business days. The 30 % commission will be placed in the DMS general fund. All taxes on sold items will be remitted to the State of Tx by the bookkeeper at the appropriate time. All participating members will submit a W-9 and receive a 1099 per year. The percentage of income for DMS shall not exceed 50 % of the net income produced by DMS.

7. Education of pricing, marketing and networking will be offered in a class at least once every 30 days by the Gift Shop/Gallery SIG

8. The Gallery will be located in the Lobby area of Dallas Makerspace and will be open to the Public as there is staff to run it.

9 Gallery/gift shop will require its own payment kiosk system.

Revelance: DMS artists and Craftspeople produce high quality Fine Arts and Crafts that will be recognized by the public through a DMS Gallery. PR, education of marketing skills and networking as well as a 30% commission income stream for the Dallas Makerspace's general fund will be the benefits of this Gallery.

Storage Solutions (Kris Anderson)

Problem: DMS storage is unsightly and needs more structure

Solution: Extra large black and yellow crates will be offered for rental once a year for $100 annually each. These can be locked and as room allows members can have more than one. No toxic items will be stored in DMS bins.

Racks are available in every area and will be numbered for ease of organization.

Free crates will be offered to teachers who teach three times or more a month.

Free crates will be available for committees.

Free storage to general members will be available but members have to apply to the logistics committee for it. Possible reasons to apply for free storage:

• low income
• no vehicle
• disability
• all requests will be considered

If there a problem or issue with what is stored within a locked crate and logistics has to cut the locks the owner of the locks is liable for replacement locks.

Relevance: Time to clean up and organize our storage problems

Clarification of Resource Allocation by the Board of Directors and Committees (Steve Blanchard)

Problem: DMS Needs to clarify who does what between the Board and Committees. This conversation started with members going to the Logistics Committee to have more space. The authorization of space is a Board function. Which space is available is a function of the Logistics Committee. This rule clarifies who controls which part.

Solution: Committee may allocate any of its own existing resources to another Committee or user.

A Committee that is a steward of community resources, including space, may allocate its own resources but may not allocate community resources (Logistics, Infrastructure, Education).

The Board of Directors must authorize:

 All new resources and utilities, including power, exhaust, ventilation and space
 Reallocation of community resources
 Involuntary resource transfer between Committees

After the Board has authorized the use of a resource, the relevant Committee will select and assign the specific resource that fulfills the authorization.

Clarify Standing Committees Members and Document Access(Steve Blanchard)

Problem: DMS Needs to clarify how standing Committee members are recognized as members. DMS needs to clarify how confidential or attorney client privilege documents are managed.

With the Finance Committee, the ex-Treasurer hid members on his Committee and then granted them access to documents that were labeled as attorney / client privileged.

This type of malfeasance, by the ex-Treasurer, with regards to the Finance Committee, should result in an expulsion from Dallas Makerspace.

Solution' With the standing Committees, Finance, Infrastructure, Logistics, Education and Public Relations all members must be on the WIKI to be considered members of those Committees.

On the Finance Committee, the members must be submitted to the Board of Directors when members are added or removed via email. This is a notification not an approval. Only after a Board Member acknowledges the email can members be added or removed.

Documents which are designated as confidential or attorney / client privilege are controlled by the Board of Directors exclusively.

Only by a majority vote of the Board of Directors can that privilege be waived. Any vote to change a document’s status must be recorded in the minutes of a meeting.

Emergency Items

Items requiring immediate action by the BoD for safety.

Minutes

==Minutes==
7:11PM Call to Order

Directors in Attendance
Kris Anderson
S Charles Baber
David Kessinger
Steve Blanchard
Luke Strickland-Remote-Resigned at beginning of meeting

====
***MEMBER RECOGNITION AND COMPLAINTS***

Complaint 1
PROBLEM:Jewelry Committee suffered damage to equipment, missing equipment, and voiced safety concerns over use of kiln by Ben.
SOLUTION: No use of kiln until proper training is completed even if they were trained in the past they must be re-trained. Complaint and Ban of Ben was dropped.

Complaint 2
PROBLEM: Concern was over the sale of assets(a van in storage) by leadership that was believed to sold undervalue. As well as there being no record of the sale visible by membership. 
SOLUTION: Document the sale in financials.

***CONSENT AGENDA - DISCUSSION***

Finders Fee (Stan Simmons)
 - AS WRITTEN:  
  - Motion: Moved to drop
   - Proposed by Kris Anderson  
   - Seconded by Steve Blanchard
 -Call for vote
   -  In favor unanimous
      -  Motion Pass

Science Committee Voting changes (Adair Claycomb)
- AS WRITTEN:  
  - Motion: Tabled discussion 
   - Proposed by Kris Anderson 
   - Seconded by Steve Blanchard
 -Call for vote
   -  In favor unanimous
      -  Motion Pass
Appoint New Procurement Officer (Shay Galland) & (Freddy Cavert)
- AS WRITTEN:  
 - Motion: 
   - Proposed by Kris Anderson  
   - Seconded by Steve Blanchard
 -Call for vote
   -  In favor unanimous
     -  Motion Pass

**NEW BUSINESS**

Gift Shop policy (Kris Anderson)
 - AS WRITTEN:  
  - Motion: Tabled 
   - Proposed by Kris Anderson 
   - Seconded by Steve Blanchard
 -Call for vote
   -  In favor unanimous
      -  Motion Pass

Dallas Makerspace Gallery (Kris Anderson)
- AS WRITTEN:  
  - Motion: Tabled 
   - Proposed by Kris Anderson 
   - Seconded by Steve Blanchard
 -Call for vote
   -  In favor unanimous
      -  Motion Pass

BREAK: 8:54PM

BACK IN SESSION: 9:06PM

Clarification of Resource Allocation by the Board of Directors and Committees (Steve Blanchard)
- AS WRITTEN:  
  - Motion: Any changes in space must be submitted to the board for approval.
   - Proposed by Steve Blanchard
   - Seconded by Kris Anderson
 -Call for vote
   -  In favor unanimous
      -  Motion Pass

Clarify Standing Committees Members and Document Access(Steve Blanchard)
- AS WRITTEN:  
  - Motion: Table discussion 
   - Proposed by Kris Anderson 
   - Seconded by S Charles Baber
 -Call for vote
   -  In favor unanimous
      -  Motion Pass
====

**Emergency Items**

Special Meeting called for 4/22/19 7:00PM

9:57PM Meeting called to close

Action Items

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