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Board Meeting Minutes for August 21, 2014

  1. Legal/Financial:
    1. 7:07 - Treasurer's Report (JoeR)
      1. Joe prepared a report for the Board
      2. Copies will be posted for the members after the Board has time to comment
    2. 7:09 - Board to consider paying for a sponsorship at Maker Faire Milwaukee
      1. Sponsors still needed, we want this first year to be successful
      2. Others noted we're $10K short of getting The Life Size Mousetrap to come
      3. $2,500 seemed agreeable to most Board Members polled
      4. The Board will revisit shortly, see what members want to do (survey currently in progress)
  2. Policies and Procedures:
    1. 7:12 - Mission Statement (all)
      1. How close are we to being done? Close
      2. To be discussed further on BOD mailing list, Dan J working
      3. If ready, vote to approve? Not ready yet
      4. Goal is to finalize before Board Elections
    2. 7:14 - By-Laws Revisions (Dan,Brant)
      1. In general
        1. Brant H read through the By-Laws, emphasizing the parts that the Board would like to revise
        2. Color copies with added/deleted/revised text were handed out to members
        3. The Board and other members discussed various topics
        4. Further discussion will continue on the BOD mailing list before the By-Laws are put up for a member vote
      2. In detail
        1. Some minor items have been revised for grammar and diction
        2. Secretary Position Proposed
          1. Brant proposed that one of the At-Large Board positions be revised to create a Secretary
          2. Their duties would focus on taking meeting minutes at all meetings including Board Meetings and Regular (weekly) Meetings
          3. Eric B suggested that the Board be allowed to appoint someone without the need for a special election
          4. The group discussed special elections and if an appointed position would be easier to replace should someone leave
          5. Lexie, Scott S, Eric, DL and others discussed if the Secretary should be a voting position or not
          6. DL indicated she is involved with another Board of Directors and they appoint someone to fill in for the Secretary if they are absent
          7. Ron B noted that other Boards he has observed usually approve the minutes of the last meeting before the start of new business
        3. Notice of the Board's Agenda
          1. Charles proposed that under Article 4, Section 3 “Responsibilities - President” that the following be added:
            1. “The President or his designee shall provide the General Membership with a copy of the Board's meeting agenda, via e-mail, to the General Membership no later than one week prior to a regular, scheduled Board Meeting.”
          2. Charles later asked that this item be dismissed
        4. Conflicts of Interest, Disclosure
          1. Charles proposed that under Article 4, Section 2 “Compensation” that the following be added:
            1. “Financial or material conflicts of interest shall prevent Board Members from casting votes where such Board Members would profit or otherwise derive gain from such votes.”
          2. Charles indicated that Board Members should recuse themselves in these situations
          3. Selling shares in the building was cited as one example
            1. Tom explained that the shares the Board had considered buying were from another investor and not from the two Board Members that currently own shares in the building (Tom and Brant)
            2. Also, when members expressed concern about the Board purchasing shares, both the Board and the investor agreed to cancel the sale and wait for further discussion
          4. Tom and Brant both noted that the wording of this suggested section may be too vague and open to interpretation
          5. Dan and Tom noted that members already choose to abstain from votes when they feel it necessary
          6. Tiffany indicated that the Board has acted in good faith so far, but there's nothing in the By-Laws that requires them to specifically
          7. Tony noted that a board member has a fiduciary relationship with the organization and WI law restricts someone with a fiduciary relationship from materially acting in their own best interest at the expense of the organization. He added it's not necessary to write new bylaws to cover this.
          8. Tony offered to forward what he knows to the Board after the meeting and the Board agreed to review it
        5. The Board's Authority - Non-Routine Business
          1. Charles proposed that under Article 4, Section 8 “Authority” that the following be revised to read:
            1. “The Board shall consult the membership in cases of non-routine business such as but not limited to the purchase, donation, or loan of major equipment, reorganization of physical space and its contents, and the use of organization funding. Notification shall consist of notifying the membership via e-mail and at the first available general membership meeting, with a vote taking place at the following (next) general membership meeting. Votes shall be cast in person, or by proxy.”
          2. Tony noted there are vague limitations on what the Board can do on its own and that he had suggested revisions to Article 4, Section 6, Item 6 from 02/17/14.
          3. The phrases “may consult” and “shall consult” were discussed
            1. Right now the Board uses their discretion to consult the membership
            2. Brant noted that we already have a process in the By-Laws for members to petition and overturn Board decisions
            3. Eric B indicated that this is a discussion about trust of the Board really
            4. Robert noted “may” and “shall” is a difference of permanence
          4. A member asked if being a non-profit places any restrictions on the Board's authority in these sorts of situations
          5. Scott S suggested that a cash limit that the Board can work within and anything over that automatically gets the membership involved
            1. Tom informally polled those in attendance
            2. The group indicated by a show of hands what they felt was reasonable
            3. Most everyone was fine with $2000
            4. Only half the group felt $2500 was appropriate
            5. Tom noted that $2500 could be used if we consider enacting a limit
        6. The Board's Authority - Disciplinary Actions
          1. Charles proposed that under Article 4, Section 8 “Authority” that the following be revised to read:
            1. “Action of discipline towards MoMI [members] shall be progressive and confidential. A total of three “strikes” shall be allowed before a member is suspended. A cited (“strikes”) or suspended membership shall have the right to appeal any discipline issued by the Board at the next regularly scheduled meeting of the Board. Unless alleged member conduct violates shop safety, or is perceived as threatening to any member, upon notice of appeal, the member shall retain all rights and privileges consistent with their status as a full member.”
          2. Charles indicated he did not receive due process because he was not given the chance to speak before the Board when he received a warning
          3. Brant noted that members who receive warnings have not broken any laws but have made poor or risky decisions
          4. Tom defended the Board's decisions regarding any warnings issued to date
          5. Tom added that the Board only gets involved when there are acts of serious negligence or the risk of damage or injury
          6. Charles indicated that notice should be given prior to a warning being issued and that warnings should not be made public
            1. Tom asked if the Board should be allowed to terminate a membership after three strikes without the involvement or knowledge of the membership?
            2. Tom indicated that notices are made public to promote transparency, safety and education
            3. Tom cited past experiences where members were not aware of a member's actions and it caused additional problems
            4. Lexie suggested members be given the option to meet with the Board but maybe at the Board's discretion, not in every case
            5. Robert suggested we call it something other than a warning, maybe an incident or event
            6. Tiffany suggested that a single Board Member meet with the member one-on-one then report back to the Board
              1. Tom noted that the past has shown that the membership needs to be informed of warnings and issues
              2. Brant agreed with Tom and added that requiring the Board to meet with a member prior to a warning may prove difficult
              3. Unless the meeting were to take place at a regularly scheduled Board Meeting, it has proven difficult to arrange a meeting with the entire Board on short notice
              4. For clarity and validation, it is necessary to have more than one or two Board Members present for such discussions
              5. Brant also noted that in the past, members who wanted to meet with the Board had asked for meetings and then failed to appear; dragging out the issue and inconveniencing others
            7. DL felt that at the very least the member being warned should find out before the entire group
              1. Brant agreed and said that the Board has already been doing that
            8. Pete asked Charles if he would talk with other concerned members, revise his suggested wording and get it back to us
              1. Charles agreed and said he was looking at the warning system
            9. Dan said that any additional changes should be proposed at a future date and we should focus on what we currently have to revise, not new items
    3. 9:01 - Maker Faire request for storage space (Lance, others)
      1. Briefly noted, no action taken
    4. 9:01 - Member Survey (will be underway by now)
      1. Briefly noted, no action taken
    5. 9:02 - Storage policy revisions (Tiffany)
      1. Tiffany proposed that member storage be limited to a maximum of 100 SF
        1. No single member would rent or use more than 100 SF
        2. This would be inclusive of shelving, vaults, floor space, etc.
        3. The board could consider and approve exemptions to this policy on a case-by-case basis
        4. VOTE: The Board voted 7 to 0 to approve this upper limit with exemptions per Board review
      2. It was also proposed that east room floor space be increased from $0.50/SF to $1.00/SF
        1. Vault hallway floor space would remain $0.50/SF
        2. Vault rental rates would remain $1.00/SF rounded up to nearest $10
        3. West room floor space rental rates were also discussed
        4. Shelves, pallets and lockers would remain the same rates
        5. People currently renting floor space in the east room would be asked to move to the vault hallway
        6. Tiffany indicated that all of the current floor space being rented could be accommodated in the vault hallway once screenprinting and printers are relocated to the east room
        7. Lockers could also be relocated
        8. Matt N asked the Board to do more to organize the storage we already have
        9. Ron B said rental fees were necessary to help pay rent when we first started, but wouldn't be needed forever
        10. No discounts or adjustments for people who have floor space in lieu of a pallet or shelf
        11. A half-pallet or an equivalent shelf would be the smallest unit of storage recognized by the Board from now on
        12. Tiffany and others working on Maker Faire offered to clean/reorganize the East Room
        13. VOTE: The Board voted 5 to 1 to approve this floor rate increase and relocation. Tiffany abstained and Joe voted no.
        14. The new rates will take affect December 1, 2014. This will give members 2 months or more to relocate and prepare.
      3. Brant and others asked that people with carts please label them with their names.
  3. Check on progress of Building Topics/Projects:
    1. 9:15 - Lexie and others suggested that a separate mailing list be created for only announcements
      1. This could help separate important info from discussion/banter
      2. VOTE: The Board voted 6 to 1 to create a new mailing list. Joe voted no.
  4. Check on progress of Member Projects:
    1. 9:17 - 4×8 CNC Plasma Cutter (JoeR)
      1. Parts being fabricated currently
    2. 9:18 - 4×8 CNC Router (SteveP)
      1. Z-axis being worked on
      2. Parts and metals on order
    3. 9:18 - Jeweler's Table (JonH)
      1. Not discussed at this time
    4. 9:18 - Metal Finishing Area (BillW)
      1. Dan J indicated it was coming along
    5. 9:19 - Cube 3D Printer
      1. Pete P asked for proper approval to bring it in and noted it is owned by MoMI and not him
      2. VOTE: The Board voted 5 to 0 to approve the printer be brought in. Joe and Pete abstained.
      3. A small scanner may also be brought in to accompany it
    6. 9:21 - Wood lathes
      1. Bill W and Bob working on the MIDI lathe in the east room
      2. Eric B has a third lathe here
      3. The Board generally agreed to keep all three here for the time being
  5. New equipment/donations:
    1. 9:23 - Matsuura RA-1F CNC Mill (JoeR)
      1. Vote occurred previously on the BOD mailing list
      2. Even with Tom and Joe abstaining the mill was approved
    2. 9:24 - Induction Furnace (Tom G., Bret)
      1. Briefly discussed
  6. Events:
    1. 9:25 - Doors Open (Brant)
      1. Briefly discussed
      2. Brant will send out a notice to the group closer to the event date
    2. 9:25 - Maker Faire
      1. Briefly discussed, no action at this time
    3. 9:25 - Maker Faire After Party (Tiffany)
      1. It was noted that the host makerspace at other Maker Faires usually hosts a party for visiting makers and exhibitors
      2. Tiffany offered to organize and plan this event
      3. It would be Saturday night
      4. The group discussed a budget and asked for a plan
      5. VOTE: Board voted 6 to 0 to approve a maximum $500 budget for this event. Tiffany abstained.
  7. Any topics from members who are present
    1. 9:27 - Raku kiln (DL)
      1. DL asked that Scott S be allowed to bring in his kiln
      2. It would be used in the alley and not indoors
      3. No power or gas would be needed, it burns sawdust
      4. May take up to 8 hours to fire, use, and then cool
      5. The time needed would preclude people from late starts
      6. VOTE: The Board voted 7 to 0 to approve this kiln be brought in.
    2. 9:30 - Rock saw (DL)
      1. Briefly discussed
      2. Tiffany suggested it be located in the Jeweler's Area
    3. 9:31 - Ed C and Lucy noted the 3D Printing Area is getting cramped
      1. Tiffany suggested we consider rearranging the Electronics Lab to help accommodate it
    4. Chris H thanked people who stayed until the end
    5. Steve thanked the Board for their hard work

Board Meeting Agenda for August 21, 2014

Meeting Time: 7pm
Location: Lenox

  • 5 minute time limit per highest-level bullet point.
  • All members are welcome to attend, and non-board members can join the conversation when invited.
  1. Legal/Financial:
    1. Treasurer's Report (JoeR)
    2. Sponsor Maker Faire (contingent on member feedback from survey results)
  2. Policies and Procedures:
    1. Mission Statement (all)
      1. How close are we to being done?
      2. If ready, vote to approve?
    2. By-Laws Revisions (Dan,Brant)
      1. Final wording, changes, etc. ironed out?
      2. If so, can the Board agree to bring it to the members for a vote?
    3. Maker Faire request for storage space (Lance, others)
    4. Member Survey (will be underway by now)
    5. Storage policy revisions proposed, vote needed (Tiffany)
      1. Member floor storage is limited to 100sq ft
      2. Move floor storage to vault hall and tool areas to east room
      3. Include a board approval for exemptions
      4. Alternatives suggested:
        1. Raise storage rates for east room (75 cents or $1)
        2. Then offer vault hall storage at current rate
  3. Check on progress of Building Topics/Projects:
  4. Check on progress of Member Projects:
    1. 4×8 CNC Plasma Cutter (JoeR)
    2. 4×8 CNC Router (SteveP)
    3. Jeweler's Table (JonH)
    4. Metal Finishing Area (BillW)
    5. Cube 3D Printer?
  5. New equipment/donations:
    1. Matsuura RA-1F CNC Mill (JoeR)
      1. Vote needed to bring it in
      2. Tom and Joe to abstain due to conflicts of interest
    2. Induction Furnace (Tom G., Bret)
  6. Events:
    1. Doors Open (Brant)
    2. Maker Faire
  7. Any topics from members who are present
boardmeetingagenda/2014-08-21.txt · Last modified: 2014/09/01 23:10 by branth