In person at Leesburg and virtual (https://meet.google.com/ese-azox-rje)
Attendance: Jim Waldron, Mark Millsap, Jennifer Chu
Discussed items listed in the Canvas on the #rules-and-bylaws-review channel:
1) (Director/Elections) Clarify process to replace a Director
- Added text to Section 4.2 Vacancies of Office of the Bylaws, consistent with what we are currently doing.
- ==> DONE. PROPOSED CHANGE NEEDS TO BE APPROVED BY BOARD
2) (Photos) Update waiver to indicate that members automatically consent to using their photo in the course of makersmiths business.
- ==> The Virginia statute is a little complex. The committee defers to the Board.
- Mark will prepare two reports for the Board to review - one from WA and one from WaiverForever - denoting those who have opted in/out regarding their photo.
3) (BOD voting) - Update the Bylaws to allow "Consent in Lieu" voting by unanimous consent. Directors can sign it through email transmissions and it has the same effect of an action taken at a meeting of the board. Suggestion is that we announce that it was done at the next Board meeting, ensure that the announcement is memorialized in the minutes of the next meeting, and keep the consent among the books and records of the company.
- The current voting process (only during a meeting) is fine the way it is.
- ==> DISREGARD
4) (Committees) In Standing Rules, define standing committees vs ad hoc committees
- Added text to Section 5 Committees of the Standing Rules to define Standing Committee and Member Committees.
- ==> DONE. PROPOSED CHANGE NEEDS TO BE APPROVED BY BOARD
5) (Committees) Updates to Committee and Committee Chairpersons obligations - Standing Rules, Section 5. What should be required from Committees with regard to reporting? Verbal/in writing, monthly? Perhaps requiring a written report quarterly (in specific template to make it less complicated) and oral report at Board meetings is optional?
- The obligations for monthly reporting are already adequately outlined in Section 5 of the Standing Rules.
- ==> DISREGARD
6) (Classes) Address timely submission of reimbursement/honorarium requests
- The treasurer is currently working on drafting policies for review and approval by the Board.
- ==> DISREGARD
7) (Classes) Pre-purchase of class supplies - will Makersmiths front costs of class supplies? Otherwise it's on the instructor to front money which may discourage some Members from teaching. Perhaps a policy on class materials being fronted after registrations are confirmed?
- The treasurer is currently working on drafting policies for review and approval by the Board.
- ==> DISREGARD
8) (Classes) Class fees for members vs non-members - wrote this down but not sure what the issue was.
- The treasurer is currently working on drafting policies for review and approval by the Board.
- ==> DISREGARD
9) (Storage) Amend #9.Storage (in standing rules?)
- Revised text in Section 9 Storage of the Standing Rules.
- ==> DONE. PROPOSED CHANGE NEEDS TO BE APPROVED BY BOARD
10) (Waiver) Insert a clause in Bylaws 6.4. to say that members who haven’t signed a waiver will be subject to suspension immediately
- Revised text in Section 6.4 Admission of Members of the Bylaws.
- ==> DONE. PROPOSED CHANGE NEEDS TO BE APPROVED BY BOARD
11) (Formatting/wordsmithing) Nomenclature consistency (site steward vs facility steward)
- Jim will go through both documents and revise for consistency.
12) (Formatting/wordsmithing) Add numbering to Code of Conduct under Standing Rules.
- Jen revised the numbering.
- ==> DONE. PROPOSED CHANGE NEEDS TO BE APPROVED BY BOARD.
Action Items
- Jim will go through both documents and revise nomenclature for consistency (site steward vs facility steward).
- Jim will consolidate all proposed edits to both documents to have a clean set of edits for review at the next committee meeting.
Next meeting - Monday, September 9 at 6 pm at the Leesburg space and virtual