2025-12-17 Meeting of the Board of Directors 

Contents

Time and Location: 

Call to Order: 

Approval of Prior Minutes. 

Consent Agenda. 

Officer Reports. 

Committee Reports: 

Unfinished Business. 

New Business. 

Open Discussion. 

Closed Session. 

Adjournment 

Time and Location:

Makersmiths Leesburg Lower Classroom and on-line

7pm ET, Virtual Meeting at https://meet.google.com/cih-ehxi-wbc

Call to Order:

Meeting called to order by Evin Grano at x:xxpm.

Approval of Prior Minutes

2025-9-27 Meeting of the Board of Directors

Motion by xxx to approve prior meeting minutes

Second: 

Vote:   

Consent Agenda

Any Board Member may make a motion in the Consent Agenda.  The purpose of the Consent Agenda is to propose motions that have been discussed by Board Members in advance and/or are expected to pass without objection.  If the item does not fit this description, it should be proposed in New Business. Discussion of Consent Agenda items should be done via Slack prior to the meeting.  Any Board Member present at the meeting may request that an item be moved from the Consent Agenda to New Business.  The motions in the Consent Agenda (after any items are moved to New Business) may be passed as a group if there are no objections.  Any motion that requests spending $250 or more must include a section on "Relevance to our tax exempt purpose".

CA1: Appoint Dana Eddy as UV Printer Co-Steward (Bo)

Issue: A new steward would like to help out with the UV printer as one of the previous co-stewards is stepping down

Solution: Appoint Dana Eddy to replace Jesse as Co-steward with Diane Bollinger

Relevance to Tax Exempt Status: None

Motion: Move to appoint Dana Eddy as co-steward for the UV printer.

CA2: Election for new Director (Jim)

Issue: We have an open Director seat.

Solution: In accordance with our Bylaws and Standing Rules, announce the opening at the next member meeting (January).  Nominees will address the membership at the following meeting (February) after which voting will be opened.  Results of the vote will be announced at the March meeting.

Relevance to Tax Exempt Status: None

Motion: Move to announce Election for a new Board Member at the next Member meeting.

Officer Reports

Chairperson:

Secretary:

Despite requests, some Committee Reports are not being submitted.  I am attempting to work with these Chairpersons.

There was 1 Consent in Lieu item.  Fast turn to order network gear for the MS-P lower building due to Miter not renewing their corporate membership.  It passed.

Treasurer:

Budget for 2026 was produced and forwarded for action at this meeting.

Financials

President:

Committee Reports:

Membership Committee (Ken Fuentecilla)

Marketing Committee (Vacant)

Leesburg Facility Committee (John Carter)

Nothing to report.

Purcellville Facility Committee (Dave Painter)

BIG NEWS
After a ridiculously long and contentious Purcellville Town Council meeting the council finally voted to approve the replacement of the roof on the lower building and replacement of the leaking panels on the upper building. This is a process that started last spring!

During the Dec. 6th work day.
Replaced broken/missing clear plastic panels on air compressor sheds for both upper and lower buildings.

Emptied dust collector bags and replaced the broken one and cleaned up the mess left by the broken bag.
Installed 2” rigid foam in both large louvered vents in the kiln room.
Replaced defective door knob on door between kiln room and wet room in Ceramics dept.
Began installation of new Miter saw. This turned out to be a bigger job than anticipated as Dewalt made some changes to the design of the saw which will require a deeper dust collection box. Work is ongoing.
Jim Waldron replaced the defective heating elements in the large kiln along with the dodgy contactors (relays).
Jim also got the small kiln up and running. And has run successful tests with it.
In process
The mini-splits for the lower classroom and the ceramics shop have arrived but we are still waiting for the installation kits that go with them.
Electrical work  for the donated mini split is already done and although bigger than needed it can be used for one of the new units.
New electric will need to be installed for the second mini split and we need to source a breaker of the proper size as we don’t have one.
In last months report it was noted that permanent arrangements for cutting the grass and trimming weeds around the buildings and along the driveway would need to be made. I have heard no feedback from the board

It is very important that when we look at renewing the lease in Purcellville that we insist on clarifying the clause about ‘maintenance.” As the lease is currently written Makersmiths is responsible for “all maintenance” in the buildings. This is commonly understood to mean that we are responsible for routine maintenance in and around the building, not repairs to the structure itself.  Town Council member, Mrs. Khalil, who stated that she has extensive experience with real estate and rental agreements interpreted this to mean that WE are responsible for repairing/replacing the 60 plus year old roofs and by extension replacing the doors on the back of the lower building.
Presumably her interpretation could also be expanded to include repaving the parking lot, repairing the fence around the property and goodness only knows what else. Happily, cooler (and more logical) heads prevailed and four council members voted to repair the roof leaks while three sided with Mrs. Khalil and voted not to. We need to remember this when it comes time to renew the lease in 2026

Scheduling Committee (Jennifer Chu)

Report received 12/12.

IT Report

Newsletter Committee (Meaghen Flynn - pending)

Newsletter went out December 4^th.

Grant Committee (Jim Waldron)

Our grant request to Dominion Power was not granted.  No reason was provided.  (But, I suspect we were passed over as they already do significant funding of KidWind.)

Canva has seen some significant adoption.

Standing Rules Committee (Jonathan White)

No report received

Finance Committee (Mary Waldron)

No Finance Committee meeting.  Nick Leshock and the Treasurer presented the 2026 proposed budget with options at the November Board meeting.  The Board held a working meeting to review the proposed 2026 budget with 3 Board directors present.  The suggested changes included:  increase President's Discretionary Fund to $100 per month, increase the Emergency Fund to $2000 per year, add funds to Stained Glass maintenance budget, Welding steward would provide a revised Welding consumable and maintenance budgets as there appears to be duplicate items, remove funds from tax attorney account, Steward of UV printer, sublimation and BN2-20 would move maintenance items from consumables to maintenance budgets.  The Treasurer revised the 2026 proposed budget per these comments and included the options: outsourcing QuickBooks to a professional accounting service, removing some of the equipment/consumable fees, adding $100 per shop for minor tools/improvements.

Unfinished Business

 OB1: 

Issue: 

Solution: 

Relevance to Tax Exempt Status: 

Motion: 

Second:

Vote: 

New Business

NB1: 2026 Budget (Jim)

 Issue: 2026 Budget

Solution: With involvement of our Members, Stewards, Treasurer, Bookkeeper, and Directors, the 2026 Budget has been created and is presented for approval.  Special recognition to our Treasurer and Nick Leshock who prepared the materials and consolidated the results.

This Budget results in a net positive cash position at the end of 2026.

Income and base expenses (rent, power, water, internet, etc) were based on current year to date actuals and projected into the new year.

Miscellaneous expenses (postage, taxes, fees, landfill, supplies, etc.) were generally projected lower based on 2025 actual spend.

The President's discretionary fund budget was increased from $900.00 to $1,200.00

Consumables and Maintenance from all Shop Stewards were as requested with the exception of those few Stewards who budgeted emergency contingency funds.  We have an Emergency fund (Equipment fund) from which emergency repairs are drawn meaning that individual shops to not need to allow for this contingency.

Machine use fees and supplies will be removed except for those machines with high expense consumables (UV, BN2-20, Sublimation, Clay).

Each of 27 Shop Stewards will be allowed a $100 miscellaneous funding to accommodate micro-purchases without Board approval.

As we can no longer designate a specific donation dollar value (i.e Snack Donation $1), we will move to un-enumerated donation requests and limit snack net to under $1,000.00 to avoid Unrelated Business Income Tax (UBIT).

We will need to collect Sales Tax in 2026.  In order to facilitate this and to take care of general basic accounting work, we will contract with an accountant to assure that our Sales Tax is correctly collected, recorded, reported, and all reports and remittances are made to the state in a timely and accurate manner.  Accountant will also take care of some basic posting and reporting tasks.  The Treasurer will still monitor the budget and expenses, approve purchases, report to the Board, and handle other high level activities (remittances, the bank, fund investments, approved projects, etc.).  Our Bookkeeper will continue to issue checks as needed to meet our monthly and non-recurring payments.

This Budget meets all of our obligations, funds our Equipment Reserve and Capital Building Funds, funds our Shops at Steward requested levels, and results in positive cash flow and net positive 2026 net retained earnings of approximately $10,000.00

This is a Budget, and therefore a projection and guide for 2026 spending.  We do not expect to hit these numbers perfectly.  We do expect there will be adjustments and changes as we go through the year.

Relevance to Tax Exempt Status: None

Motion: Move to adopt the 2026 budget as presented.

Second: 

Vote: 

NB2:  IT Capital Investment (Jim for Rob)

 Issue: Upgrade outdated IT infrastructure.

Solution: Considering IT recommendations as outlined in the IT Capital Investment Proposal - Incremental workstation refresh (excepting the IT Capital Investment Proposal - Purcellville Lower Building Networking), accept Recommended - Solution #1.  

Technology rushes ever onward and in order to accommodate tools and application with ever expanding demands we need to provide the infrastructure capable of meeting those needs.

Relevance to Tax Exempt Status: None

Motion: Move to adopt IT Capital Investment Proposal - Incremental workstation refresh Recommended - Solution #1.  Expenditure of $3,400.00 (slightly more than the $3,073.00 to accommodate any price shifts since the proposal submission) to be drawn from the Equipment fund.  Expenditure to be completed by March 30 2026 with any remaining funds returned to the Equipment fund.

Second:

Vote: 

NB3:  Frame Shop Reimbursement (Johnathan)

 Issue: At the November BOD meeting, the Frame Shop Maintenance Budget was underspent by $413.37 YTD.  There are excess budgeted funds for maintenance that can be utilized for a small improvement to the shop.

Solution:  Approve purchase of a table for the mat cutter to come from the Frame Shop Maintenance Budget for no more than $50.00 to be spent by 12/31/2025.  The $50 for this table was already spent by Dawn Martin.  The table has been in place for a few months and funds and have been approved through the maintenance budget to add casters to the table.  This motion is basically just to reimburse Dawn.

Relevance to Tax Exempt Status: None

Motion: Move to reallocate $50.00 from the Frame Shop Maintenance Budget to a newly created Frame Shop Improvements Project, to be spent by the stewards before 12/31/2025.

Second:

Vote: 

Open Discussion

3D Printer Shop.

Executive Session

Adjournment

Meeting adjourned by Evan at x:xx  P

Next Board Meeting will be January 28th.  Seasons greetings !