Board:11 April 2013 Meeting

Heatsync Labs 2013 Board Meeting Agenda

Location

Heatsync Labs

140 W Main St

Mesa, AZ 85201

Announcements

Last year a decision was made to only run meetings once a year.

Members can call meetings anytime.

Best method is HYH.

Call to Order

• Start Time: 7:16PM, 2013-04-11

Roll Call

• Will Bradley, Operations Managers
• Timothy Gerrits, Champion
• Paul Hickey, Secretary (remote)
• Jeremy Leung, Champion
• Marita Ogden, Treasurer
• Chad Stearns, Treasurer

Guests

• Brian Aday
• Austin Kipp
• Alisa Parsons
• Nate Caine
• Tim

Comment from member:

Brian Aday: Questions why bylaw changes didn’t get voted on in HYH

Paul: Repeated the amendments section of Bylaws

Will, Jeremy: Both agree it isn’t in the spirit of HSL, but is appropriate by rules of the current bylaws and historically. Appreciate suggestion, good idea.

Jeremy: Mentions git hub repository, says it can track changes.

Chad: Urges movement on the Agenda

Jeremy: On each proposal Jeremy will ask for consent, if it isn’t given, then discussion will commence

Old Business

• None

New Business

Officer Reports

• • Champions
    • Tim Gerrits
      • Events over the past few months have been good, HackPHX was a good event. Impressed with Treasurer’s clean up of financials. In general impressed with how the lab has been in order, supplies, infrastructure. Volunteers and elected leadership structure is working.
    • Jeremy Leung
      • Been happy to see things like HackPHX, glad to see outreach to the community. The event tested bounds of current location, and have it see peak of use. Lease is ending in about 1 1/2 months. June 1st is renewal time for lease. From the current community, some people mentioned upgrades were needed for the location. Not seeing strong push to look for locations. Have gone with JR to couple locations. Wants to see more of a call from the community if it is actually wanted. Since we only have a month left, have been working with landlord to figure out a way to stay, negotiate a lower rent and a new lease. Is going to post of up numbers from couple different options to get discussion going of stuff we have to do to stay in location. Someone has to put in a location package. Prior to that wants to discuss with community. Look closely at the numbers, and discuss if we are going to stay in this location. Do have current numbers for different terms and monthly payments depending on different scenarios. The vote will come up and will have to be brought up at board meeting. Still waiting to hear back from landlord to get more numbers. Wants to have it in before next month and special meeting will have to be called. Urges all board members to look at list of stuff that is discussed before election and look at things community was asking for, and what we want from our positions. Nice to look at accomplishments from previous year.
  • Treasurers
    • Marita Ogden
      • Chad did great job summarizing. Was working on insurance this month. Large expenditure. Concerned with lack of formal vote. A lot of money spent, but was a necessity so it was paid. Might want to put together budget, instead of spending it in an adhoc fashion.

• Chad Stearns

• • Showing 2012-2013 finances; balances started at about $6000 and ended at about $10,000.
  • Had positive donations, withdrawals are from buying supplies. Have a few hundred bucks at most for supplies. March, Nate bought tap and die set. In march we were spending money on... (Shows amounts paying for the month).
  • Over view of last year. Rent happens every month. Bought computers in June, loaded credit card for supplies in june. November spent money on tig welder and cnc mill. Want more financial info
  • working with Nate and Austin to get a calculation of how much money we have, when was elected, part of platform was looking for new sponsors. Looking to do that in the future. Want to bulid a plan.)
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  • Operations Manager-Will Bradley
    • Not much, one of the initiatives is IT stuff and CTF stuff. Lucky to have people from outside the community to run CTF stuff. Lucky to have donations from the community, Honeywell and Will’s former employer. Recently ran awesome hackathon with HackPHX crew and really proves our spaces ability to handle events and the volunteers around that. Talk about moving into spaces and looking around, members have been great.
  • Secretary-Paul Hickey
    • Busy lately, but recently been working on scanning and making documents accessible, such as insurance info, etc. Improving documentation.

Motions

BYLAW CHANGES: (WILL BRADLEY)

• • Douments up at git hub

• s?.?

*Treasurer*: The office of Treasurer shall be responsible for managing financial assets and liabilities and collecting membership dues, donations, and other revenue.

ADD:

This office may be occupied by multiple officers, the total of which may not exceed two. Each officer will receive a full vote on the Board of Directors.

DISCUSSION:

• • n/a

VOTE: PASSED

• • • Unanimous consent

• REMOVE s4.3 REGARDING MEMBER RIGHT TO ACCESS EQUIPMENT

DISCUSSION:

• • • Nate: Comments on improper formatting of agenda.

VOTE: PASSED

• • • • Unanimous consent

• LET STAND s4.2, AND ACKNOWLEDGE THAT ALL "MEMBERS" INCLUDING $25/MO HAVE A RIGHT TO VOTE FOR THE BOARD

DISCUSSION:

• • • Asking for acknowledging adjusting bylaws to get inline with HYH
    • Brian Aday: Mentions that 25 dollar memberships might negatively impact revenue
    • Will Bradley: HSL has changed in recent years. Based on community discussion, shouldn’t codify lack of rights

VOTE: PASSED

• • • • Unaminous consent

• AMEND s4.6 FROM:

Members may accompany guests in areas designated for HSL membership, however, guests may not access or operate HSL-owned equipment designated for membership use unless said equipment has been loaned to a partnering organization that the guest is member of.

TO:

Members may bring guests to HSL and guests may use HSL tools, however all parties involved must have completed a liability waiver and all guests must be adequately supervised by the member who brought them.

DISCUSSION:

• • Nate Caine: End says guest must be supervised. Received negative feedback from trying to enforce supervision of guest.
  • Will Bradley: Agrees with definition. When someone opens doors then person takes responsibility for guest. Responsibility lays on paid members who lets a guest in. Whoever unlocked the door is responsible for guests even during open hours,
  • Nate: Rule isn’t enforced.
  • Will: Reiterates whoever opened the door is responsible for guests even for public hours
  • Nate: If it is true, then the person who opened the door is responsible for guests
  • Will: New members are trained on opening procedures and responsibilities.
  • Tim: Brings wording into what we have been doing, allows guests to use equipment. Descriptive of current state.
  • Marita: agrees
  • Will: will further explore issue and enforcement.
  • Jeremy: if you do have statements then put the issues up on git hub and get more discussion.

VOTE: PASSED

• • • Unanimous consent

• AMEND s2.8 FROM:

An officer of the Board of Directors may be removed from office by the unanimous vote of the remaining officers in a Board of Directors meeting if it the officer in question is found to be in violation of the bylaws, fails to fulfill office responsibilities, or is found in breach of the laws of Maricopa County, the State of Arizona, the United States Federal Government, the Geneva Convention, or the United Federation of Planets.

TO:

An officer of the Board of Directors may be removed from office by the unanimous vote of the remaining officers in a Board of Directors meeting, or by a majority vote of all dues-paid members. A special election must be held within 60 days to elect a replacement according to normal election procedures.

DISCUSSION:

• • Tim: Clarifies that majority of ALL dues paid members have to vote to be removed.
  • Will: Because bylaws were written when current board members are in, need to allow membership to remove a board members. has to be more than 50% of membership body. Lot of ways board member is unfit, if you anger the rest of the board or 51% of the community then you probably aren’t a good fit.
  • Brian: asks if there is any legal requirements of wording in bylaws.
  • Jeremy: Is in requirements of state laws, so would be redundant.

VOTE: PASSED

• • • Unanimous consent

• AMEND s1.2 FROM:

The purpose of HeatSync Labs (herein referred to as “HSL”) shall be to provide a physical environment for the discussion, planning, and construction of collaborative endeavors in the application of technology as well as technological expressions of artwork.

TO:

The purpose of Heatsync Labs (“herein referred to as “HSL”) shall be to provide a physical space for members and the public to work on projects (especially projects involving physical creation) and to facilitate relevant education, discussion, collaboration, and planning.

DISCUSSION:

• • Will: When first wrote bylaws, wasn’t critical to mission. Doesn’t feel like it fit us when we developed our own space.
  • Jeremy: old statement was limiting and feels like new wording is more descriptive

VOTE:PASSED

• • • Unanimous consent

• AMEND s5.2 FROM:

In order to establish a welcoming social atmosphere, no member shall derogate, harass or otherwise troll another member during HSL functions, although civil debating over technical issues or the merit of works of science fiction is welcomed.

TO:

In order to establish a welcoming, safe, and productive workspace, nobody shall derogate, harass or otherwise troll others while participating in HSL activities whether physically or online.

Be aware that harassment commonly includes, but isn't limited to: language which offends another (especially when related to gender, sexuality, appearance), as well as public sexual imagery, deliberate intimidation, stalking, following, harassing photography or recording, disruption or distraction, inappropriate physical contact, and unwelcome attention.

Harassment may be subjective, but what's important is that all participants feel that HeatSync is a safe and productive workplace; if you are asked to stop, please graciously and promptly stop. If you feel the need to discuss this policy or your actions, please do so privately with a member of the Board.

DISCUSSION:

• • Chad: feels like it is a waste of time to put into bylaws, feels that membership should be responsible for their own actions and feels we would take responsibility
  • Marita: Says that we should draw a line and say that we should codify where the line is drawn
  • Austin: Feels that it should be put in
  • Chad: If we do decide that we need something in there, doesn’t feel like we should put it’s current format
  • Marita: Doesn’t feel like harassment is defined.
  • Will: Just to re-emphasize rules
  • Chad: Feels like we shouldn’t give advice on how to act, why isn’t it somewhere else?
  • Austin: Good idea to have a vague statement and then gives examples. Harassment isn’t necessarily just subjective
  • Brian: Points to discussion of making rules or suggestions.
  • Will is willing to amend.

  • MOTION TO AMEND TO:

In order to establish a welcoming, safe, and productive workspace, nobody shall derogate, harass or otherwise troll others while participating in HSL activities whether physically or online.

VOTE: PASSED

• • Unanimous consent

VOTE ON AMENDED MOTION

• • • TIm: Original wording is better than previous wording, doesn’t feel it is necessary to change it if it isn’t good.
    • Marita: Agreed liked old wording, but new wording supports mission of working atmosphere.
    • Tim: There is a better revision of this.
    • Paul: Feels that amending the motion isn’t good for these board meetings and should just vote no on it.
    • Chad: agrees

MOVE TO TABLE: PASSED

• • • • Unanimous consent

• AMEND s5.3 FROM:

Violation of the Code of Conduct shall be reprimanded at the discretion of officers of the Board of Directors present at the location and time of violation.

TO:

If anyone engages in harassing or unexcellent behavior, members of the Board of Directors may take any action they deem appropriate, including warning the offender, banning, and revocation of membership without refund.

If you are being harassed, notice that someone else is being harassed, or have any other concerns, please ask the individual to stop, and contact the activity organizers and/or a member of the Board of Directors immediately. Please allow adequate time for a response before publicizing the issue.

DISCUSSION:

• • Will: Board has unclear recourse for dealing with offending members, as exampled by Cell Cubby.
  • Alisa: Only issue is that board member is given too much power.
  • Marita: Questions allow ability to ban or revoke membership
  • Alisa: Is concerned with power given. Wording allows abuse.
  • Tim: Agrees with Alisa’s sentiments but board member should be able to act immediately.
  • Alisa: Feels like all members should be able to ban or revoke members
  • Nate: Feels like it should be tabled along with other motions. Feels like the revised version could say that Board member could suspend membership to go to membership to revoke membership
  • Tim: Agree that there should be a suspension of rules. Likes that process is there to empower people to take care of it
  • Alisa: Agrees with spirit that it is clear that board members and members can act quickly. Makes note that everyone was nodding during Nate’s

Adjourn

Motion to adjourn: Passed

• End: 8:42PM, 2013-04-11
  • Unanimous consent
• Paul: Process of meeting should be meeting should be streamlined and will be making a committee
• Tim: Do the changes have to be given to the state? Changes should be presented to HYH
• Will: Tabled discussions need to go to HYH and online