Board:13 Jan 2011

HeatSync Labs Non-Profit Organization
Board of Administration
Open Session
January 13, 2011
7:00p.m. to 8:30p.m.
Location: Gangplank 260 S. Arizona Avenue Chandler, AZ 85225

Board Members Attending (Alphabetical by Last Name)

Will Bradley
Jose Diaz
David Huerta
Jeremy Leung
Jacob Rosenthal
Joyce Tang (late)

A reminder, all issues for consideration must be provided to the Secretary in written form at least 7 days prior to the necessary posting date for that meeting. Any written materials distributed to the Board in connection with this agenda will be made available at the meeting location located at the address at or just prior to the meeting.

Call to Order and Roll Call

Jeremy Leung call to order 7:09
Jacob Rosenthal acting secretary, Jeremy acting as chairman, vote will be voting, discussion 1 min per person, counterclockwise, for amendments request people write down amendment and forward to acting secretary, David Huerta timekeeper

Members Present:
Corey Renner
David Uhlman
Zach Giles

Guests Present:
Pro Bono Lawyer (Emily)
Raymond Gage

Comments From Members

At this time Members whose dues are in good and current standing shall have an opportunity to comment on any item relevant to the subject matter jurisdiction of the Board. This opportunity is non-transferable and speakers are limited to a single one (1) minute comment.

• David Uhlman - Asks for Jose to comment on absent laser cutter donations from 2010 financials
• Corey Renner - In favor of Wills motion to push member minute in front of topics

Director Report

Each board member has 2 minutes to report on the status of their office. Please email details of this report to the secretary if relevant to aid in meeting minute note taking.

Champion: Jacob

Lease, terms, etc:
There is no lease nor will there be a lease for HeatSync at Gangplank. Firstly, GP's mission statement includes the need to put relationships over formality. Secondly, GP sees us as an anchor company here, and no other anchor company is given a lease either.

Back Door Entrance:
The back door has never been available to us for regular entrance and remains unavailable to us. The first person to enter may use it as a method of unlocking the space, but it is not to be used as an entrance otherwise. If we have need of the bay door it is recommended to call someone on inside to the bay door.

Who do our members report to, respond to in the GP staff, community:
Any member of Gangplank, inclusive of members of HeatSync, are encouraged to discuss disputes personally with other community members. To that end we should expect Conrey, Katie, or any other gangplank member to do so with us and we are encouraged to discuss our disputes individually with any other GP community member.

Current state of GP Second Building:
The current status of the next door space, and by extension our ability to expand into our previously discussed location of in front of the bay door, is between 3 and 6 months away, still held up in paperwork with no real date of initiation or completion.

Future of HSL in Gangplank:
In trying to align our futures GP asked where we see ourselves in 2 years to which we replied a space at least the size of the current Gangplank Space. Given that goal and trajectory, GP doesn't feel like our current path of growth is accomadatable by their space (2 years) without changes in our organizational goals, which they would never ask us to make.

ON laser cutter build out:
This is held up by previously mentioned hold ups to next door build out, and we currently have no guarantee we will be built out and prepared to house our new laser cutter in ~1 month when it arrives. Further there is no current eta on when that conversation can happen locking in that date.

Treasurer: Jose Packet enclosed, 2010 Year end Summary and purchase approval form submitted prior to purchase, Champion and Treasurer must approve Laser cutter funds 8425.70 transferred within this past week pushing that to 2011 income

Marketing/PR: Joyce Need to work on better marketing/branding of HSL, working to create committee to do so

Editor: David H Last minute promotion requested for upcoming workshops Blog post for intel/nokia meego takeover event coming, needs confirmation on that

IT: No report

Approval of the 21 December 2010 Meeting Minutes.

Unanimous consent

Old Business

Committees that promised to present information for the board, motions that were tabled, etc.

Huerta, David - Presents that a committee was formed consisting of Paul, David Huerta, and Jeremy Leung. They have decided to propose an amendment to the previous motion which will be presented by David under new business. If this amendment passes the committee will be writing the new rules to adopt and then report to the board at the next meeting. Paul Hickey, David Huerta, Jeremy Leung make up committee. Accommodating more flexibility in way that write rules, not necessarily 10, but whatever it takes, more or less

Leung, Jeremy - Update on movement on invoicing of a laser cutter per the information presented in report titled "HeatSync Labs - Laser Cutter Acquisition Options” Invoicing direct with XYZ technologies as soon as money transfers from amazon and will proceed with purchasing

Shepard, Matt - Present findings from committee formed to create guidelines and policies for the workspace.

• Not present, Will bradley speaking to that topic
• Matt Shepard, Drea Young, and Will Bradley make up committee
• Nothing ready to present yet, but will be posted to board mailing list for perusal.

New Business

Motion 1

Shepard, Matt – Motion to adopt the suggested guidelines for workshop/lab safety as created by committee.

• Discussion, Jeremy motions to table motion until guidelines are presented to board
• Will seconds tabling

Vote to table motion, unanimous consent.

Motion 2

Bradley, Will – Motion that non-board members still only get one minute to speak at a board meeting, BUT with one important change. I would like to have the option to have my one-minute EITHER at the beginning, OR during the discussion of one of the board's topics of my choice. I would suggest that the member has to choose at the beginning of the meeting which topic they would like to speak to.

• Jeremy would like table this motion as it should be covered by existing committee
• David H - Wants to input as complete package as part of committee
• Will - will email copy to david to be included into committee, seconds table

Unanimous vote, Passed.

Motion 3

Young, Andrea (as presented by Leung, Jeremy) – Motion to convene official board meeting once a month, on the 2nd Thursday of the month and to convene operations/administrative meetings on the 4th Thursday of the month.

• Jeremy, mentions operations would not be an official meeting (no minutes, etc)
• Jacob - agree with the sprit that this will be part of a bigger restructure
• Jose agrees
• David Huerta - wants more specific definition of what operations would entail before he could vote for it
• Will Bradley - yeilds for more information of intent
• Jeremy Leung comments - Board falls under outcome of Roberts Rules committee that is currently working, Operations more like our previous style meetings

Motion to extend 2 more minutes by will and seconded by jeremy and unanimously passed

• Will - create amendment “Motion to convene official board meeting once a month, on the 2nd Thursday of the month and to convene non-official, non board meetings on the 4th Thursday of the month.”
• Jacob - thinks of the non official meeting as ‘staff meeting’ pushing operational details to the ‘non official’ meeting and vision to the ‘board’, reducing overhead
• Jose agrees with david more info needed, wants to define more what agenda would be for each meeting
• David H - likes idea, but rewording of name of meeting is not enough to make that distinction
• Will - regardless of wording we all accept intent, if not wording, supports either amendment or original motion

Calling motion to amend to unanimous consent of, object from David H

call to vote Jacob - yay, joyce yes, jose yes, david h - no, will - yes, jeremy l - yes

• Amendment of original motion passes

call to vote amended motion, unanimous consent called, David H objects Jacob - yay, joyce no, jose yes, david h - no, will yes, jeremy l -yes

• Motion passes

Motion 4

Huerta, David - Motions to amend decision from previous meeting which read as: "10 Rules of Robert’s Rules for the conducting of board meetings as arbitrated by the Secretary and Champions. as selected by an exploratory committee as selected by the Champions to be established and announced at the succeeding board meeting." And replacing that with: "To adopt a subset of rules derived from Robert's Rules of Order as arbitrated by the Secretary and Champions as selected by an exploratory committee as selected by the Champions to be established and announced at the succeeding board meeting."

• Small change, decisions remains the same except no longer bound by specifically an exact number of rules, but flexible for however many rules are needed from Roberts Rules of Order
• Discussion skipped
• No objection to unanimous consent, motion passes

Motion 5

Rosenthal, Jacob - Motions to create committee to build list of needs for organization and investigate current real estate prices throughout valley in preparation for possible HeatSync Labs HQ move.

• More important than ever since GP meeting
• called to unanimous vote, motion passes

Motion for Adjournment

vote unanimous consent, passed, meeting ends at 7:52