All: Please review and advise me of any suggested changes. Thx.
Scott
A meeting of the Board of Directors of the Corporation was held on January 16, 2010 at Doug Robinson's office in Durham, NC. The meeting started at 2:00 pm and ended at 5:30 pm.
The following BOD members were present: Stuart Nelson, Scott Miller, Rob Payne, Doug Robinson, Travis Porter, Tracy Pardue, and Scott Smith.
The following chronicles the items discussed during the meeting:
1. Update on 501(c)3 status (Doug Robinson)
2. Changes to the by-laws required for 501(c)3 submittal
3. Proposed conflict of Interest policy required for 501(c)3 submittal
4. Changes to terms of Directors
5. Elections and changes to voting guidelines
6. Farewell dinner for David Fenton (DavidF)
7. Use of the BOD forum – not appropriate for proposing or approving changes to the by-laws
8. Fundraising
9. Picnic location
10. Klingspor’s “East” event
11. Moderators – Feedback and proposed new conference call
12. WONC gallery proposal
13. Wood sales policy
14. Goodwill Lathe transfer
15. “About NCWW” thread on website
6.1.5. Beginning in 2010, the term of office for three Directors shall be approximately thirteen months beginning on the first day of the fiscal year and lasting until one month after the first weekday of the next fiscal year and the term of office for the remaining four Directors shall be approximately two years one month beginning on the first weekday of the fiscal year and lasting until one month after the first weekday of the fiscal year two years after the election. All subsequent terms will be for two years, with the terms of the Directors staggered so that three or four seats on the Board of Directors are open for election each year.
Revised 5.5.3 proposal:
The voting process will be the same as described in Section 5.3. Each eligible Member will be entitled to the same number of votes as there are seats on the Board of Directors to be elected and may cast no more than one vote per candidate. The elected Board of Directors will be those candidates that receive the top numbers of votes down to the number of seats to be filled as Director.
There being nor further business to come before the meeting, the meeting adjourned at approximately 5:30 pm.
Submitted by:
___________________________________________________
Scott Smith
Secretary
North Carolina Woodworker
Scott
MINUTES OF BOARD OF DIRECTORS OF
NORTH CAROLINA WOODWORKER, INC.
A meeting of the Board of Directors of the Corporation was held on January 16, 2010 at Doug Robinson's office in Durham, NC. The meeting started at 2:00 pm and ended at 5:30 pm.
The following BOD members were present: Stuart Nelson, Scott Miller, Rob Payne, Doug Robinson, Travis Porter, Tracy Pardue, and Scott Smith.
The following chronicles the items discussed during the meeting:
1. Update on 501(c)3 status (Doug Robinson)
2. Changes to the by-laws required for 501(c)3 submittal
3. Proposed conflict of Interest policy required for 501(c)3 submittal
4. Changes to terms of Directors
5. Elections and changes to voting guidelines
6. Farewell dinner for David Fenton (DavidF)
7. Use of the BOD forum – not appropriate for proposing or approving changes to the by-laws
8. Fundraising
9. Picnic location
10. Klingspor’s “East” event
11. Moderators – Feedback and proposed new conference call
12. WONC gallery proposal
13. Wood sales policy
14. Goodwill Lathe transfer
15. “About NCWW” thread on website
- The discussion started off with Doug providing an update on the status of the 501(c)3.
- The BOD reviewed the recommended by-law changes and unanimously approved them.
- The BOD reviewed the proposed conflict of interest policy and approved it. The BOD approved the Minutes of the BOD related to the aforementioned policy and by-laws changes.
- The BOD discussed staggering the terms of the Directors, so as to minimize disruption to the operations of NCWW that may be caused by a complete turnover of the BOD, especially the treasurer’s position. The BOD discussed modifying the term of office for the directors to be two years instead of one year. The BOD agreed that after the next election, on a one time basis the BOD would decide amongst themselves that three of the BOD members would only serve one year, and four would serve two years, thus starting the staggering of terms so that future BOD members would be elected four one year, and three the following year.
6.1.5. Beginning in 2010, the term of office for three Directors shall be approximately thirteen months beginning on the first day of the fiscal year and lasting until one month after the first weekday of the next fiscal year and the term of office for the remaining four Directors shall be approximately two years one month beginning on the first weekday of the fiscal year and lasting until one month after the first weekday of the fiscal year two years after the election. All subsequent terms will be for two years, with the terms of the Directors staggered so that three or four seats on the Board of Directors are open for election each year.
Revised 5.5.3 proposal:
The voting process will be the same as described in Section 5.3. Each eligible Member will be entitled to the same number of votes as there are seats on the Board of Directors to be elected and may cast no more than one vote per candidate. The elected Board of Directors will be those candidates that receive the top numbers of votes down to the number of seats to be filled as Director.
- BOD elections. The BOD provided the Secretary with feedback regarding the election period, and all concurred that the election should last for 2 weeks prior to the picnic (with votes being accepted up until a time TBD on the date of the picnic), with the nomination period of 3 weeks prior. Proposed nominations would open on April 1, 2010.
- The BOD agreed that NCWW should host a farewell dinner for member DavidF, who will be moving back to England in May.
- The BOD agreed that no motions shall be made or voted on via the BOD forum on NCWW.
- Frequency of Fundraising. The BOD debated adopting 2 versus 3 fundraisers annually, and decided to start with two and poll the members at the picnic (anonymous poll) as to 2X versus 3X times. The BOD agreed to stick with two raffles annually.
- The BOD discussed picnic location; Scott Miller has the lead and will check out various locations that will allow us to conduct transactions and demos with vendors.
- Travis mentioned that Coleman from Klingspor raised the subject of having a “Klingspor’s East” extravaganza type event that was NCWW centric. The BOD liked the idea and agreed to discuss further options.
- The BOD discussed feedback from Woodartz Moderator regarding confusion concerning moderations policies. Doug and Scott S met with Bob (Woodartz) and cleared up some confusion regarding moderation policies, and clarified that the Board’s comments regarding “relaxation of the moderation policy” strictly referred to moving away from pre-emptive moderation practices. The BOD discussed an idea that came from that meeting – namely hosting a monthly “Moderators Conference Call”, and Tracy agreed to take the lead on establishing the call. Doug agreed to participate on the calls as corporate president.
- WONC gallery approached Doug regarding establishing a professional affiliation. The BOD discussed pursuing this if WONC would extend some type of benefit (such as commission or membership discounts) to NCWW members. Doug will pursue this with WONC.
- The BOD agreed that wood sales should be posted in the Wood section, as opposed to the classified section.
- The BOD agreed that it was about time to transfer the goodwill lathe.
- Rob suggested that we establish an “About NCWW” section to allow new members a place to go to learn more about the site. Sections including history, FAQ, about DQ, etc.
There being nor further business to come before the meeting, the meeting adjourned at approximately 5:30 pm.
Submitted by:
___________________________________________________
Scott Smith
Secretary
North Carolina Woodworker
