January 2015 Annual Meeting Minutes
- Current Board members: Randy Fay, Alex Rosenblatt, Chris Russo, Cyril Wendl, Mark Martin, Louis Melini
- Officers: Drew Childers, Treasurer, Jennifer Payne, Secretary
- Observers: Harry Brull, Gerald Bartlett, Jack Turner, Ken Francis, Kurt Ziegler, Russell Workman, Wally Werner
Call to order
The 2015 Annual Meeting of the Warmshowers.org Foundation was called to order at approximately 3:15pm US Mountain Time, January 11, 2015.
Motion to accept minutes (Mark), seconded (Alex), motion passes without objection.
Executive Director's Report (Randy Fay)
Review of 2014 Annual Report:
Treasurer's Report (Drew Childers)
Review of Treasurer's Report,
- Motion to approve (Mark), seconded (?), motion passes without objection.
Translation Team Report (Cyril Wendl)
Review of Translation Report
- Motion to approve translation team report (Mark), seconded (Russell), motion passes
Action items from 2014 meeting:
- Hold a yearly meeting about membership problems (unclear)
- Communicate even more clearly that members always need to give feedback
- still an action item for this year
- Write and post case studies about potential problems and how to deal with them. (owner?)
Keep a list of positive feedback people give about Warmshowers (Mark)
- Motion to accept plan to remove first three items, and Randy and Mark to work on the last item (), seconded (), passed without objection.
SWAG: Longstanding unfinished business:
- T-Shirts, Jerseys, Stickers - Drew Childers
- challenging without geographical home base
- Galloree does ‘direct to garment’ printing, which allows for printing of small quantities
- have no cycling-specific garments, but do have t-shirts, stickers, coffee mugs etc.
- they pay once a week via PayPal
- potentially easy way to get into swag
- Action item: Drew to drive this.
merchandising could help to fill fundraising needs
Motion to approve Drew’s plan (Kenn), seconded (Russell), motion passed without objection.
Directors and officers elections
Note that Randy Fay and Russell Workman are expected to be staff this year and thus Randy will need to resign; Russell, who would otherwise have been an obvious choice for the board, will need to work on the paid project he has undertaken.
- Leanna Levine (nominated by Randy), seconded (). Passed unanimously.
- Ken Francis (nominated by Randy), seconded (). Passed unanimously.
- President: Chris Russo was nominated (Randy), seconded (Mark), passed without objection
- Vice President: Mark Martin was nominated by Chris Russo, seconded (?), passed without objection
- Randy Fay resigned from the board and as president. Chris Russo continued as president of the board for the remainder of the meeting.
requires raising much more money than ever before
budget should reflect (include) a fundraising plan that is approved by the board
going forward, the (volunteer-based) structure of the organization shifting
Is Randy a contractor, or being hired as an executive director?
Need a fundraising plan; this is in progress
suggestion for a separate meeting to ratify budget
Randy to be staff, paid hourly, and Executive Director.
feel free to add points here!
other possible ways of raising capital (?)
fundraising report to be completed for first week of February
more details necessary before moving forward
December resolution of the Board approves hiring of Randy Fay as Executive Director on an hourly basis.
Motion to have three-month agreement (details?) with Randy (?), seconded (Russell), motion passed without objection.
Mark Martin moved that by April 8th we have: 1) executive director job description, 2) contract with Randy 3) fundraising plan that meets the objectives of the budget, 4) finalized budget
seconded (Cyril), motion passed without objection.
(Budget as proposed was not accepted)
motion to table (Mark Martin) term limits discussion (to be discussed in April meeting), in the interim, look at how term limits are dealt with in the bylaws (action item: Mark Martin), seconded (Cyril)
motion passed without objection
no other new business
motion to adjourn (Mark Martin), second (Cyril), motion passed without objection.
Open Discussion of Suggestions, Initiatives, Questions and Concerns
Cyril recommended that our procedure on skype calls be specified: The motion should be written out in the chat window. Most agreed with this procedural recommendation, so we should do it in the future.
Resultant Board of Directors after this meeting:
- Board: Chris Russo, Mark Martin, Lou Melini, Leanna Levine, Ken Francis, Cyril Wendl, Alex Rosenblatt
- Board President: Chris Russo
- Board Vice President: Mark Martin
- Treasurer: Drew Childers
- Secretary: Jennifer Payne
Action Item resulting from this meeting:
- Budget and fundraising plans that match
- Temporary contract between Warmshowers.org Foundation and Randy Fay should be drawn up.
- Longer-term contract between Warmshowers.org Foundation and Randy Fay should be prepared before April meeting.
- Job description for Executive Director
- Follow up on term limits for officers and perhaps directors
- Randy, Cyril, Russell to meet to discuss the difficulties of managing translators and improving translations.
- Swag/T-Shirts: Drew authorized to proceed along the lines he has posted. T-Shirts first, other items to follow.
- Schedule board meeting for (approximately) April 8, 2015 to settle budget/fundraising/E.D job description and to discuss term limits.