Minutes of New Board of Directors Special Meeting 12-19-2016

20 Dec 2016 10:30 AM | Andy Hasara (Administrator)

Board of Directors Meeting 12-19-2016

Priority Items

Assign interim positions for COO and CFO

It was resolved to assign David Norris and Frank Robison as Interim COO and Interim CFO until replacements have been chosen

Define the existing Communities, and give them until the next quarter to Submit Chairperson and Vice Chair to board for recognition.

It was resolved to recognize our existing communities: The Makers, W9CRC Amateur Radio Station, The Tektonic Ninjas FTC Robotics Team, The Education Program, and The Metal Working community.  These, and any other community groups, now have until the day before the April Community Meeting on April 21st 2017 to submit for recognition by Board of Directors:

  1. The name and purpose of your community
  2. The name of the member who is the Chair Person
  3. The name of the member who is your Vice Chair Person
  4. The name of three members who make up this community

It was resolved that Recognition for new Communities requires that applications be submitted in writing or by email to the Board Secretary, that the members be contacted by the board to verify their interest, and that the Board of Directors approve the community as being in line with Cyberia LTD’s Mission and Vision by a majority vote of the Board of Directors.

It was resolved that the Board of Directors will have a Special Board Meeting the day before the April 21st,  2017 Community Meeting to allow any last minute groups to participate.

Transition issue: Decide when we want to schedule a cutoff date for applications for CFO and COO, and pick the best applicant at that time.

It was resolved that we have agreed that we will not accept new applications after Jul 31st, 2017

It will was resolved that we will appoint the COO and CFO from the pool of applicants no later than the September 8yh, 2017 Board Meeting.

Set Date to meet with lawyer

We will meet with the lawyer on or around January 23rd, 2017.  Dave Norris will contact him to arrange the appointment.

Make a schedule of the Annual, Monthly, and Quarterly Meetings for 2017

  • Annual Meetings of the Board and Community will be the 2nd Friday in January and the 2nd Friday in December.
  • The Remaining Community Meetings will be the 3rd Friday in April and the 3rd Friday in July
  • The Remaining Board of Directors Meetings will be on the 2nd Friday of Each Month.
  • This schedule will hold until changed.

There will NOT be a January Annual Meeting for the Community in 2017 because of the transition period.

Other Items

Approval of Job Qualification for COO

Qualifications for COO:

  • Shop Experience is preferred
  • Business Management or having run your own business preferred
  • Non Profit Business experience is preferred
  • Must be able to pass a State of Indiana background check

Approval of Job Qualifications for CFO

Qualifications for CFO:

  • Must be a CPA
  • Significant Non Profit Experience is required
  • Must be Bonded

Review the Vision Statement that Joanna Conrad develop to make sure it fits and that we approve.

We approved the following as our Vision Statement:
“Cyberia provides the tools to develop skills, pursue economic improvement, and connect with others of a like mind in an environment of self-learning, experimentation, and creativity in the immediate community and throughout Central Indiana.”

Agreement of Position, Confidentiality, Non-Disclosure, Conflict of Interest, and Non-Compete Agreements needs written and then approved

We will research and submit copies of form for description of position, dealing with private and confidential data, non disclosure of company information and Conflict of Interest forms for the Board of Directors and all Staff Positions.

We need a page describing each position (See Andy’s Example) with Title Purpose, Qualifications, Minimum Performance Requirements, Essential Functions, and Trailing Documents

We will compile and write a page for each Board and Staff Position.

Transition action is needed for the existing Staff Positions

We have resolved to make an exception to the bylaws that we will operate the current Staff Positions as they are now until the new positions can be defined and appropriate personnel put in place.

Amend the Articles of Incorporation

We will make an amendment to the Articles of Incorporation to make the active Board of Directors the Trustees and to correct the mailing address after January 1st, 2017

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