September BoD Meeting 9/17 @ 6:30pm

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September BoD Meeting 9/17 @ 6:30pm

Postby Fiks » Wed Aug 31, 2016 6:43 pm

The Board of Directors for the Kingdom of Westmarch shall be meeting on Saturday the 17th of September at 6:30PM for our monthly meeting. This meeting shall be conducted on Google Hangouts and can be viewed by anyone interested at this link: YouTube Broadcast. Shortly after the meeting, a video recording can be watched at that same link. The agenda for this meeting shall be as follows:

Call to Order and Roll Call

Reading of the Last Meeting's Minutes

Old Business
Land Contracts (BP, VotF)

New Business
Westmarch Bank Accounts & Prime Minister Hand-Over (Pres: Robbie & Baylis)
New EIN Request Form (Blank Form)
Crown Quals EIN Request (Completed Request, Reservation Application)
Land Audits Debrief

Open Floor

Meeting Adjournment
"How harmful overspecialization is. It cuts knowledge at a million points and leaves it bleeding."—Hari Seldon
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Re: September BoD Meeting 9/17 @ 6:30pm

Postby ravenb » Fri Oct 14, 2016 12:23 pm

Westmarch BOD meeting notes September 17, 2016
Meeting was called to order at 637 pm.
In attendance:
Ian Crawford Fiks BOD president
Jodi Begley Raven Skullsmasher BOD secretary
Marcus Bergman Collin MacAbee BOD Vice President
Robbie Starks Laoric WM PM
In absentia:
Angel Traub Vidya BOD Liaison
Baylis Weaver Ubrik BOD Treasurer
Bryan Wheeler WM Monarch
Mark James Waterhammer BOD alternate
Minutes from the August BOD meeting were read and motion made to approve as read.
I Y
J Y
M Y
R Y
Minutes approved as read and will be posted in the BOD officers thread.
OLD BUSINESS
LAND CONTRACTS
1. Belial Peaks
Contract was signed by BP, and Angel and Baylis on 14 April. It was postmarked 9/8/2016. Collin taken from mailbox and signed it 9/14/2016. Sent to Jodi 9/17/2016 and she signed. Jodi currently has the contract, and it will be transferred to Kalevra at AH Sept 18. Mark on contract thread and BOD forums.
After Kalevra has signed it, it will be mailed directly to Ian.
Motion to table
I Y
J Y
M Y
R Y
Table BP contract until the next meeting.
Valley of the Fallen
Ian got the contract from Kalevra, and then Ian who mailed it to Angel and Baylis. We do not know if they have mailed it, so since they are not here, it’s status is unknown but probably still in Berkeley. Azus has already signed it, so Robbie will not need to.
Motion to table
I Y
J Y
M Y
R Y
NEW BUSINESS
New prime minister. Ian has asked the new PM and treasurer to present the status of WM bank accounts and PM handoff. Since treasurer is absent, Robbie will present.
Currently the Wells Fargo business checking account sits at $3090.95, which is $349.50 less than last reported ledger as Robbie just withdrew $349.50 to give to Guyvas for FOM expenses at Kalevra’s request (September Monarch draw 10%).
$1082.14 Darkshore account balance
$428.21 FOM account balance
$50.11 unsure which account this is as labels fell off, but Robbie suspects it is WMW and he is waiting for funds from that event to come in.
Total for all WM accounts = $5411.41
Guyvas should have received a total just shy of $800 already from the FOM account, and he has requested the remainder $428.21 as soon as possible to pay for event costs.
Robbie has the official PM transfer/handoff which was notarized at bank, official paperwork transferring things over from Azus to Robbie, Ian’s letter and Azus’ breakdown how to set up for new PM.
Azus’ breakdown as of Aug 19 showed the petty cash balance was approx. $50 (confirmed), the checking account balance was approximately $3491, which varies slightly due to auto transfers to avoid bank fees. Auto-transfers had to be reset at change of PM. Robbie has set up $50 transfers from checking into each individual savings account and back ($150 total). Ian asked if that is enough-does it need to be $100/month per account vs total $ transferred? Robbie will check later.
WMW savings balance of $0. Robbie just transferred $50 into it (auto transfer) which will go back into checking account in 2 days. After WMW event replenishes, verify that Porkins approves an additional $200 deposit for future events. Then deposit $800 assuming there’s a profit. If he doesn’t approve, deposit $600. Discuss with Kalevra althing to deposit more funds for faster fund growth based on profit. Robbie is waiting to hear from the person who ran WMW to give him a summary of how the event went.
FOM balance listed as approximately $360. Actually it is $428 assumed due to auto transfers. No money has come in from prepays so they are probably going directly to Guyvas.
Darkshore savings account $1842. Bid coming up soon and Darkshore costs over $3000 to run, so crats need to plan ahead for an althing to use WM funds.
WM does not currently have a PayPal account. Robbie would like to submit a motion to BOD create a PayPal account based off Amtgard/WM Gmail account and link it to WM checking account, so he doesn’t have to make physical withdrawals from WM checking through his personal checking and transfer to his PayPal account to send. Business checking accounts are not capable of Wells Fargo Sure Pay to other banks or other checking accounts.
Motion made to discuss possibility of setting up a WM PayPal account.
I Y
J Y
M Y
R Y
Approved and will add to end of new business.
This should conclude breakdown of current WM fund state as of last audit meeting according to Azus, which was done as a part of the audit meeting? This was not done at the last meeting.
Collin commented that maybe there should be a policy of having a WM audit of our own funds the meeting before the land audit meeting. Land audits typically happen before PM changeover. Per Robbie, maybe a full audit would actually be better after the “changeover”, unless we have an independent person do the audit. As an example, if I audit myself and it’s ok, and I hide something, the new PM may not see it. Audit should be done by treasurer or after the changeover so the new PM a clean slate. This time, Azus and Robbie did a comprehensive handoff and Ubrik monitored it. We used a complete checklist/breakdown, so on paper everything looked good, but there is no oversight other than the treasurer. There should be a more specific system for it, especially with the amount of money at stake.
Collin commented that at regime changes there should be a full audit, with moneys in/out verified. Robbie suggested that Ian take this to the Corpora Committee, and make a recommendation from the BOD to write an amendment or addition to the Corpora to clarify what needs to be done, with advice from BOD. If BOD makes a policy itself, it would only apply for less than a year.
Another new business item by Robbie: case of files handed over from Azus have financial files dated back to 2007. He requested permission to research with the IRS how long we need to keep records, and then dispose of by shredding old documents.
Robbie would like permission from the BOD to research the amount of time we, as a non-profit, need to keep records. Corpora says three (Article III, Section 4, 7e. Records must be maintained for a minimum of three (3) years.
Section 4. PRIME MINISTER
1. The Prime Minister is the third highest ranking official in the Kingdom, the secretary treasurer
of the
Kingdom, and the Chief Financial Officer.
2. The Prime Minister shall be elected one (1) week before midreign.
a. Any person wishing to run for Prime Minister must declare their intentions publicly and in writing to
the Guildmaster of Reeves at least two (2) weeks prior to the elections.
b. Any person wishing to run for Prime Minister must have passed the most recent Corpora Test.
3. The Prime Minister must have regular and reliable access to a computer and the Internet.
4. They must establish and make public a reliable means of contact, such as a forum topic at a Westmarch
sponsored site, or an email address.
5. All elections shall be conducted by the Prime Minister except:
a. The Prime Minister election,
b. Any election in which the Prime Minister is a candidate.
i. These elections shall be conducted by the Guildmaster of Reeves.
6. The local Prime Minister is responsible for maintaining accurate and current records of all members of their
land, physically and on the Amtgard ORK.
a. Each member’s records shall include their
i. Credits,
ii. Duespaid
status,
iii. Orders, Masterhoods, Titles and Knighthoods,
iv. Waiver information,
v. Persona Name.
b. The records must be updated on a weekly basis
c. Waivers must be renewed every three years counting from the date when the waiver was signed.
Discarded expired waivers must be destroyed in a secure manner, ie: shredded, safely burned,
etc..
7. The Kingdom Prime Minister is responsible for maintaining the Kingdom treasury. Local Prime Ministers will
do the same for their chapters.
a. Records of the treasury shall include detailed information concerning
i. Kingdom income,
ii. Kingdom expenditures,
iii. Current Kingdom funds,
iv. Receipts for all expenditures and income.
b. An accurate and current financial report must be provided by the Prime Minister for publication
monthly.
c. The Prime Minister must provide an accurate and current quarterly report to the Treasurer of the
Board of Directors.
d. The financial records shall be maintained in a digital spreadsheet format, in addition to permanent
hardcopy. e. Records must be maintained for a minimum of three (3) years.
8. The local land Prime Minister shall collect all dues and fees.
9. The Kingdom Prime Minister shall collect and record tithes from all Kingdom chapters.
10. The Prime Minister shall work with local Prime Ministers to ensure local chapter’s records are accurately
maintained.
11. The Prime Minister shall maintain accurate and current records of all contractual obligations.
12. The Prime Minister shall be responsible for providing members access to copies of the club’s publications,
including:
a. Rulebooks,
b. The Corpora of Bylaws,
c. Newsletters,
d. All supplements to the rulebook or Corpora,
e. Any other applicable publications. A fee may be charged for these publications to cover the cost of
their production.
13. The Kingdom Prime Minister shall hold an automatic seat on the Westmarch Board of Directors. 14. Upon being elected, the Prime Minister shall assume financial responsibility for the treasury by signing a contract with the Kingdom or local chapter stating said responsibility. Should funds in the treasury go missing and the Prime Minister is found to be responsible, then the Prime Minister will be required to make amends for those funds and may be subject to legal action.
15. Should the position of Prime Minister become vacant, the Guildmaster of Reeves shall conduct a new
election to elect a protem
Prime Minister.
16. The Kingdom Prime Minister is allowed to spend up to 10% of the treasury each month in order to run the
Kingdom, as needed; receipts are required.14. Upon being elected, the Prime Minister shall assume financial responsibility for the treasury by signing a
contract with the Kingdom or local chapter stating said responsibility. Should funds in the treasury go
missing and the Prime Minister is found to be responsible, then the Prime Minister will be required to make
amends for those funds and may be subject to legal action.
So, Robbie will dispose of by shredding, records before 2013.
Article 10 BOD Section 2 Item 3: Concerning when audits are to be done.
Section 2. OFFICERS OF THE BOARD
1. The Board of Directors shall elect from their number a President who shall conduct all meetings of the
Board.
a. The President has the authority to break all ties, for votes of the WMBoD.
2. The Board of Directors shall elect from their number a Vice President who shall
a. Serve as President if the President is absent.
b. Become President if the position becomes empty.
3. The Board of Directors shall elect from their number a Treasurer who shall:
a. Work closely with the Prime Minister in monitoring Kingdom funds.
b. Perform unsolicited audits of the Kingdom financial records. c. Audit all records at the end of each Prime Minister’s term of office before they are turned over to the next Prime Minister, as well as the middle of the Prime Minister’s term.
d. If necessary, seize all records and finances with the approval of the President, the disposition of
which must be handled at the next Board meeting.
e. Shall maintain the Kingdom’s nonprofit
status.
This does not specify before or after the turnover of a reign. It would be a good idea for the Corpora committee to spell out a more specific procedure or guideline for the audit procedure. It can be really frustrating to be audited without a standard. Spelling out specifically what the treasurer will be auditing, what they will be looking at, with some sort of a scoring system based on records and record-keeping, would be helpful. Collin asked Robbie to write up what he would like to see to present to the CC. Robbie thinks it would be better if the Corpora Committee approached him, and using his report, worked on it in a collaborative manner with Robbie and maybe 2-3 other PMs. Ian will make the recommendation to the Corpora Committee (CC).
Motion made to accept presentation of financial handover as read.
I Y
J Y
M Y
R Y
2. New EIN# request form.
Ian made a new EIN# request form, with a link on BOD forum next to item on the agenda. He created based on his becoming quals coordinator at WH and needing the WM EIN# for the site reservation, modified from Azus’ original form.
https://drive.google.com/file/d/0BwYxeA ... Q3SG8/view
During this process, modifications to the form included: date requested, date required, constructions at top and side similar to audit forms, section for requestors information (mundane, persona and land names), statement of purpose, donation income line for financial exchange or donations to list anticipated income (as we can only accept a certain amount of income to maintain non-profit status), list of organizations receiving EIN#, space for approval/declination, and place for appropriate signatures on the bottom. This form meets the standards of WM audit. Ian will also post on the “important documents” page of the WM website if approved.
Motion made to accept new EIN# request form.
I Y
J Y
M Y
R Y
Motion passed.
3. Crown Quals EIN request.
Completed form is linked, with a copy of the reservation application plus a fee that WH has agreed to pay, to rent a picnic area at Harvey West park which has many amenities suitable for Crown Quals. No alcohol will be served as there is an additional fee, and also has an extra alcohol deposit which is an additional expense. What if someone brings alcohol? If they bring alcohol as a Quals entry, they need to clarify it with and qualify it with the Quals coordinator the week before Quals. Ian has posted this already in the event description for FB and will continue to post reminders. There will be no extra fees if someone brings alcohol for Quals, no gazebos, no catering trucks, etc. (included in copy of application form- link copied below).
https://drive.google.com/file/d/0Bz1BWD ... NqV1U/view
https://drive.google.com/file/d/0Bz1BWD ... BIZUk/view
Motion made to vote to accept request
I Y
J Y
M Y
R Y
4. Land audits debrief
Do we think lands overall did better with advertising due to our discussions and posts of expectations? We only failed one land (AH), and dinged another for advertising (BF, and additionally for financial presentation/order). Fal Dare got a pass due to complete lack of Crown Quals. These were the only sub-par results we voted on. The only other non-excellent was a fail for AS.
There were more excellent ratings this time, and lands did a lot better overall. We were not less strict, but the lands were at the levels we wanted them to be at. Maybe it’s because they are tired of being reminded to follow Corpora guidelines about advertising?
Some lands have had fails for advertising in the past because they consistently did the minimum, they had several items but only gave us one of them. For example, range is MV is a land that submits everything (a lot), where other lands do a lot but their submission was minimal. For example, a photo of members at a convention doesn’t really prove advertising. Its more that we can’t prove that it was in the audit period, and some lands even had less, e.g. a copy of a waiver with no evidence that it was actually used. It falls back on what the Corpora says, “proof of advertising”, and then lands use an example of proof of advertising we don’t accept which is a demo flyer. This alone is inadequate.
2. The Kingdom Board of Directors shall conduct regular audits of all lands every six (6) months.
a. All chapters must provide the following requirements:
i. Copies of attendance sheets for the past six (6) months. ii. Proof of advertising their chapter, such as a flyer for a demo.
iii. Copies of financial records and ledger for the past six (6) months.
iv. Copies of bank statements, if applicable.
v. Meet attendance requirements.
b. Principalities, Duchies and Baronies must submit:
i. A list of current officers.
ii. A list of current duespaid
members.
iii. The results of most recent crown qualifications.
iv. The most recent crown election results.
3. Audits will be given ratings by the Board of Directors.
a. A land submitting all required items will earn an “excellent” rating.
b. A land missing one (1) required item but provides everything else earns a “pass” rating.
c. A land missing more than one (1) required item will earn a “failed” rating.
d. If the Kingdom Board of Directors fails to post the results of the audit within one (1) month of the
deadline all lands automatically receive “excellent” ratings.
e. If a chapter’s audit is not received by the date set forth by the WMBoD
it will be considered an
automatic rating of “fail”.
Ian will make a note to the Corpora Committee to examine this section, to further define advertising as far as audits are concerned. A proposal by David and Collin before fell flat, so hopefully using the Corpora Committee will provide different results.
Land audits-financials. Land PM’s need to understand what we want as far as financial records are concerned. The bottom line is that they need to be understandable, and show money in, money out and where the money is. As far as audits are concerned, don’t need receipt copies or detailed proof of penny accuracy. Either a hand written or digital ledger they use on daily basis, a complete audit form, and any relevant financial institution records during that 6-month period are needed. Many lands include the filled out audit form, but don’t include the day to day ledger. This is something several lands have lost points for in the past.
Collin recommends that the land PMs start on their audits now, start checking boxes. We need to make sure incoming PMs know this now. This is the time, during the handoff, when things get lost, during transfer of information between outgoing and incoming PMs. So maybe BOD members, or KPM Robbie could reach out to local PM to start on their audits now, make sure their financials are in order, with “boxes checked” so the information transfer is complete. So as you move forward, all information is accounted for and complete. Is information missing? Better to know now than in January when they have to go back to July 1and try to find something from six months prior or a prior reign.
Is there something missing? Take steps now. Kingdom PM has 14 lands that he is monitoring so regular monthly check ins with land PMs is a smart plan. KPM will reach out to each other PM once a month. Collin checked in more often with those falling behind, and offered as a suggestion.
Motion to accept this matter as discussed
I Y
J Y
M Y
R Y
5. WM PayPal
Robbie previously brought up the idea of having a WM PayPal account to use for events, tithes, etc., as WM currently does not have a functional method as a company to pay bills, short of withdrawing cash from the business accounts and physically handing it to the recipient, or alternatively cycling it through a personal bank account. His concern stems from, theoretically if PM between February to August, he could conceivably have moved upwards of $3-4K through his personal checking account to pay WM bills, by taking money out of business checking into his personal checking and then into PayPal. This is not only a huge liability moving around that much money, but if he is audited by the IRS personally, it’s a
huge red flag moving that much money through his personal account and could potentially trigger money laundering laws.
Thus, WM needs a mechanism to move money from the Kingdom treasury to remote people. Using PayPal, is the most secure, functional way to do it. PayPal is the most functional way to do it, can pay for goods and services as needed, and we can send money to anyone with an account and has the security of a dedicated transaction history which says the money was sent and to whom. There are other options, for example Google wallet, but PayPal is ubiquitous, and is also accepted at retail locations on line.
Collin has used a credit card on line for Thor’s Refuge transactions, but WM needs to get a new card every time a new PM comes in every 6 months. We should be doing that any way, but this allows anyone with the authorization to quickly transmit WM funds. For example, if Guyvas needed $600 right away for event insurance, the PM could be transferred immediately without having to go to the bank and move the money around. Retail spending realistically less than 5% of total fund distribution. Most is sent reimbursing individuals for expenditures when present receipts, which right now requires a trip to the bank.
Another benefit is it that PayPal allows people to submit money back to the Kingdom easily. An example is WMW. The PM wouldn’t have to wait for someone to hand him cash, and then hold the $800 cash until he could get to the bank, they could just PayPal directly to Robbie.
Are there fees or convenience fees? This would need to be researched.
Collin has two issues with PayPal. The first is fees. There have been fees in the past, but Robbie just sent $349.50 out of his checking account to Guyvas and there were no fees as it was a money transfer. There is no fee if you are transferring money. If you pay for goods and services, the seller usually pays the fee. Robbie transferred money to Guyvas and there was no fee. Guyvas received the money and Guyvas did not indicate he had to pay any convenience fee. PayPal typically charges a fee for retail transactions or PayPal credit. Collin was a vendor, and has received money for sales as well as friends sending money. You need to send money as a gift to avoid fee. Businesses may not be able to send as a gift, but it may be different from a business to a personal account. We may also need to consider the EIN situation? As an example, Robbie received money for fantasy football and there was no fee on his end when they sent him money for the league fee. Robbie volunteers to research this for the next BOD meeting and find the parameters within which we need to operate as a business. Robbie feels PayPal is the easiest mechanism for getting money around in the Kingdom.
The second concern of Collin is security. Someone had gotten a hold of his PayPal account and because it was connected to his checking account, his checking account was drained within 27 minutes. As he had fraud protection, his money was recovered via Wells Fargo. Thus businesses do seem to have a mechanism in place to protect their customers. Collin had no money for two weeks because the PayPal connection is not as secure as Wells Fargo on its own, and it involved another vendor (Walmart) so they had to hold the funds for two weeks. His concern is that if something like this happened right before an event the account would be empty. The likelihood of this happening is low, but as there will be a lot of money transfers with prepays and such, we should have protection against this possibility. Collin recommends setting up a specific checking account at Wells Fargo to provide this layer of protection, and have this be the only account to house PayPal funds, and we use fund transfers between accounts
to avoid fees. PayPal only links to a specified account, and we would make this a subaccount which we would specify. It would have no money ever until we transfer into the PayPal-associated checking account, and then when money comes in, it would be transferred from the PayPal linked account into the main WM main checking account. Although it is several steps, it eliminates the liability of an individual walking around with large amounts of cash. For example, WMW ended a month ago and no funds have been seen yet. Where is it? No idea where it is or who has it: no accountability. PayPal would prevent that.
How would we handle cash gate fees? At events we take cash, which still has to be gotten to PM someway. How does that happen? Does crat deposit into their account and transfer via PayPal to get to PM? Deposit to land account and then PayPal? Does crat give it to PM to deposit? How would that work? That would be something that crat team would need to negotiate and whoever approves bids. Who is that? Monarch and Regent. If they don’t want to use their personal account, they could physically hand it to PM or use land account. If a person has the account number, they can deposit cash into that account, but not checks or make withdrawals unless they are a signer on that account. For example, Guyvas could deposit FOM cash right then and there to the WM checking account. PayPal does not eliminate the step of getting to the bank with the cash. This not what PayPal is for. Its use would be to distribute funds from WM accounts to people who need it. Only electronic payments would eliminate that step.
Although we could get a square reader, it is incredibly helpful to have the cash on hand in case emergencies come up that you need cash for, e.g. a generator died, more attendance than planned for. If money was sitting in an account from electronic payments only, we would not have any way to get cash to an individual for, say, when a crat needs more food right away. Since they don’t have authorization to access account, no additional funds over the bid amount can be dispensed without an althing or a personal draw. If we use cash, emergencies can be paid for as long as people keep receipts. These types of things are part of how running an event goes and cash provides the flexibility where solely electronic transactions would not.
PayPal would not replace this. It would be used solely for getting money more efficiently from WM accounts to people who need to spend that money. If WM authorizes money to be spent, PayPal allows us to transfer that money instantly as opposed to having to wait. As an example, if Jodi requested money to make 200 WM tunics and needed money ahead of time for supplies, using PayPal to get her the money eliminates the waiting time to physically meet and hand over the cash or mailing a check. You would need to have a PayPal account. Do you need a PayPal credit card to set up a PayPal account? Robbie was able to set up a PayPal account, and did not need a PayPal credit card and only had to wait a day to verify with bank the accounts were valid. Jodi would need a way to get the money from her PayPal account and would likely need to have a PayPal credit card to get the money to the vendor. When the money comes through, you would need to wait 48 hours for money to be transferred to checking account or wait for credit card to come in the mail. So Collin doesn’t see PayPal as a great solution, would work in some cases but not a catch-all solution.
So let’s look at PayPal as a modern alternative in transferring funds and moving money. There a few issues:
 connection security, i.e. what can we put in place and what is in place in PayPal to insure both WM and third party money, either crat or vendor, is secure both directions. How do we and PayPal ensure money is safe?
 potential fees
 when do fees get assessed by PayPal and are they acceptable?
 procedures for transferring money in and out of accounts to allow access to PayPal and PayPal access to WM accounts
 how do we handle money coming into and going out of WM accounts?
Robbie will prepare a consideration whether to adopt PayPal, which will include the above things. He will do a full presentation on PayPal which we will discuss in October and vote.
I Y
J Y
M Y
R Y
Open floor:
Is using an electronic format such as PayPal a way to transmit land contracts to make it more efficient? It might be possible, but as they are legal documents we will stick to paper. Robbie’s work does scan documents, but we will stick with the method we are using. Signatures would degrade with the number we need on the contracts.
Motion to close meeting
I Y
J Y
M Y
R Y
Meeting adjourned.
The next meeting date will be discussed on the forum, and posted on BOD thread to keep it as public record. In October, we will add scheduling the next meeting to open discussion set date next meeting.
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