Agenda

• Call to Order – 
• Attendance – 
• Approval of the Minutes January 2021 Minutes (1min)
• New Items
  • Board contract
  • Financial Strategy Proposal
  • ED Salary Approval
  • Loan authorization(s)

Old Items

New Items

Board Contract – Vote to Adopt (Cela) 10 min

2-5-10 Year Strategy including short terms financial planning (officers) 45 min – 2-5-10 Strategic Plan PDF | Commentable Google Slides with Speaker Notes

ED Salary – Vote to raise to Minimum Wage (Steven) 10 min

• What: Currently, our ED is qualified as a salaried, non-exempt employee. She is qualified as non-exempt because she does not earn more than the full-time minimum wage in the State of CA. As a non-exempt employee, she is required to track her hours, report them to Ace, and Ace is required to pay her applicable overtime. In order to avoid this onerous requirement for Rachel and staff, the Board should increase Rachel’s compensation so that she may be classified as an exempt employee.
• 2021: $54,080
• 2022: $58,240
• 2023: $62,400
• Why: In addition to reducing compliance requirements, the rates being suggested for ED compensation are approaching regional parity. This will be a key step towards compensating all of our workers fairly.
• How: Only after the Board approves the compensation change can the pay to Rachel be increased. The Board is the exclusive decider of executive compensation.

Approve the draw of a second PPP loan and/or a second draw on the EIDL Loan (Steven) 10 min

• What: The PPP loan program has been extended through May 31st. The Small Business Administration has contacted us to let us know that we can make a second draw on the EIDL loan (original principal: $88,400), up to $500K. The amount is determined by the SBA, not the borrower. We have requested the amount for which we would be eligible.

Across both loan programs, we could borrow $30K – $450K in additional funds.

• Why: We need more cash on hand, and our assets are already fully leveraged. Frankly, the federal government is bearing all of the failure risk.
• How: The Treasurer can start all processes without approval, and Rachel is the authorized signatory on all agreements.  The Board’s approval is not required, but given the magnitude, would be appreciated as a mark of validation.

Minutes:

Attendees

• Rachel, Cela, Steven, Sabrina, Kent
• Call to Order – Yes
• Attendance – above
• Approval of the Minutes January 2021 Minutes (1min) – approved

New Items

Board Contract – Vote to Adopt (Cela) 10 min

• Vote yes: rachel, cela, sabrina >> motion passes
• 1) public facing version on wiki
• 2) docusign
• 3) docusign link in wiki

• We discussed board terms, added a part for effective date and duration

2-5-10 Year Strategy including short terms financial planning (officers) 45 min

Presentation –– 2-5-10 Strategic Plan PDF | Commentable Google Slides with Speaker Notes

Notes during presentation:

Communities that are creative and self reliant

Redistribution of power

DEI – our goal is to look like oakland. In 2 years lets get to 50% of this.

Exciting bits:

• Family program, other sales rev
• Move to a bigger space!!!

Sabrina – tools cost increase yay

Kent – What about a rainy day or savings fund. Steven will look into adding maybe 5%. Savings is hard while growing. Recommends not lumping together the donations and the grants. R agrees except for the personnel.

Q – 250 is total membership. Can the current space support 250? R: Yes.

5 years:

10x in 5 years

Next steps is PDF and spreadsheet of data to be sent out

 

ED Salary – Vote to raise to Minimum Wage (Steven) 10 min

• What: Currently, our ED is qualified as a salaried, non-exempt employee. She is qualified as non-exempt because she does not earn more than the full-time minimum wage in the State of CA. As a non-exempt employee, she is required to track her hours, report them to Ace, and Ace is required to pay her applicable overtime. In order to avoid this onerous requirement for Rachel and staff, the Board should increase Rachel’s compensation so that she may be classified as an exempt employee.
• 2021: $54,080 >> minimum to switch for 2021
• 2022: $58,240 >> min
• 2023: $62,400 >> min
• Why: In addition to reducing compliance requirements, the rates being suggested for ED compensation are approaching regional parity. This will be a key step towards compensating all of our workers fairly.
• How: Only after the Board approves the compensation change can the pay to Rachel be increased. The Board is the exclusive decider of executive compensation.
• Vote to make ED position an exempt position at minimum state salary requirements (as determined by state/ federal law)

Kent: Board needs a plan to review salary and set targets from 2 -5 yr strategic plan to get to competitive income.

Rachel: not fiscal sense to try to get competitive until we get past targets inthe 2-5-10 . Better spent on fundraising manager.

Steven: legal risk 

Sabrina and Cela vote yes (Rachel can not vote on this), motion is passed. 

Approve the draw of a second PPP loan and/or a second draw on the EIDL Loan (Steven) 10 min

• What: The PPP loan program has been extended through May 31st. The Small Business Administration has contacted us to let us know that we can make a second draw on the EIDL loan (original principal: $88,400), up to $500K. The amount is determined by the SBA, not the borrower. We have requested the amount for which we would be eligible.

Across both loan programs, we could borrow $30K – $450K in additional funds.

• Why: We need more cash on hand, and our assets are already fully leveraged. Frankly, the federal government is bearing all of the failure risk.
• How: The Treasurer can start all processes without approval, and Rachel is the authorized signatory on all agreements.  The Board’s approval is not required, but given the magnitude, would be appreciated as a mark of validation.

Cela: are we expecting these to be forgiven? PPP loans expected to be forgiven.

Cela: what expenses can these be used on

• PPP employee compensation, rent, util
• EIDL same as above and broader operations.

Kent: What is worse case scenario? Any clawback? Does D&O insurance protect board from this? If no one owns more than 20%.

Board approves and supports the treasurer with increasing loan amounts.

 

Meeting Adjourned.