Easthampton Community Access Television
Board Meeting November 28, 2007
All members present
Print me here.
1.The contract between the station and the City was reviewed with lawyer’s changes and additions. Greg will now send it on to the Mayor for review. Hopefully by next month’s meeting we will have his revisions in hand in order to make a final draft and submit it for signing.
2.Board discussed the possibility of the station slowing down some of it’s outreach to focus more on real estate searching, preparing all materials for the move, digitizing tape library, and a myriad of details like insurance, non profit paperwork for employee contracts, “big picture” plan for station’s future, budget for upcoming year, etc. etc.
Board decided to see where the progress of City contract and real estate search is by next meeting in order to decide when to slow station’s outreach activities. December workshop series will still go on as planned. A decision can be made then about when station will start prepping for move.
1.The van “mobile unit” development will be put off until after everything is settled at the new location. Greg was told that it will need an exhaust manifold. Board suggested Greg get a quote to bring to next meeting, but that any repairs or additions should be put on hold, for the most part. Van will also be helpful for the move, so we shouldn’t add any racks to the inside.
2.A request for board membership from a community member was submitted to the board from the mayor. Since the mayor has one member that he can appoint, the board decided to send the request back to the mayor for consideration to use this community member as his appointed board member. If the mayor does not wish to do this, the Board will have a vote to take on the community member as one of the community board seats.
3.Employment contracts with the city expire in January. Greg and Brian will formulate rough drafts to look at at the next meeting, for contracts to be signed between them and the new nonprofit organization. Nancy will look into insurance and comp. options that other non profits use. If the non-profit contracts cannot be finalized at the next meeting, we will ask for a one month extension to the city contracts.
4.Brian spoke about the new wave of municipal wireless systems being installed around the country. In the future, it may be a good way to be viable to the community by providing wireless to the downtown area and /or schools, and meeting our true goal of complete technology access, and operation as a telecommunications center for the town.
5.Jennifer Delozier officially resigned from the Board, after six and a half years of serving the ECAT station BOD. Thank you, Jennifer, for all of your time and energy! We will miss you.
6.Nancy mentioned hiring a part time administrative/financial assistant in the near future to keep track of all paperwork and finances for the new organization. This was agreed to be a great idea by all members; no official timetable or hiring process was set up.
7.A discussion was held about meeting community needs and wants for programming and community events. Nancy mentioned putting an additional survey into the town census mailer that goes out in January; action would need to be immediate to get something included. The option of putting a cut-out survey in the Gazette or Summit was also discussed. However, the station wouldn’t be able to immediately fulfill any needs that the survey response shows, so it may not be the right time to do this. As so much is transitioning. At the same time, it may be good to know what the town wants as we set up the “big picture” of the station. It was decided not to take action right now on this, but that the Gazette/Summit survey is a good idea in the future, possibly in a few months time.
The van mobile unit will increase involvement in the future because equipment can easily be brought to events. We have spoken about a new outreach position that may be perfect for this kind of work outreach and community involvement increase, as well. Membership drives, in addition to advertising the possibility of using the station as a fiscal sponsor for grants can also be advertised to the broader community.
Becca is going to work on getting already-made video work and video art on the station, by connecting with the arts community in town. Any video producers and/or video artists in town, please contact Rebecca at r_w_rideout@hotmail.com for inclusion in a series of local video work on Channel 5.
Next meeting: Date not decided yet, in December, TBA.
We will bring all documents, bylaws, and contracts created and compile all dates on a master calendar.
###
RWR
Thursday, November 29, 2007
Tuesday, October 30, 2007
ECAT Channel 5 Board Meeting 24 Oct 07
ECAT Channel 5 Board Meeting
Print minutes here...
October 24th, 2007 6:00 pm
White Brook Middle School
Absent: Nancy Dirocco
1. City Contract
Board reviewed the changes Greg has made to the contract between the City and ECAT, before he sends these changes to the lawyer to review. Several more suggestions of changes were made. Greg will make these and send to lawyer. After the Board approves of the lawyer’s changes, the contract will be sent on to the Mayor for review. A hopeful date for signing the contract is December 1.
2. Non profit Status
The non-profit application for federal status is being reviewed by lawyer and should be sent in within the next week or so. The state application was sent in in July
Greg will check into when our state non profit status officially started. The November deadline for our first non-profit report depends on this knowledge.
Greg will look into the November date that the report is due
Greg will also look into how the mayor views the importance of Federal non-profit status for releasing of funds to the station.
3. Real Estate Search
Several efforts by board members were discussed, and several renting options (1 Cottage St. space, Liberty Street building below Riverside’s van parking). The agent of the old heel building is going to check into the possibility of breaking up the property into units to purchase. The board discussed the possibility of purchasing a residential property that is in a correct zoning area and renovating it / adding an addition on for a studio.
Greg will look into getting a zoning map of Easthampton
4. Other
-There is a city van up for auction in early November. The Board was hesitant to make a decision regarding it, so Greg is going to speak to the Senior Center and get it inspected and priced out. If it seems like a bargain not to pass up, the board will vote via executive session. Greg will also look into how the station would purchase such an item with its current financial connection to the city.
-Arts Easthampton is interested in involving the station in Arts Walk, and the station would like to have volunteers to film and edit the events. Anyone who is interested may contact the station.
-Becca distributed ideas for no / low cost programming for the station on a variety of subjects, and a series that was produced about Democracy for airing on ECAT. Greg and Brian will choose and order several of the most interesting program series.
-The Fall Festival was filmed and aired in the past month, with Glyffy’s help in the interviews.
-Brian presented a flow chart of the digital server technology’s present state and future goals. This helps everyone sort out the computer flow system for files, and see what other purchases may come up in the future that tie into this system.
The next meeting will be held on Wed. November 28th at 6:00 pm in the White Brook Middle School.
Print minutes here...
October 24th, 2007 6:00 pm
White Brook Middle School
Absent: Nancy Dirocco
1. City Contract
Board reviewed the changes Greg has made to the contract between the City and ECAT, before he sends these changes to the lawyer to review. Several more suggestions of changes were made. Greg will make these and send to lawyer. After the Board approves of the lawyer’s changes, the contract will be sent on to the Mayor for review. A hopeful date for signing the contract is December 1.
2. Non profit Status
The non-profit application for federal status is being reviewed by lawyer and should be sent in within the next week or so. The state application was sent in in July
Greg will check into when our state non profit status officially started. The November deadline for our first non-profit report depends on this knowledge.
Greg will look into the November date that the report is due
Greg will also look into how the mayor views the importance of Federal non-profit status for releasing of funds to the station.
3. Real Estate Search
Several efforts by board members were discussed, and several renting options (1 Cottage St. space, Liberty Street building below Riverside’s van parking). The agent of the old heel building is going to check into the possibility of breaking up the property into units to purchase. The board discussed the possibility of purchasing a residential property that is in a correct zoning area and renovating it / adding an addition on for a studio.
Greg will look into getting a zoning map of Easthampton
4. Other
-There is a city van up for auction in early November. The Board was hesitant to make a decision regarding it, so Greg is going to speak to the Senior Center and get it inspected and priced out. If it seems like a bargain not to pass up, the board will vote via executive session. Greg will also look into how the station would purchase such an item with its current financial connection to the city.
-Arts Easthampton is interested in involving the station in Arts Walk, and the station would like to have volunteers to film and edit the events. Anyone who is interested may contact the station.
-Becca distributed ideas for no / low cost programming for the station on a variety of subjects, and a series that was produced about Democracy for airing on ECAT. Greg and Brian will choose and order several of the most interesting program series.
-The Fall Festival was filmed and aired in the past month, with Glyffy’s help in the interviews.
-Brian presented a flow chart of the digital server technology’s present state and future goals. This helps everyone sort out the computer flow system for files, and see what other purchases may come up in the future that tie into this system.
The next meeting will be held on Wed. November 28th at 6:00 pm in the White Brook Middle School.
Wednesday, September 5, 2007
Board Meeting September 5, 2007
Easthampton Community Access Television
Channel 5
Board Meeting September 5, 2007
1.
The Board finished looking over a proposed contract between ECAT and the City of Easthampton. Greg will make all the changes that the Board discussed, and send this new draft to the board for approval. Upon the Board’s request, the contract will then be sent on to ECAT’s lawyer for perusal before sending it back to the Mayor.
5.5 Section of ECAT’s Bylaws were discussed, to be able to ensure that no more than one third of the Board changes terms at one time. A schedule was set up for this procedure.
2) A meeting this summer with Debbie Carter, School Superintendent, resulted in an agreement with ECAT that the school will charge $100 / month for temporary rent of the space the station is currently occupying at WBMS. After six months, this agreement will be re-negotiated, should ECAT still need the space. Once ECAT moves out, the control room and wiring for multicamera shoots in the music room and theater will stay in place. ECAT will or will not pay for this space within WBMS, depending on the negotiations.
3) Real estate possibilities were discussed. Greg and Becca will both continue with calls around town. ECAT is looking for a building in town with a large open space for studio shooting, plus several office areas for editing, computer labs, and staff offices. If anyone knows of a compatible building for sale, please contact the station.
4) Tuition for Brian to take a workshop on training volunteers was proposed. $100 dollars for registration for four sessions, plus staff time. This will give the staff at ECAT experience in recruiting, training, and retaining volunteers for the station. Becca motioned to accept this proposal, and Bob seconded it.
5) Proposed purchase of several pieces of equipment to get the recently purchased video server technology functioning smoothly. $1075.95 for a faster computer, capture card, network switch, and parch cable. This process will soon be converting the station’s current programming and archives into a digital format. The media will be stored and preserved that way, and also broadcast from the digital video server. Since this work is time consuming, Brian plans to work on digitizing the tape library this Fall while the non-profit status, city contract, and real estate for the new station is worked out. Bob made a motion to accept this proposal, and Jennifer seconded the motion.
6) Greg plans on filming interviews and booths at the upcoming Fall Festival, but not having a booth. Glyffy volunteered to help with the interviews.
7) Payment for a Yellow Pages listing under “TV Stations” for $177 was voted down unanimously. The white page listing, and our website (and link through the town of Easthampton’s site) makes us easy to find.
8) Becca will bring ideas for new series to air on Channel 5 to the next meeting. Glyffy spoke about a DVD series on Mental Illness that she’d like to involve local classrooms with, and air on Channel 5. Greg suggested she talk to the health coordinators at the schools to see if they are interested in using this resource in their curriculum. Also, the small business administration offers free lecture series. The possibility of taping these and airing them was discussed.
9) At least one round of workshops will be offered by Brian this Fall.
Next Meeting: Wednesday, Oct. 24th 6:00 pm at ECAT Station, within the White Brook Middle School.
Notes For This Month :
(not to go into the posted Meeting Notes – just for the board)
-Greg will call more local real estate agents and check into the former FlyWheel space to see if any of the current renters want to buy their portion of the building.
-Becca will check into One Cottage St. and call Gawle’s offices. Also will look into program series possibilities.
-Glyffy will contact school health coordinators to see if there’s interest in the above mentioned project.
Channel 5
Board Meeting September 5, 2007
1.
The Board finished looking over a proposed contract between ECAT and the City of Easthampton. Greg will make all the changes that the Board discussed, and send this new draft to the board for approval. Upon the Board’s request, the contract will then be sent on to ECAT’s lawyer for perusal before sending it back to the Mayor.
5.5 Section of ECAT’s Bylaws were discussed, to be able to ensure that no more than one third of the Board changes terms at one time. A schedule was set up for this procedure.
2) A meeting this summer with Debbie Carter, School Superintendent, resulted in an agreement with ECAT that the school will charge $100 / month for temporary rent of the space the station is currently occupying at WBMS. After six months, this agreement will be re-negotiated, should ECAT still need the space. Once ECAT moves out, the control room and wiring for multicamera shoots in the music room and theater will stay in place. ECAT will or will not pay for this space within WBMS, depending on the negotiations.
3) Real estate possibilities were discussed. Greg and Becca will both continue with calls around town. ECAT is looking for a building in town with a large open space for studio shooting, plus several office areas for editing, computer labs, and staff offices. If anyone knows of a compatible building for sale, please contact the station.
4) Tuition for Brian to take a workshop on training volunteers was proposed. $100 dollars for registration for four sessions, plus staff time. This will give the staff at ECAT experience in recruiting, training, and retaining volunteers for the station. Becca motioned to accept this proposal, and Bob seconded it.
5) Proposed purchase of several pieces of equipment to get the recently purchased video server technology functioning smoothly. $1075.95 for a faster computer, capture card, network switch, and parch cable. This process will soon be converting the station’s current programming and archives into a digital format. The media will be stored and preserved that way, and also broadcast from the digital video server. Since this work is time consuming, Brian plans to work on digitizing the tape library this Fall while the non-profit status, city contract, and real estate for the new station is worked out. Bob made a motion to accept this proposal, and Jennifer seconded the motion.
6) Greg plans on filming interviews and booths at the upcoming Fall Festival, but not having a booth. Glyffy volunteered to help with the interviews.
7) Payment for a Yellow Pages listing under “TV Stations” for $177 was voted down unanimously. The white page listing, and our website (and link through the town of Easthampton’s site) makes us easy to find.
8) Becca will bring ideas for new series to air on Channel 5 to the next meeting. Glyffy spoke about a DVD series on Mental Illness that she’d like to involve local classrooms with, and air on Channel 5. Greg suggested she talk to the health coordinators at the schools to see if they are interested in using this resource in their curriculum. Also, the small business administration offers free lecture series. The possibility of taping these and airing them was discussed.
9) At least one round of workshops will be offered by Brian this Fall.
Next Meeting: Wednesday, Oct. 24th 6:00 pm at ECAT Station, within the White Brook Middle School.
Notes For This Month :
(not to go into the posted Meeting Notes – just for the board)
-Greg will call more local real estate agents and check into the former FlyWheel space to see if any of the current renters want to buy their portion of the building.
-Becca will check into One Cottage St. and call Gawle’s offices. Also will look into program series possibilities.
-Glyffy will contact school health coordinators to see if there’s interest in the above mentioned project.
Friday, June 15, 2007
ECAT Board Mtg. Minutes 6/12/07
Present: Jennifer, Bob, Nancy, Greg, Brian, Mayor Tautznik
Review of articles of incorporation and bylaws, other input from Mayor.
MT: ECAT will need to provide an equipment inventory including serial #'s and a bill of sale will transfer ownership of ECAT equipment to the nonprofit corporation. Auditors will use a balance sheet to show transfer. Part of agreement could be that ECAT will continue to televise City Council and School Committee meetings in exchange for transfer of equipment ownership.
Continued use of the space at WBMS will be contingent on negotiations with the school dept. re: new nonprofit status and continued use of the facility - school committee is the decision-maker on this, not the Mayor. For immediate future, we need an agreement re: use of existing space, and downsizing the space once we find a new location. Option to keep equipment and control room at WBMS to televise City Council and School Committee meetings, school functions in the auditorium. Benefits to school include access to live/recording of WBMS events, training and access for students. Other option is to move and relocate a small control room & equip. at 50 Payson, to televise City Council and School Committee from there.
Relocating: new location needs to be on iLoop. Mayor suggested renting at Eastworks.
RS: ECAT board will dissolve?
MT: Yes, ECAT board will be dissolved and reformed as nonprofit board of directors. Mayor will file an administrative code defining this for the city. Unclear if either Cable Oversight Committee or Cable Advisory Board will be involved. Administrative code will go to city council to be rejected or accepted, no modifications allowed. Approx. timetable of 6 weeks.
Discussion of possible ECAT name change to reflect broader role: MT suggested ECAM - Community Access Media
Board agreed that media is a good addition, wanted to keep Easthampton in name.
The following changes were OK'd by the board:
Bylaws Art. 3: Add 'All the foregoing...' to compy w/ IRS.
Bylaws Art. 4.4 Add email option for mtg notification.
Bylaws Art. 5.1 Board of Directors change # to 9: 5 existing members, 2 appointees, 2 elected.
Membership can change the number if necessary.
Bylaws Art. 5.2 Appt. by Chairperson of School Committee, not whole committee.
Bylaws Art. 5.5 another sentence needed to stagger additional appointments/elected members...section in city charter on new appointments has appropriate language.
7.3 Meetings may be called by 3 or more board members.
7.4 add email option, same as 4.4
7.5 add option to waive monthly meetings.
8.8 add option for board to vote to create new committees with a majority. [open]
9 Fiscal year v. calendar year: keep Jan. 1 - Dec. 31 which allows us until July 1 to provide audit, propose upcoming budget/bill for full year.
Another option is to use fiscal calendar year, provide audit in Sept. w/ a bill for second half of year.
Audit must be by an outside firm, CPA. Cable contract is based on calendar year, money comes in March.
Add adoption date at end of document.
Articles of Incorporation
MT suggested add to Art. 2: Specify televising School Committee and City Council as part of purpose.
Articles and bylaws need consistent language on dissolution - revert to city.
Articles are ready to submit to state, don't require city council.
MT: ECAT will need to negotiate contract with city to get funding, & projected budget needed. Need for a plan to fund ECAT during transition to nonprofit, part of procurement process. Negotiate a contract with city including plan for period of funding uncertainty (Fall 07) which will require a transfer from city. Contract is with mayor as issuing authority. Mayor can go to city council w/ request for transfer based on a projected budget, to get us to next budget cycle. 3-4 month process. Bill and audit due to city by next June 30, expenses & projected expenses to date of incorporation. Need for a clean break from existing to new system.
Misc:
Healthcare, defined pay & benefits, written contract for employees of nonprofit.
Insurance for studio/equipment/liability.
Worker's Comp.
###
Present: Jennifer, Bob, Nancy, Greg, Brian, Mayor Tautznik
Review of articles of incorporation and bylaws, other input from Mayor.
MT: ECAT will need to provide an equipment inventory including serial #'s and a bill of sale will transfer ownership of ECAT equipment to the nonprofit corporation. Auditors will use a balance sheet to show transfer. Part of agreement could be that ECAT will continue to televise City Council and School Committee meetings in exchange for transfer of equipment ownership.
Continued use of the space at WBMS will be contingent on negotiations with the school dept. re: new nonprofit status and continued use of the facility - school committee is the decision-maker on this, not the Mayor. For immediate future, we need an agreement re: use of existing space, and downsizing the space once we find a new location. Option to keep equipment and control room at WBMS to televise City Council and School Committee meetings, school functions in the auditorium. Benefits to school include access to live/recording of WBMS events, training and access for students. Other option is to move and relocate a small control room & equip. at 50 Payson, to televise City Council and School Committee from there.
Relocating: new location needs to be on iLoop. Mayor suggested renting at Eastworks.
RS: ECAT board will dissolve?
MT: Yes, ECAT board will be dissolved and reformed as nonprofit board of directors. Mayor will file an administrative code defining this for the city. Unclear if either Cable Oversight Committee or Cable Advisory Board will be involved. Administrative code will go to city council to be rejected or accepted, no modifications allowed. Approx. timetable of 6 weeks.
Discussion of possible ECAT name change to reflect broader role: MT suggested ECAM - Community Access Media
Board agreed that media is a good addition, wanted to keep Easthampton in name.
The following changes were OK'd by the board:
Bylaws Art. 3: Add 'All the foregoing...' to compy w/ IRS.
Bylaws Art. 4.4 Add email option for mtg notification.
Bylaws Art. 5.1 Board of Directors change # to 9: 5 existing members, 2 appointees, 2 elected.
Membership can change the number if necessary.
Bylaws Art. 5.2 Appt. by Chairperson of School Committee, not whole committee.
Bylaws Art. 5.5 another sentence needed to stagger additional appointments/elected members...section in city charter on new appointments has appropriate language.
7.3 Meetings may be called by 3 or more board members.
7.4 add email option, same as 4.4
7.5 add option to waive monthly meetings.
8.8 add option for board to vote to create new committees with a majority. [open]
9 Fiscal year v. calendar year: keep Jan. 1 - Dec. 31 which allows us until July 1 to provide audit, propose upcoming budget/bill for full year.
Another option is to use fiscal calendar year, provide audit in Sept. w/ a bill for second half of year.
Audit must be by an outside firm, CPA. Cable contract is based on calendar year, money comes in March.
Add adoption date at end of document.
Articles of Incorporation
MT suggested add to Art. 2: Specify televising School Committee and City Council as part of purpose.
Articles and bylaws need consistent language on dissolution - revert to city.
Articles are ready to submit to state, don't require city council.
MT: ECAT will need to negotiate contract with city to get funding, & projected budget needed. Need for a plan to fund ECAT during transition to nonprofit, part of procurement process. Negotiate a contract with city including plan for period of funding uncertainty (Fall 07) which will require a transfer from city. Contract is with mayor as issuing authority. Mayor can go to city council w/ request for transfer based on a projected budget, to get us to next budget cycle. 3-4 month process. Bill and audit due to city by next June 30, expenses & projected expenses to date of incorporation. Need for a clean break from existing to new system.
Misc:
Healthcare, defined pay & benefits, written contract for employees of nonprofit.
Insurance for studio/equipment/liability.
Worker's Comp.
###
Tuesday, May 29, 2007
EASTHAMPTON COMMUNITY ACCESS TELEVISION
BOARD MEETING NOTES 5/23/07
The board reviewed additions and changes made to bylaws by the the lawyer Greg has found, Peter Epstein. The Outreach and Membership committees were combined into one committee named Membership. The name of the Fundraising committee was changed to Finance committee. There were several repeated parts or unclear changes that the lawyer made that Greg will work on bringing to the attention of the lawyer.
Greg will add all of these changes to the final text and distribute to board members via email for review. A final version will be printed out for the next meeting for final vote.
Dan Rist and Melissa Zawadzki from the City Council’s Rule Committee visited the meeting to discuss their recommendation to the City Council for ECAT to become a non-profit organization. It was explained that they will make a recommendation, but it is the Mayor’s decision to see it through. Rist expressed interest in favor of insulating ECAT from the City’s liability, and giving ECAT financial independence. He expressed concern that ECAT employees won’t have city health insurance under this new plan to become non-profit, but understands the benefits to being a non-profit as well. A large majority of the access stations in the state are non-profit, and this made him in favor of the change as well.
If the route to becoming non-profit is approved, ECAT will dissolve the current board, since it is a Mayor appointed board, and form a new board for the non-profit entity. A contract will be created between the city and ECAT, regarding transfer of equipment, cable funding transfer, annual audit, meeting coverage, etc. ECAT will have 2 local government seats on its board: one appointed by mayor and one by School Committee.
Dan moved and Jennifer seconded the motion to recommend this structural change to non-profit status at the next City Council meeting, June 5.
Mayor Tautznik will be invited to the next meeting at ECAT on Wednesday, June 6, to discuss the next steps.
An annual conference for local access workers is being held in Minneapolis July 25-28. The board voted not to send Greg and Brian, in light of all of the other changes the station is working on, and the high cost.
Search for a new space was discussed. It is necessary to move the station to give public members access to the station, as WBMS isn’t open past 3:00 pm throughout the summer, or accessible on most weekends for staff or volunteers throughout the school year. It was decided that it is not too soon to contact a realtor to start looking for buildings for us. Greg would like to buy, not rent, so that our money isn’t being wasted on rent.
Next meeting: Wednesday June 6 6:00 pm
Agenda:
Discuss final bylaws
Discussion with Mayor Tautznik
Realtor update
Wednesday, April 25, 2007
ECAT Channel 5 Board Meeting 25 April 07
ECAT Channel 5 Board Meeting
April 25, 2007 Minutes
Present: Jennifer Delozier, Nancy DiRocco, Robert Schwobe, Rebecca Rideout
Greg Franceschi, Brian Oelberg
Agenda:
*
Nonprofit status: ByLaws and Articles of Incorporation
*
ByLaws read-through - 2nd draft
Updates:
City councilor Dan Rist and Rules Committee received a draft of the Articles of Incorporation and ByLaws. Next step is incorporation with the Sec. of State, apparently no need for a city council vote, but that needs to be verified, conferring with city lawyer.
Lawyer: we haven't been able to find pro bono help from an attorney, but are continuing to investigate some possibilities: Al Chamberlain on Arthur Street; the city attorney; a lawyer from Volunteer Lawyers for the Arts www.vlama.org/ , Hampshire County Bar Association. Mass Lawyers Guild asks $500-$3000.
Southampton update from Bob: city officials are waiting to hear back from Charter...they are interested but don't have enough information yet.
Library update: library participates in city health care plan, but also receives funding from the city. Rist is investigating legality of this with city attorney, we are looking at other nonprofit stations to see if this model is being used elsewhere. Library currently pays 70%, employee pays 30%.
BYLAWS 2nd draft
Art. 4.1 affiliated with businesses
Art. 4.3 Annual membership (rolling or on a set date, or 1 year from date of enrollment)
Art. 5 Board of Directors
Art. 5.2 [members may be appointed] instead of [members appointed]
Art. 5.6 Strike [whose membership has lapsed]
Art. 6.4 [adopted by the board; serve as the primary]
Article VII Officers: Mass. State law requires VP, treasurer, clerk.
ECAT: President, VP, Treasurer, Clerk.
Art. 7.2 Annual meeting: based on date of incorporation, but not in the summer, preferably.
Art. 7C Funding: "1st annual payment within 90 days"
Current Budget: July 1 - June 30.
Art. 8.5, 8.6, 8.7, 8.8 Committees
Board members must be on a committee. One board member necessary on a committee, except fundraising (2 or 3) and nominating committee (2) This will mean that the board members will each need to be on 3 committees.
Art. 9 personally or personal1y?
Vote taken on Nonprofit officers: Motion to accept officers as Treasurer/Clerk/VP/President. Vote passes unanimously. Discussion of whether officers are elected before or after incorporation. Are elected officers required to complete articles of incorporation/bylaws?
Headsets: we are comparing prices on new headsets. Proprietary xlr connection requires replacing entire system, but it may be possible to buy a new headset to keep existing system working until we move. Some functional problems with headsets but system needs to troubleshooting to identify which/where the problems are.
Monday night: Mr. Whalen's Jazz Club.
Princeton Server Group update: new offer will get us the B3400 server instead of the B1400 (bigger number = better) at same price. We are still in process of acquiring multiple quotes for the Mayor to approve purchase.
Alliance for Community Media and stopping the Verizon Bill:
Discussion of pending legislation and what it means for cable access. Info is now on website, including links to the bill, reasons to oppose it, two petitions to sign, and a sample letter courtesy of Rebecca, to send to legislators.
Mayor is aware of and opposed to bill, wrote a letter about a year ago. Maybe we could send him and City council the info again, and ask for a city resolution against the bill? Statehouse hearing is on June 5 at 10am.
Request from Alliance for Community Media http://www.ourchannels.org
for help in funding a state lobbyist position, request is for $500-600 based on size of station.
Motion is made for $500 + membership fees to join ACM. Seconded and passes unanimously.
Next Meeting: Wednesday, May 23 6 – 8 pm.
April 25, 2007 Minutes
Present: Jennifer Delozier, Nancy DiRocco, Robert Schwobe, Rebecca Rideout
Greg Franceschi, Brian Oelberg
Agenda:
*
Nonprofit status: ByLaws and Articles of Incorporation
*
ByLaws read-through - 2nd draft
Updates:
City councilor Dan Rist and Rules Committee received a draft of the Articles of Incorporation and ByLaws. Next step is incorporation with the Sec. of State, apparently no need for a city council vote, but that needs to be verified, conferring with city lawyer.
Lawyer: we haven't been able to find pro bono help from an attorney, but are continuing to investigate some possibilities: Al Chamberlain on Arthur Street; the city attorney; a lawyer from Volunteer Lawyers for the Arts www.vlama.org/ , Hampshire County Bar Association. Mass Lawyers Guild asks $500-$3000.
Southampton update from Bob: city officials are waiting to hear back from Charter...they are interested but don't have enough information yet.
Library update: library participates in city health care plan, but also receives funding from the city. Rist is investigating legality of this with city attorney, we are looking at other nonprofit stations to see if this model is being used elsewhere. Library currently pays 70%, employee pays 30%.
BYLAWS 2nd draft
Art. 4.1 affiliated with businesses
Art. 4.3 Annual membership (rolling or on a set date, or 1 year from date of enrollment)
Art. 5 Board of Directors
Art. 5.2 [members may be appointed] instead of [members appointed]
Art. 5.6 Strike [whose membership has lapsed]
Art. 6.4 [adopted by the board; serve as the primary]
Article VII Officers: Mass. State law requires VP, treasurer, clerk.
ECAT: President, VP, Treasurer, Clerk.
Art. 7.2 Annual meeting: based on date of incorporation, but not in the summer, preferably.
Art. 7C Funding: "1st annual payment within 90 days"
Current Budget: July 1 - June 30.
Art. 8.5, 8.6, 8.7, 8.8 Committees
Board members must be on a committee. One board member necessary on a committee, except fundraising (2 or 3) and nominating committee (2) This will mean that the board members will each need to be on 3 committees.
Art. 9 personally or personal1y?
Vote taken on Nonprofit officers: Motion to accept officers as Treasurer/Clerk/VP/President. Vote passes unanimously. Discussion of whether officers are elected before or after incorporation. Are elected officers required to complete articles of incorporation/bylaws?
Headsets: we are comparing prices on new headsets. Proprietary xlr connection requires replacing entire system, but it may be possible to buy a new headset to keep existing system working until we move. Some functional problems with headsets but system needs to troubleshooting to identify which/where the problems are.
Monday night: Mr. Whalen's Jazz Club.
Princeton Server Group update: new offer will get us the B3400 server instead of the B1400 (bigger number = better) at same price. We are still in process of acquiring multiple quotes for the Mayor to approve purchase.
Alliance for Community Media and stopping the Verizon Bill:
Discussion of pending legislation and what it means for cable access. Info is now on website, including links to the bill, reasons to oppose it, two petitions to sign, and a sample letter courtesy of Rebecca, to send to legislators.
Mayor is aware of and opposed to bill, wrote a letter about a year ago. Maybe we could send him and City council the info again, and ask for a city resolution against the bill? Statehouse hearing is on June 5 at 10am.
Request from Alliance for Community Media http://www.ourchannels.org
for help in funding a state lobbyist position, request is for $500-600 based on size of station.
Motion is made for $500 + membership fees to join ACM. Seconded and passes unanimously.
Next Meeting: Wednesday, May 23 6 – 8 pm.
Wednesday, March 21, 2007
ECAT Channel 5 Board Meeting 21 March 07
ECAT Channel 5 Board Meeting
March 21, 2007 Minutes
Present: Jennifer Delozier, Nancy DiRocco, Robert Schwobe, Rebecca Rideout
Greg Franceschi, Brian Oelberg
Agenda:
*
Nonprofit work: ByLaws and Articles of Incorporation
*
Southampton
*
Legislation
*
Other
Nancy suggested that an ad run on Gazette Summit page/calendar to announce change in Polka Time broadcast...that got sent on 3/22. PSA also airs after Polka Time Tu-Th, and I'll put something on the community calendar shortly. Polka Time will now air from Fri/Sat/Sun/Monday in a one-hour slot from 1-2pm, beginning March 31. The traditional Polka Time time, Tu-Th at 1pm and 5pm will now air Stas and Joe's Polka Show and Tom & Deb's At the Dance. Let's polka!
Board member and former Production Coordinator Rebecca Rideout gets a credit as Assistant Editor on the new Florentine Films production Through Deaf Eyes http://www.florentinefilms.org/
http://www.florentinefilms.org/thefilms/00film.htm
ByLaws Discussion
The Board has agreed on the nonprofit direction, as providing more autonomy from the city and a buffer protecting freedom of expression on the channel while protecting the city from liability.
We compared by-laws as written by various CTV stations: Northfield/Bernardston, Amherst/Pelham, and Greenfield. Amherst provided the best template, but good language on different points in all three. Discussion will continue at next meeting 4/25 after members of the board receive the draft of the bylaws and articles of incorporation. Board members will also try and meet with Williston Library board to find out more about their nonprofit status. A draft of both documents will eventually go by a lawyer before final draft is approved and we incorporate as a 501(c)3.
Emails from Councilor Rist inform us that Mayor is not opposed to either process but considers city benefits plan a big plus of becoming city employees with state benefits. [My question was whether this was something a nonprofit could afford to duplicate for just two employees, or if there was a large savings to be part of the city plan] Nancy said the city plan requires employees to pay, and cost to employee continues to go up. Library employees possibly participate in this plan even though library is a private nonprofit, this could provide a useful model for ECAT. We should also get numbers on city benefits plan for comparison.
Some language in city charter may affect procedures as well. Nancy suggested we read through that as well. Jennifer, Nancy & Greg will meet next week to work on draft and it will be sent out a week or more before the next meeting for review by board members. Also need for a meeting with Rist and Mayor.
Review and Comparison of ByLaws: Language we are considering adopting. Numbering is different on the various town versions.
Art. 1 Name: Easthampton Community Access Television, aka ECAT Channels 5&19
Art. 2 Place of Business: 200 Park Street, Easthampton, MA 01027
Art. 3 Purpose Mission Statement, Articles of Organization or Incorporation
Greg read the draft that he and Nancy wrote up.
Art. 4 Membership
Membership shall be annual. Discussion of various membership language: should be general to encourage people to get involved. "Membership shall be open to individuals residing or working in Easthampton, or businesses, organizations and institutions located in Easthampton, who subscribe to the purposes of ECAT are eligible for membership.
Art. 5 Board of Directors: proposed 5 minimum, 9 maximum. Members broadly representative of the community.
Bernardston: 5-9
Amherst 12 [even #?]
Greenfield 5-9
Should not be subject to appointment or approval by Mayor or city, as an independent nonprofit. Should be nominated and elected by membership, approval comes from the Board of Directors. Anyone in Easthampton can nominate/run for election. Quorum would be 3 members/simple majority of those present.
Amherst/Pelham has 4 elected by the membership, one appointed by the select board of Amherst, one from Pelham select board, four appointed by the board, and a treasurer appointed by the board. Amherst has a long section of good language here on rules governing the nomination process and elections, how to remove a director, and more.
Bernardston/Northfield has 2 appointed by Northfield Selectmen, 2 by Bernardston, 2 by the Pioneer Valley Regional School Committee, one appointed by the Moderator of the town of Northfield and 1 by Bernardston moderator, and three elected by the general body of the board of directors, all subject to approval by the Board of Directors. Various terms.
Greenfield: 9-15 for 3 year terms. One from Selectmen, one from School Committee, one from GCC and six elected. Need not be members of the corporation prior.
[Seems like having appointed board members is a way to get participation from the city and schools...or should board members come from anywhere in the community at large?]
Art. 6 Officers: President, VP, Secretary/Treasurer. Bob suggested that initial terms should be of different lengths to stagger expiration dates for board members, ie some for 1yr and some for 2yr terms. Elected by the Board of Directors, from the Board of Directors. Language on duties of each office, how to fill vacancies.
Art. 7 Meetings Annual meeting of the corporation. Monthly board meetings. For annual meeting, mail/email notices must be sent to membership, advertised/announced and annual report made available. Roberts Rules of Order as a protocol to govern arguments over procedures. Agenda and minutes need to be posted.
Art. 8 Committees To be formed as needed/ more discussion later.
Art. 9 Liability
Art. 10 Fiscal Year July 1 to June 30.
Art. 11 Adoption OK.
Art. 12 Amendments Changes can be made with a quorum of the board.
Art. 13 Dissolution
Southampton
Bob will be meeting with people in Southampton to discuss options for them to become part of the nonprofit. Unclear if there is a desire on their part to join us, but the town is two small to afford a budget that would provide for employees and studio, equipment, etc. Would add to subscriber base and funding for ECAT: we will see if there will be an ESCAT.
Legislation: Rebecca provided the board with a wealth of information on the state telecom bill and station membership in Mass Access as a means to organize and fight....postponed until next meeting to allow time for board to digest materials.
Mass Access – Legislation for Dummies Conference, April 13 in Newton, MA Cost is $45 for nonmembers, $35 for members, membership is $50. Board voted to send dummies.
Other Brian's letter from February raised a number of issues, including full-time status for employees and a written employment contract. Postponed for discussion until nonprofit status is achieved. Also submitted to the board an equipment purchase proposal for two new computer workstations, one iMac and one PC. This will need to accompany the Princeton Server purchase anyways, so postponed for now.
Next ECAT Board meeting: Wednesday, April 25 – 6-8pm at ECAT.
Minutes written by Brian Oelberg
March 21, 2007 Minutes
Present: Jennifer Delozier, Nancy DiRocco, Robert Schwobe, Rebecca Rideout
Greg Franceschi, Brian Oelberg
Agenda:
*
Nonprofit work: ByLaws and Articles of Incorporation
*
Southampton
*
Legislation
*
Other
Nancy suggested that an ad run on Gazette Summit page/calendar to announce change in Polka Time broadcast...that got sent on 3/22. PSA also airs after Polka Time Tu-Th, and I'll put something on the community calendar shortly. Polka Time will now air from Fri/Sat/Sun/Monday in a one-hour slot from 1-2pm, beginning March 31. The traditional Polka Time time, Tu-Th at 1pm and 5pm will now air Stas and Joe's Polka Show and Tom & Deb's At the Dance. Let's polka!
Board member and former Production Coordinator Rebecca Rideout gets a credit as Assistant Editor on the new Florentine Films production Through Deaf Eyes http://www.florentinefilms.org/
http://www.florentinefilms.org/thefilms/00film.htm
ByLaws Discussion
The Board has agreed on the nonprofit direction, as providing more autonomy from the city and a buffer protecting freedom of expression on the channel while protecting the city from liability.
We compared by-laws as written by various CTV stations: Northfield/Bernardston, Amherst/Pelham, and Greenfield. Amherst provided the best template, but good language on different points in all three. Discussion will continue at next meeting 4/25 after members of the board receive the draft of the bylaws and articles of incorporation. Board members will also try and meet with Williston Library board to find out more about their nonprofit status. A draft of both documents will eventually go by a lawyer before final draft is approved and we incorporate as a 501(c)3.
Emails from Councilor Rist inform us that Mayor is not opposed to either process but considers city benefits plan a big plus of becoming city employees with state benefits. [My question was whether this was something a nonprofit could afford to duplicate for just two employees, or if there was a large savings to be part of the city plan] Nancy said the city plan requires employees to pay, and cost to employee continues to go up. Library employees possibly participate in this plan even though library is a private nonprofit, this could provide a useful model for ECAT. We should also get numbers on city benefits plan for comparison.
Some language in city charter may affect procedures as well. Nancy suggested we read through that as well. Jennifer, Nancy & Greg will meet next week to work on draft and it will be sent out a week or more before the next meeting for review by board members. Also need for a meeting with Rist and Mayor.
Review and Comparison of ByLaws: Language we are considering adopting. Numbering is different on the various town versions.
Art. 1 Name: Easthampton Community Access Television, aka ECAT Channels 5&19
Art. 2 Place of Business: 200 Park Street, Easthampton, MA 01027
Art. 3 Purpose Mission Statement, Articles of Organization or Incorporation
Greg read the draft that he and Nancy wrote up.
Art. 4 Membership
Membership shall be annual. Discussion of various membership language: should be general to encourage people to get involved. "Membership shall be open to individuals residing or working in Easthampton, or businesses, organizations and institutions located in Easthampton, who subscribe to the purposes of ECAT are eligible for membership.
Art. 5 Board of Directors: proposed 5 minimum, 9 maximum. Members broadly representative of the community.
Bernardston: 5-9
Amherst 12 [even #?]
Greenfield 5-9
Should not be subject to appointment or approval by Mayor or city, as an independent nonprofit. Should be nominated and elected by membership, approval comes from the Board of Directors. Anyone in Easthampton can nominate/run for election. Quorum would be 3 members/simple majority of those present.
Amherst/Pelham has 4 elected by the membership, one appointed by the select board of Amherst, one from Pelham select board, four appointed by the board, and a treasurer appointed by the board. Amherst has a long section of good language here on rules governing the nomination process and elections, how to remove a director, and more.
Bernardston/Northfield has 2 appointed by Northfield Selectmen, 2 by Bernardston, 2 by the Pioneer Valley Regional School Committee, one appointed by the Moderator of the town of Northfield and 1 by Bernardston moderator, and three elected by the general body of the board of directors, all subject to approval by the Board of Directors. Various terms.
Greenfield: 9-15 for 3 year terms. One from Selectmen, one from School Committee, one from GCC and six elected. Need not be members of the corporation prior.
[Seems like having appointed board members is a way to get participation from the city and schools...or should board members come from anywhere in the community at large?]
Art. 6 Officers: President, VP, Secretary/Treasurer. Bob suggested that initial terms should be of different lengths to stagger expiration dates for board members, ie some for 1yr and some for 2yr terms. Elected by the Board of Directors, from the Board of Directors. Language on duties of each office, how to fill vacancies.
Art. 7 Meetings Annual meeting of the corporation. Monthly board meetings. For annual meeting, mail/email notices must be sent to membership, advertised/announced and annual report made available. Roberts Rules of Order as a protocol to govern arguments over procedures. Agenda and minutes need to be posted.
Art. 8 Committees To be formed as needed/ more discussion later.
Art. 9 Liability
Art. 10 Fiscal Year July 1 to June 30.
Art. 11 Adoption OK.
Art. 12 Amendments Changes can be made with a quorum of the board.
Art. 13 Dissolution
Southampton
Bob will be meeting with people in Southampton to discuss options for them to become part of the nonprofit. Unclear if there is a desire on their part to join us, but the town is two small to afford a budget that would provide for employees and studio, equipment, etc. Would add to subscriber base and funding for ECAT: we will see if there will be an ESCAT.
Legislation: Rebecca provided the board with a wealth of information on the state telecom bill and station membership in Mass Access as a means to organize and fight....postponed until next meeting to allow time for board to digest materials.
Mass Access – Legislation for Dummies Conference, April 13 in Newton, MA Cost is $45 for nonmembers, $35 for members, membership is $50. Board voted to send dummies.
Other Brian's letter from February raised a number of issues, including full-time status for employees and a written employment contract. Postponed for discussion until nonprofit status is achieved. Also submitted to the board an equipment purchase proposal for two new computer workstations, one iMac and one PC. This will need to accompany the Princeton Server purchase anyways, so postponed for now.
Next ECAT Board meeting: Wednesday, April 25 – 6-8pm at ECAT.
Minutes written by Brian Oelberg
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