 That is our first. Got it. That is our first item of business. Our second item of business is public comments. Any members of the public there or information that members of the public wanted to get to the board through staff. No. Okay, that moves us along. You, you look at the daily paper, all my. The Times Argus. Yeah. From time to time. Did you see the story on playing field? No, what's that? Well, it's a bruja about the people and whether and what role they're, they're filling and how they got it. And apparently there's a accusation that two men got together and decided who was going to get something and who wasn't going to get it. The it contracts and Sasha there has always been in the middle of it. Which she's long on brains, but not very good on diplomacy. But anyway, it's just, it was like a whole five or six paragraphs on the front and then going inside longer about the meeting. So what your issue of public comment was that whatever they were following his public comment turned into the whole meeting sounded to me. I see. Yeah, we've, we've had some public comment from time to time and we continue to welcome people to visit during that early slot we got don't even have to stay for the whole meeting there is my pitch. All right, next item is approval of the 21st of February minutes. And I imagine you guys have paper in front of you. And I've got an electronic version here draft minutes. This would be much thanks to Rachel. She carried the duties very well. And our thoughts are with her. And we'll just take a minute and review them I'm sure they're great but we might find a typo or something in these clarifying. And yeah, I'll accept any revisions amendments or motion to accept. Looks good to me. Yeah, that's, that does look quite clean. Any, any revisions or motion to accept. I'm motion to accept it. Carlos. No moves to accept the February minutes of 2023. I didn't hear who the second was sorry. Thank you Dave on the second thing. I'll call the question. All those in favor of accepting the draft minutes as a final. From February 21st 2023, please indicate by saying I. Hi. And opposed. And that's unanimous accepting of the minutes. Thank you for that folks. That brings us to the financial reports. And I don't know if we ought to wait on CJ and hopscotch over to directors report. But there has been some movement. CJ called me about a week ago with a couple of. Moves that she and Mike Doyle were planning. One of which was an easy to understand. Jen, you may have to give me some backup on this. And moving kind of that. Go ahead. Can we go to the co-directors report and then come back to that when CJ's here? Yeah, I'll try. Right. That's probably more efficient than me to lamely trying to summarize a phone call. Shall we. Move on to the co-directors report. I see. Yes. Good to me. All right. So maybe we'll do something similar to what we did last time where we, you know, we have everything in front of you all. And then we'll give some of our. What's been going on. So, um, Big production, I think was really around town meeting day. Lots happening, lots, a few live stream events, but mostly just coverage around the area. Exciting stuff and back in full, full populated rooms. Right. So that was cool. And then so as far as outreach, community partnerships, we announced summer plans. So that's big news. Again, we're doing the Vermont documentary lab. And then the week after we'll be doing the make TV camp for the younger folks. So the Vermont documentary lab is 15 to 19 year olds for a week. And then the working media make TV camp will be 11 to 14 year olds for the following week. And we said to help spread the word, but I have some posters and I could send some links if you do help spread the word. So, as you all know, as far as strategic planning goes, we postpone the strategic planning retreats, the board retreat with Nathan Sutter, our consultants, due to last minute absences. So the final date. And then we'll just kind of triple confirm with everybody is going to be May 23rd and quarter seven. So we sent out like two potential dates over email and I think we discussed it at the last minute too. But we're going to just jump into the 23rd we're going to really commit to that one. So that's the plan and I'll send out more calls and then hopefully that relates to board recruitment and then maybe by the 23rd we'll have some new folks joining joining us that would be really great. And I just wanted to comment, you know, if you're going to do this meeting the 23rd and we should assume and we're saying yes today unless something really happens we should just say yeah yeah yeah it's a yes right right right. I think it is because we had two yeses for two dates in May and then we said everybody was available available for both of them and we're choosing the later one just to give us ourselves more time. So all I can do is cross out the question mark that I put down after four to seven. Yeah, exactly make it an exclamation mark. We've gone from question marks to. Yes. Okay. Yeah. Let's say so staff and interns. You can see here that we have a new intern named pan and they started two weeks ago. Three weeks ago and pans through the Vermont youth employment program. And then, yeah, so they just got started and they're doing all kinds of fun, interning things. We'll have more on that. We also have one new camera operator and one returning camera operator for the summer right. Oh, so. Oh, sorry. Then gradually to his knowledge so he's back and now I think I'm not planning on leaving again so that'll be nice. Right. Right. Okay. Yeah, that's correct. So fan. Then. Yeah. So what's pH. A Y V a NH. Okay. I thought you were, I could have made that. Oh, right. Yeah. So five on is our director with the Greenmont Film Festival. So there's a little note up there in the outreach section about Greenmont Film Festival, mostly that donation donations have been rolling in and five on is working on all that. Great. So back over to finances on the report. You want. So the finance portion of the co directors is usually just kind of like a couple of things from the budget versus actuals. We were a little bit under on salaries just because we were a little bit short staffed in the previous months. But now with the new ones starting and then coming back. So we should be rolling back. We're still in the state house. So we still are expecting the salaries to be a little bit higher just because we have more events being covered. So, outside of that, I think. The other bit that was that we were over was outreach and that was that we decided to fund the hometown awards for all of the community producers who wanted to put their video when one show into the hometown awards. Yeah. So, paying for those fees just kicked us out, our outreach over a little bit than we expected for the year to date. Yeah, that's the national, the alliance for community, the national organization and it's all around the annual conference that's coming up in June in New York. So they'll be at brick in Brooklyn, and the hometown media awards is like the final event and then they'll, you know, give out the awards at the end so maybe one of our community producers will have a plaque coming home with them, or coming home with me I guess back to them. So that's in New York City when June, it's the last weekend, or the last week of June, three days. I could say specifically the 26 through the 28th, I believe. And is sending any representatives. Yeah, okay sending me so I'll be there with Orca bells and whistles or I guess Orca t-shirt or something and I'll be yeah I'll be representing and then hopefully, like I said, I think we submitted eight total videos so hopefully coming back with an award for somebody and What's the official title of the Brooklyn event. It's the national conference it's it's the ACM conference, which is the Alliance for Community Media so it's, it's the big one. Last year I think it was in Chicago, kind of usually in a major city. Does it get covered by media. Probably yeah I mean I imagine. So we could actually follow it if we wanted to. So the producers have to the things they produce were in studio here. Yeah, exactly. Well, in like association with us or through our Yeah. That's great. Maybe bouncing back to finance. Okay, so in the finance, we talked about the 125 which is part of what Michael was starting to talk about in terms of, there was a surplus in our savings account from the COVID years and saving, and, and all our saving that we did against the that had been just kind of sitting in our savings account and I think in the last meeting we started to have this conversation of, you know, we, what should we do with that and we started to talk about, you know, if there was this one fall of 125,000. Are there things that we wanted to do that would be like a one time expense. And I think the code directors talked about, you know, it's that do we finally want to do something more with the studio and make it a little bit more like remote controlled with the lights and so it was that that conversation started to happen whether it was I think Mike and CJ or Mike Doyle and CJ also talked about, you know, is there an internship or scholarship. I think that this would fund. So, there was the conversation started to happen about what to do with this money that's a one time extravagant or like one time when fall that wouldn't be something so we maybe wouldn't want to put it towards salary because it wouldn't be we might be able to fund like a position or an intern for a year that might use up that money. And so I think that was some of the conversations of how to spend it I think the conversation that Mike and CJ might have had is, where do we put it so that it's making money and easily accessible and how that structure might look like and that was more of a and I think CJ might have more more information about the funds that they're looking at doing whether it's like a money market or some I think CD ladder CDs were thrown around so that part was and I think we're aiming for the 125 to have a cushion of 20% of the expenses, but I think CJ had floated that it'd be better to be 10 to 15. And so with that, then we're looking at maybe 132, rather than 125 that we would be moving out to maintain a cushion of like 10% to the 10% of the expenses the monthly expenses that we would keep in like the checking account. So, as I, if I recall right, CJ was, I sounded like she and is it Mark at Edward Jones. Yeah. And Mike had met and I think they landed on basically breaking 125 into five pieces of $25,000 each and doing quarterly CDs, ladder so that they become quarterly due. And then the other 20 the last 25 goes right into a money market I that's my recollection. But she said she'd floated that by staff and that sounded fluid enough for you all. There's no overhanging must get good. Go ahead. Yeah, I think that that sounded fine. It comes down to whether it won't will or won't work maybe will also be how the money is going to be spent. So I would imagine like if we're looking at funding and in turn, then that would be ongoing so having those those CDs mature and turn around that would be still follow through. If we're looking for like a massive change in the studio and it's like $100,000 in lights or something which I don't think it would be, then that may not be the right way so it comes down to what gets decided in terms of how to spend it and so that would be the only bit that I could see maybe it changes that the money doesn't have to be spent this year is that correct you just have to park it somewhere so it doesn't. Yeah, I think that taxes and everything whatever I don't know. I think the goal was also trying to get some more money out that because I think our savings account that we've got it and it's got like 0.02 or percent and so moving it into something that yields a little bit more would be ideal since it's just kind of sitting there right now. So this conversation is like a longer term conversation right like if we spend money on lights in the studio do we have to get that cleared with the people that are trying to save the college. Well that's another yeah that's a good question but that's another conversation I think too is like, you know, and I mean maybe we can touch base at like the new business section but I think that one idea to is maybe contemplating a move and you know having money available for that so. Okay, maybe the lights wouldn't be. I was just thinking that to install them. Right. Right. Yeah. Well the lights, the lights that they can buy whatever I think about they can move them anywhere. I think I think you should not do anything I personally think with the infrastructure nothing nothing should be done. Okay, I just think that's why they will probably possibly go. I think that money should be going both towards the contemplation of a movie. Exactly. Yeah. You know, CJ is here. Mike freeze. No, he's very still so see. Yeah, I mean I'll add to that like, you know, if we could even discuss that we have been discussing like if we would purchase real estate, you know purchase a building so I think that's one conversation that I'm hoping to have with other EDs around the state about like different community media centers and their building or. Yeah, they do it. Absolutely. I heard from a few already that great. Yeah. Do you want to say anything else on finance? I think that's all unless there's some questions that about any of the budget students. If there were any questions I'm more than happy to answer. This is well it's related to budget is not budget per se, but how is the equipment right now so what you have right now is it working condition and cameras, your computer and all that. Okay. Okay. Yeah. Yeah. But no major purchases right here. Other than the stats server, whatever. Yeah, that's probably not this year may be coming down the line. It may be a conversation that was another one that we talked about in terms of that extra money is, you know, do we save some of it also for the server because the hypercaster is definitely coming to the end of her lifespan. I mean, she's not showing any troubles or anything, but that's something also that, you know, there, and it could be also I think there's talk about if there isn't if Concast gives us HD on the channels whether Harriet, the hypercaster would be able to handle that or if that might bring the move on to the next level just because the newer models can do the HD. And so, but that also we make, I would imagine that we would try to tie that and if we do get the HD channels that we would tie in the purchase of the new equipment to be able to do the HD. And since Harriet's pretty old that it would make sense to do it then as well. But that's also down the line of when that actually might happen I don't think that it's is definitely being talked about. And, but whether it's in the next year or the next few years, it's hard to know. But she's, she's strong and she doesn't want to leave us so. Yeah. Oh, yeah, okay. So just to wrap up the directors report here is that so statewide regional big news over there. There's a comment, maybe in there to check. So statewide regional news is that the $1 million bridge funding is in the budget statewide so it's made it through the house and now it's in the Senate budget so I just listened to the conversation that they were having in that the committee. So it was a lot of support, which was good. And that was, that was the exciting thing is that they were all sitting there saying how great, you know, public access and community media has been over the last years and that they're hoping to definitely support us with the bridge funding and looking forward to the next thing which is the introduction of the public benefit fund. H458, which we can, you can see in your board packet. Right. Yeah. Yeah. So that's a, yeah, that's the summary of it right there, which you can read on your own. Which we, you know, we've talked about the polls, right, the poll tax in our meetings here, and you can get a little bit more detail there. So yeah, it's kind of unclear like what kind of support there is at this point I think but that's exciting it's in. Yeah so then finally with the in the upcoming section there at the last part of the report is that obviously we have three board members that have left our ranks so we are actively doing recruitment. And we have a Google Drive Google folder now that you can see some CVs that will stick in there for some potential folks we had a lot of excitement from Mel. Oh, sir. Who's the executive director of all brains belong a new nonprofit here in Montpelier, although she said unfortunately she had a very important Tuesday night meeting that she did that can't commit to anything that's complex with that so the other one that you will see in there is. If you look at a land cone is a Montpelier City console person, she submitted her CV and interest in serving with us. I also have a number of feelers out with some other folks. So, as we, I guess we'll just kind of like give you a rolling update on that and then I believe the next step will be like an interview with Michael. We can all look at the CVs I guess if we have a number of people that are showing interest maybe you know we'll have more to go through and look at as a group, but hopefully we could really bring in some people. With the next two weeks. Yeah, so that does it for the report. And then, you know, maybe we can talk about that in as a group in the new visit. Chris generally board candidates have visited a board meeting. Right, right. But we're looking where are you suggesting that a new board member may join our may strategic planning. Meeting and would not be on board would not. We would not have a board meeting prior to then is that would. Yeah, I think you're suggesting we kind of do an expedited between meeting. I think that would be great to get that so that we have that new energy and you know they can just jump into I mean everybody that I've let know about the board and the kind of where orca media is at. We talked about the strategic planning project that were, you know, really, I'd say. I don't know if we're halfway through but we're in, you know, we're in it and now it's the next step is a board retreat and board involvement so I think that I'm hoping somebody would be excited about that and then they'd enter with that enthusiasm. This is just the community engagement manager when Chad and Rachel joined and so I wasn't totally part of the process and I remember I remember it was in an interview and that so I, yeah, I'm sorry, I'm a little rusty on the process. I don't know what you're saying so maybe we can have expedited recruitment or expedited joining instead of the guests starring at the board meeting in June. Sure. And just just put a finer point on it. Our bylaws do not call for a minimum number. So thanks for checking that so we're okay at six right now. We talk out at nine. So we really, we don't have to panic, get three on the board quick. One at a, at a, you know, a nice pace would be good. And we've sat with seven, you know, for a good percentage of our life as a board so nine, we grew into nine. So I don't feel like, oh, we got to get right back up to nine. But sitting on a small even number like six is a little tricky but look we got five out of six tonight for a quorum and CJ has a hand up. Thanks Mike. I've put my questions and comments in the chat window. Then I wanted to ask whether, when would be appropriate to discuss some of the bylaws changes that I sent to you or at least did you get them I know you've had a busy week. Me being me. You being you through email I did not receive any, any bylaws changes proposed. Okay. Gotcha. If there's an appropriate time in the meeting. It looks like the only people who've got it were actually the co-directors, then I sent some bylaws change suggestions that I think will protect the company and and also potentially just, you know, spur some discussion. Yeah, I'm not sure if you use an old email or what but the topic right now is the board member recruitment and I see you have something about geographic diversity. So, sure. Yeah, I just mentioned where just Chris is like, you know, asking board members to throw him names of people they think maybe interested and appropriate. Yeah, and I guess I'll add to that. We did. We have some criteria that, you know, in the past we haven't had like official criteria. We've just had a short synopsis that Rob would send out what it actually was to serve on the board. So I think that, you know, kind of in parallel with the strategic planning project. I think that there's some criteria and that we'd like to see. Yeah. I was just going to comment before this about what CJ was saying right now. I'm talking about it right now. And I think we can accommodate this within our within the new business. Yeah, is that correct. In terms of bylaw change proposals that sounds like a good place to park that. Thank you, Carlos. Okay, so those two things and then I have a, when we get there, I have a comment about this how we address new business and old business. I have some questions about that, but we'll do that later. Just procedurally. Yeah, yeah, absolutely. Absolutely. Gotcha. Thank you. And then in terms of procedures, CJ, we, we skipped over the financial reports because you weren't here yet. And we're, we're close to wrapping up executive directors report, I believe. Right there. Right there. So we can jump back to number four. Well, we could. Any questions from the board of the executive directors report or does someone want to move to accept. Well, my last question, well, you know, obviously the upcoming, I'm sorry, I'm scouting for new members. I just sort of link and if we know people, which I know somebody that might be interested, have them dunked there. They'll give me their, their CV and I'll dump it in that folder. Is that correct? Yeah. Oh, you can do that or introduce them to me and I can talk to them about it and then I can take their CV or you could just send me their contact information. Yeah. So either way. Okay. So the board recruiting. I, John block and, and Rob Chapman brought me in. And the reason I mentioned it is they were always very concerned because we represent so many different, you know, communities and trying to get diversity in terms of location. Have we changed that. I think that's still a priority. Yeah, I think, you know, trying to make sure we have folks that live within our whole region would be great. So we're kind of Montpelier heavy and Randolph heavy right now, right. We lost a very strong Waterbury board member for sure. So, I am, and then I have some people that I think would be great but they're Randolph. And so what I could do and part of the reason they be great is because they add additional diversity. But I think we should. So what we could do is I could ask if they know if anybody sort of like them in other communities because they're, they're minority groups that are, you know, that tend to like know where other minority groups are. What skills and what diversity do we need. So I'll just add that the co directors did put some stuff down, you know, that is like I said that kind of pulling from the strategic plan that the language of the strategic plan obviously nothing is finalized right because we're still in the making of it. So, you know, especially with Rachel Musely, the number one thing we wrote down was experience with policy, you know, and HR experience in fundraising and outreach, especially within marginalized communities. So, then we also said diversity and lived experience. So maybe not someone that has nonprofit, you know, professional nonprofit experience, but somebody that, you know, would be from BIPOC, LGBTQIA group that, you know, has diversity and lived experience and then also professional experience with DEI work. Yeah, so that's what we got four big categories. And I would add regional location, you know, just also prioritizing bring it in folks from around the region. Yeah, so, what about. Okay, so we're going to add to that list geographic diversity. We might have good connections in the trans and BIPOC, but what about political points of view. Yeah, I mean, I don't think that that's something that we like discuss when we're recruiting people but I don't have experience with that, bringing people in as far as discussing their politics so Michael maybe want to speak to that. We're an apolitical organization and I don't think we are. I don't know. CJ, I don't know if you seem to think we are some radical left wing sect of, I'm not sure what what your concern is, but we're an apolitical organization and we just do the work of our mission and it. I don't think we're trying to promote or silence any particular ideology. And I don't think we ought to be asking people, you know, who they voted for in the last election as part of a board process. I certainly agree with that. So, but I also just wanted to bring it up because it's one of the most divisive things about our culture today. And since we're trying to draw points of view from the community and encourage everybody to to contribute and create content. I really, I really maybe I'm delusional but I really think work is is and and public media. Generally, especially public access media is kind of above that fray of divisiveness I think if you watch a lot of cable news you really see a polarized America but you know when I go to work and I talk to people I just feel like, hey American. You know, and I think Orca really reflects that but I think the more you watch the more you realize, wow, we cover a lot of points of view. Absolutely. You're not watching and you just, you know, I get a sense that all they they're living off the Comcast parasitics. I don't know what the theory would be that that Orca is somehow somewhere on the political spectrum as an organization. I'm not sure. You know what Mike, I think what you just said is so important that I want to actually write it down in a little blurb that says this is what Orca is and if you look at our content. It is remarkable how many different points of view. Conservative liberal pro ante whatever. Yeah, and a lot of it is just like it's, you know, like, it's a select board meeting where there's a range within you know it's it's. I think we're more in the business of capturing what's going on then trying to slant things. And if there's a ton of noise out there, you know, and I just I think we do a good job of not not a we're more the signal than the noise so to speak. I think we're a very grounding we're very lucky in Vermont is a lot of media deserts out there in the country, where all they have is Fox or MSNBC and they. I think it enforces. Mike, that's commentators that are looking for work now. It might we might want to have them be honorary consultants. Yeah, we know what's wrong with our producers are independent we don't we don't pay them. Yeah, that was nice of us though to put the bill for the hometown media entries that's that's kind of a payment in kind just an appreciation. So I hope you guys do well in New York. Yeah, and I think just to kind of touch on, or should say something about board recruitment again is that, you know, I think my goal would be, since this is something I'm working on every day. Right now is to just have a bunch of people that we can really like, you know, we have a great choice that it's like hey look at all these people that are really excited about doing it and we only need three out of 10 people that have showed interest so you know, I think those people from Randolph to to apply if you think that they're great candidates. Yeah, that's what I think. I agree. And feel free to CJ to just, you know, introduce them to me over email or send me their contacts and I can reach out and say something similar to who I've been kind of, and also I think that maybe we can just say this now too is that I would like to maybe put up something that we can publicly post too. If within the next week we don't have 10, you know, excited individuals right so something that we can post on social media front porch forum, something like that. I think I'd be great. Yes. And then you all can share around. I know WGDR is also looking for board members and they reached out to me and I said hey we need some to so you know like they're and the bridge yes so it's like it seems to be a theme in central Vermont right now so everyone's looking and hopefully we can, you know, lift each other up and maybe help each other out. Yeah, great. Any more discussion on the executive director's report generally or this topic specifically or motion to accept the executive director's report. I'll move to accept the report. And I'll second it. Chad moves and Carlos seconds to accept the executive directors. What am I saying that's the old language co directors report myself few. All those in favor of accepting co directors report. I think I had a good staggered I there with no opposition. So that passes unanimously now we'll move to bounce back to treasure financials. And I guess CJ and Jen would be up for this. Absolutely. Which do you think I'll go Jen and I by the way have been and pretty much in lockstep I've been keeping my posted as well. Jen, what do you think you first and then I'll get into the high picture do you want me to give us picture of the overall economic situation and some of the opportunities. You're you're you call it now I'll follow. I was going to say I feel like we may have like done the nitty gritty on the budget reports and whether there was questions and as part of that are co directors report. So it may be more like the bigger picture. And we saved the conversation about the extra windfall amount and the plan and I think we touched upon the skeleton of it but you may have more details to flush it out so I would say it's all you CJ. Jen, I'll try to keep this brief. Mike Doyle and I met with Mark when at Edward Jones many of you remember Mark when came in and met with the board. And when I first became your treasure. And then Mike Doyle and I have continued to work together closely because for several reasons one is that his guidance has been superb and the boards in good financial shape because of his actions. And all the way back to the founding of work up the institutional knowledge is there. And so Mike and I continued to communicate regularly and we met with Mark when to discuss where Mark had left off at the last board meeting, which is there are some different ways to manage the money that may be more than just to work at particularly in the current interesting economic situation that not just the United States but the whole world finds itself in. And then we also looked at this windfall that Jen referred to, which is a one time expected to be a one time fairly substantial some that built up during coven. And most recent support have been discussed basically people were less in the field. And, and then in addition to that with the four positions now three there's some additional funds, but it's, it's not expected to be a recurring thing so there's some of about 100 and what you say Jen about 125 to 130,000. Yeah. Yeah. So, the met with so the so two different things one is, Jen had discussed with her co directors, some of the possible uses of that money. And we met and I thought that everything that they discussed sounded sensible to me. It's not my decision but I must say I appreciate the work they're doing the, and that was reflected in, for example, a discussion about Harriet, and I my notes in the chat window for who wants I think they're right on track. The discussion with Mark when looked at what can we do to reduce the risk and increase our options given the current financial situation, and given the windfall is there a way to better manage that the recommendation that came out of that meeting between Mike Doyle, myself and Mark when is two different things one is based on my discussion with the co directors. It sounded as if, if there was a higher yield way to invest that money that was still highly liquid and would yield, you know, make the money completely liquid that was a useful thing to do. And that is in the form of something that Orca has used in the past successfully and it's called the ladder CDs and a ladder CD is everybody familiar if so I won't go into it if anybody wants an explanation I'll do that. So, I'm going to take it from that that everybody's familiar. Okay, so that's it. There's roughly 100. What would you say to 125 to 135 that could come over and still leave the co directors with a healthy you know, somewhere between 10 and 20% overage. Something really unexpected happened and they needed the money within 24 hours. The, the expected difference in yield between what the community bank currently offers us an interest rate, and the very liquid money market fund is approximately $6,000 a year in an extremely conservative and safe alternative placement of that fund. So, that one seems obvious, you know, there's just so little downside that the recommendation of your of myself and Mike Doyle to the board is to definitely shift over somewhere between you know 125 135 and that will depend on the answer to a question that did and I talked about and then I shot an email over to Edward Jones today which is just ever Jones has said this money can be made available in, you know, 24 hours or less it's very very liquid. And, and then Jen was like so, how do you get it and I said actually that's a good question so the recommendation is to just shift over somewhere between 125 and $135,000 into this combination of CDs and money market accounts. One, just note, it's of general interest is that usually CDs in like a three month CD is at an interest rate of like 3.5% and a 10 year CD for the same amount would be something like 5.5% because you think they you know they get to keep your money for longer so they give you a better interest rate. The unusual thing is happening in the markets right now. The long term CDs are at the same interest rate within a tiny tiny percentage as the short term CDs. So that tells you the market is thinking that the Fed is probably not going to continue there to inch up rates. So that's also at the moment. The, there is a new account open, nothing happens, and until all three signatures are in but that new account is to create an option for us and that's my next point of discussion but before I move on to that. The proposal is to move it from Jen is it in a savings or checking account at Community Bank right now. It's a savings account. So thanks is to shift that money in large part over leaving a small cushion for operations into Edward Jones, and the amount will be closer to 20% if there's, you know, if there's a significant amount of like lots of signatures and process to get it. It would be closer to 10% if the process is lightweight and very reliable but the, the recommendation is to shift that money over because the difference in yield is approximately $5,000 per $100,000 additional money that we could use to buy. You know, like when Jen and Zach and Chris were talking and Jen related she's like, Zach's lighting request is what was it around $34,000. So suddenly Zach's lighting request gets covered by the return by moving this over to something that yields better. So at this point, Mike Doyle and I in discussion with Mark when they're just, there's very, very little downside is simply shifting over to something that is as liquid, as long as you don't need the whole thing at once. And, and if we do need the whole thing at once there's very little penalty for turning something different liquid. So I think we need to make objections or comments on our recommendation and potentially our action very soon like tomorrow to start getting this money working a little bit harder. Yeah, that all that all sounds good just for specific sake I remember you on the phones describing it being 125 in five equal chunks. So four quarters laddered CDs right quarterly roll over on 2525 2525. And then the fifth 25 going to money market. Correct. There may be a slight deviation from that because obviously things change in the markets but yes, it wouldn't be very different from that at all it could end up being 20%. Yes, the division into five courts is is the proposal with some going into this money market and the rest going into CDs. The interesting thing is that the money market yield at the moment is pretty much the same as the CD yields. Normally the CDs would be yielding better. We're able there for not necessarily nailing down that four and one 25, five buckets of 25 for going to CD one to money market. Just if something different substantially different happens between now and two days from now which is, you know, the markets can move fast then we would still be taking that money over and laddering the CDs and putting some in but we may change the allocation. Any further questions. Sorry about that everybody. It sounds like what's been what we've discussed before in a couple of meetings. It makes sense. Yeah. As long as the liquidity is there. You know, it sounds good. The interesting thing is that Mark when in discussing the liquidity said, actually, your current portfolio is so completely liquid that we would be more likely to create a favorable situation to simply liquidate some mutual fund you've already bought and leave the CDs out there. He said, both sides are are completely liquid. There's not a liquidity problem. I had not realized that until Mike Doyle and I met with Mark when. Okay, so sorry, so it would be three something percent is, it's what it would be roughly the CDs. The CDs, you're asking what the yield is. It would be a short term it would be the short term CDs is that correct or. Yeah, right now Mark when said that the, you know, normally we'd be looking at some longer term ones to mix in, but he said. There's no advantage to it right now, although I want to talk to him a little bit more about that because the flip side of it, and I may have misunderstood him because he's the financial professional is. If the market is looking at these going down, we may actually want to keep to lock in, you know, right now the CD rates are just under 5%. That's not a terrible yield. The rule of sevens is that your money if you invest, you know, at 7%, that whatever you invest will double in seven years. So if you put in 10,000 at 7%, in seven years you'll have 20,000 and I think with 5% interests are money would actually double and I think it's 10 years. I think it's something like 5% get you a doubling in 10 years. So it is dramatically better than what Community Bank is yielding. So, Jen and I jumped on and we're looking at Community Bank and I'm like holy cow that's a bigger spread than I realized we really need to do this. So, any other. Did I answer your question. Yes, you did. I'm just looking into it. Yes. So there is a part two here so that's the plan will obviously let you know exactly what happens, and I am relying heavily on Mike Doyle and Mark when to, you know, in this decision making process. The second part of it is we looked at, as you know when Mark when was in last time he said the way your stuff is structured is not the way that I would do it, but there's nothing wrong with what you have. I don't remember that. So the meeting was actually to say, Mark, fill us in on what you mean by that. And his recommendation was to our current, our current money is in some family funds funds in a family of funds that existed when Mike Doyle made this decision, you know, over a decade ago. And then they have added more things that you can do, like more things you can, you can invest in that are also very conservative but more diverse. And the Edward Jones company research branch sounds like they've paid a lot of attention to some of these newer areas and their recommendations tend to span all of their capabilities. And his recommendation was to consider right now we're in a situation where we buy a fund upfront. We pay somewhere between 4% and 2.5% depending on what we buy upfront. So, for example, the $20,000 that we invested the that was just sitting in cash that is now yielding pretty close to 4.5%. The cost to do that was, he said about $800. So we thought we invested 20,000 and 20,000 yielding instead it's more like 19,000 and a little. So that's the upfront cost. However, it's a one time fee. He said, you have a very limited number of things you can, you have ways that you can put your money to work right now. He did an opportunity and he did a lot of research after our meeting and discussion and came back and said we can give you because you're a not for profit. You actually qualify for a lower rate than most of our clients, which is 1.08%. So for the math geeks out there, like me, what you're looking at is an annual fee of 1.08%, which is versus this one time fee of 4% for most of our stuff. And like 2.5% if we do an index fund, which basically just goes up and down with the stock market. So you're looking at it. So that's it. You're just you're spreading out. Are you going to pay for it now? Are you going to spread out your payments but get many more options on what you can do. After discussing it at length, Mike Doyle and I agreed that in our view, moving to a much broader set of things that we can invest the company's, you know, rainy day fund and so it needs to stay conservative is and pay less upfront is a worthwhile thing to do mainly because at the moment to make a change decision, we're biting the bullet on suddenly paying another 4% every time we make a change, unless it's inside this current limited family of funds. If we shift to this newer model, there is no cost whatsoever to make a change to respond to an unexpected market condition that threatens something that we thought was low risk and now looks less low risk. For example, Boeing would look normally kind of low risk because it's a massive, you know, company but now Boeing supply chain got held up in the stock tank. And that was, you know, that was an unexpected but very significant change in the value of a huge like a not just a large cap but a huge cap that's in a lot of our portfolios. So, those are the kinds of unexpected things that can happen to a conservative investment. The only downside that we saw is that if for any reason, you know, we got into the right thing and we never wanted to move again, then the total cost of ownership would be slightly higher in this new model. The upside is we have, it's a very small cost difference, like less than a percent in the worst case analysis and in the best case analysis we are much better off and have many more we have much more flexibility, sorry for the background noise in how we react to the currently really interesting global economy that we find ourselves in. So, based on that, Mike Doyle and I both felt very comfortable in recommending that we change to this new model. And the cost to us would end up being 1.08%, but we will have much more flexibility and much more ability to take advantage of Edward Jones research team in the area of, you know, conservative management of an asset that whose purpose is to provide Orca with stability over multiple quarters if needed. That is it. Any questions? Yeah, I have a question. So the family, the market we were in before up until this point, has there been a lot of, have we ever wanted to change or move to something else within that? How many changes? We've done some changing within that. And so, for example, we were down 13,000, I think I asked them to fax me. I was like, could you just email me a snapshot and she's like, I don't know, we'd rather fax it too. So they were going to try to fax it to me and I didn't see it come in. But the short snapshot is we were down maybe 13,000. We, we did some maneuvering within the family of funds is my understanding based on two meetings with Mark Quinn. And then we, you know, based on that we were up, I think it was 98 to 9,000 since the beginning of the year. So we're currently at 309 versus a little below in the 200s in January 1. So had we been working and just working within the new model, we would have done movements much quicker. Is that my understanding? Is that correct? No, we that the time to do the new investments is the same. The main benefit is that in the new model, we would not be having to calculate, oh my Lord, we're going to have to pay another 4% up front to change. There's no cost to make any changes to adjust to changing market conditions. And we would have more freedom to choose. So yes, we would probably still staying conservative. And, you know, this didn't happen. So either, but hypothetically, we would have been up a little bit more without more risk. Yeah. It's been interesting. I'm appreciating the opportunity to do this job and try to learn. You know, do a reasonable job of following in Mike Doyle's incredibly, you know, solid footsteps. And so my intention remains to continue to work closely with Mike, with both mics. And so the moment, what I'm doing is trying to, you know, Mark also came in and he's, you know, he's relatively new to the portfolio a couple of years old. And so my attempt is to keep in mind the conservative requirements while understanding what the new options are and to work very closely with Mike Doyle to understand what the opportunities are and then to sort of stay inside his approach because I think his approach worked very well for the company. If anybody has any guidance or suggestions, I am all ears. CJ, you had a name for this new, it's basically a new way of doing our fees for buying and selling, right? Yes, and I am going to just pop over to my notes and see if I can bring that up. And I'll just kind of why you're doing that. So I guess ages ago, we paid one upfront fee to stay within a certain family of portfolios, I guess. Correct. We bought, we essentially, yes. And then if we move around within that, we have no fees. That's right. Exactly right. If we move out of it, we have a 4% charge. Yes, correct. And the proposal is that we would move to a, you're looking at the name of it, a different type of doing the fee structure. Correct. In fact, I'm realizing that the best place for me to look the fastest is in my text to you. Let me just find that because I think I either texted or emailed you notes from that meeting. But yes, and just to clarify, the reason that this increased options is valuable is fund management is all about the talent and the funds compete with each other for the best talent. And so the fund family that we went into that might got us into was really just a brilliant high flying performer. And now there are a lot more middle of the road because some of their talent has been poached by other, you know, super high flying funds. And that's the, that's part of the ability to respond that we're looking for. And then the other ability to respond that we're looking for is just changing market conditions. For example, the situation in Ukraine created huge changes in any large cap, and we're remember we're pretty conservative so that was related to for example, you know, producing weaponry or energy. I'm going to go ahead and let's see. I'm realizing that I actually texted you my first meeting and not my second meeting. I'll have to get back to the board just to avoid the time but it's something like it's got it the first initial starts with us but it's essentially a managed account. And then instead of paying 4% per sale. But per purchase, we've already paid the upfront charge. And this is part of why the money is so liquid and would remain it would remain just as liquid in the new managed account. As in the old situation, both of them are highly liquid, because both of them and they're aimed, you know, the whole point is this money is not like buy and hold money even though we've been acting that way because you know the, the decrease in revenue from the cable companies has been slower than anticipated although it does look like it's, you know, finally coming up. I'm very encouraged by the van report. You know, both by the million dollar fund that's being created and by the proposal to get the money out of full attachments, I can tell you from the EC fiberboard that's a big deal. So, I think that, you know, we ended up in much better shape than for much longer than we than we had dared to hope for, but you know, but they're they say past results is no predictor a future performance so this is an attempt to get us some ability to be flexible and right now we're a little bit locked into a small to two relatively smaller fun families that are viewed as, you know, not bad, but we want to be able to go to the conservative grades as as appropriate. And the big thing is just to remember it's conservative, but to be conservative and in a corner with only a few options is less good than conservative and having lots of options. So in the new one we will have lots of options we won't find ourselves, you know, in a few years in the same situation, we will continue to have a wider variety of options. That is absolutely correct. The main thing that it does is it removes the hesitation of, oh my Lord we really need to make a change, but it's going to cost 4% up front. The new structure is it's a lower, it's a lower percentage supply, but we have to pay it whether we buy or not. Correct. That's, that's the difference there right. So they just take that out Edward Jones gets that money every January. So that kind of it just is on an annual basis. That just gives us the year to do what we will. Exactly right. No cost going to anything is 1.8% of our whole portfolio or 1.8% of our whole portfolio is about 3000 versus if it's 4%, obviously that's more like 12,000. But that's, you know, that would be if we shifted the whole portfolio into a different place. The other thing is if we shifted if we felt the need to shift our portfolio twice in a year. Now you're talking 24,000 versus if we felt the need to shift it. Twice in the new model, it would still be 3000. How many times like in typical year do we shift things. So how many times is that expense is an actual like historical reality. I honestly do not know. I honestly do not know. I'm pretty new to the job and I have not reviewed the historical records. And I think another question I mean I would be. We didn't shift this much as we wanted to because of that reason of the limitations, I think Carlos is exactly correct. That was the reason for him proposing this. I don't want to presume but that was my strong impression. And as far as what you're presenting right now this is a decision that needs to be made like, like today tomorrow and who makes a decision and in all this, all that. Yeah, to make the transition requires three signatures. Mine, Mike Doyle's because he's still on our accounts and Michael bodies. And Mike is this a voting thing or is this just not is this. It's just what they would, I think, you know, you, we're all being informed. Okay. And certainly if, you know, we'd, we'd, we'd like it to be something people are comfortable with. But it's kind of the, you know, the treasurer's job to do this. I think Mike Doyle advice CJ to just, you don't want everything to go up for a full board vote. Yeah, you do get that. But I mean if there is some like real question about like, wait a second if we're paying three grand a year. How does that, or is it four grand a year, three grand a year. No matter. Yep, about three, three grand a year at our current portfolio size. I will say one other thing. We're pretty close to being where we want to be. And the other, yeah, I don't want to, this is actually a new thing, but we're pretty, we're pretty close to where we want to be. At that point, we actually want the money to go out and get spent on some useful thing that's consistent with Orcas mission. And the only thing that, and so when Jen, I had taken a little bit of a temperature. The only thing the board had to add is consider also doing something kind of like what you guys have already done where you paid for the entries these consider an internship possibly and possibly sponsoring or supporting something that really brings community voices out that's that's actively doing that. My favorite would be aging in Vermont just because scammers health hospice, you know those issues are coming up all over the place and we have a pretty significant aging population and it ends up covering diversity issues and LBG and BIPOC and everything else because they all have their own needs but you know, that's that was the only thing I think that that came out of a couple of discussions that I that I added. I feel like the co directors are doing a good job in their financial planning and management. And I think Mike felt the same way. It sounds good. You know the hearing that you've been very thorough with this and brought in the historical perspective from my Doyle and everything is is, I think very good. And putting putting the decision making on solid bound, like putting, you know, so that would to hear that he has given a buy in or for moving this over and following up on what Carlos said that we've had two points. The shift to the ladder CDs and then the the portfolio change to either or both of those need to be voted on or both are advising standpoint. They're both advisory. However, we are better here considering these things together so I'm here to say this is a this is our proposed action. Please let us know if there's something we have not considered or thought about that you're considering and thinking about because your wisdom helps inform our decisions. And we offer this with great respect for the fact that the, you know, the ability of the board to consider and respond and think together gives us the guidance that we need. And actually CJ did see if Mark could make it tonight but I don't know. Do you want to see if you can make it on holiday. Yeah, I think you can make it to the next board meeting. I think so. I mean, to be able to be educated by a financial professional in today's day and age I think like it's a great opportunity for all of us it's like a perk to being a board member. It's good to follow up when he presented on sort of cleaning up and greening up our portfolio, which would require some moving around of things which would make the, you know the upfront lesser fee make more sense. It does look like June 27 is our fourth Tuesday in June just if you do want to pop him an invitation. That would be our next board meeting. June 27 630 is it 630 up live with pizza remote without. I'll shoot an email over to to the Edward Jones office right now. I appreciate it. Yeah, because that's that's um, yeah, really just just getting everyone informed enough to speed and also questions and concerns. And then I don't know if that does it for financial reports. Any other questions. If we don't get a bridge funding, what does it do to anything. Now we're now we're talking about the state ledge, the million. Yeah, I can't understand what's going on with the state or with a guy that way. I don't know if that's a general. The million would be divided by 20. Bridge funding doesn't go through. Even though it's been entered and discussed. Is that what does that mean to any of us. Well, I mean, I think there's a strong likelihood that it is going to go through. It doesn't go through. I think it's just, it's an extra kick towards the operational funding that we won't get. It's not essential to any of the stuff we're talking about. It's not essential, not anything that we're talking about, but it might be, I think that we're in a, as we have just heard from CJ and we've heard by looking at, I think we're in a privileged position compared to others. You know, I think that that money might be something that other animals are more likely relying on, especially the smaller folks. I wanted to know whether we as board members should be on the legislature, or on the committee, or on the governor's, you know, to make sure that that goes through. Well, so I think that there's often opportunities to publicly testify and that's when our, our lobbyist action circles that we're working with makes those opportunities available and encourages board of directors members throughout the states and joining I can think that's when your voice is most, you know, necessary, especially if this community now, you know, to the community media public benefit fund that would be there would be hearing for that and now that would be the next thing but I don't think there's any more hearings as far as the budget and the bridge funding. Thank you. Great. More on financials or move to accept the treasurer's report and financials. I'm, I do a motion to move this. I hear Carlos so moving. Is there a second for more discussion. I put you all to sleep. I was seconded that second chance seconds to accept it was good. Yeah, it's just it's a lot to take it. Yeah, all those in favor of accepting the financials and treasurer's report please indicate by saying aye. I'm going to pose. And that brings us to a strategic planning update is what I see on my agenda. And I just left that on there just because, you know, I think there was talk about like firming up the date and then this other conversation I think when there was a little bit of urgency and getting new board members on to be part of that planning process just so that the voices that are being, I guess, heard. In the strategic planning process. We looked at the makeup at the board right now and we're like, okay, so if we're looking to try to diversify our board, does it make sense to. Just do the planning process with just the board here or is it, you know, would it be better or a more productive planning process to have more. Voices and that's what those new 3 members might be. And so we do want to move forward with the planning and I think that that's, you know, the next month of doing that retreat. But then I would say, I would also put out there, like, if we're doing the retreat with just the group here. If there's decisions, especially if we're looking to the forward, like the next few years, not having as many voices. As we have and I just, you know, the makeup here is I'm concerned there's 1 female board member and it's all just and so I'm like, you know, that's where I think why we're like trying to get as many new board members in for this process so that when we start to make these bigger. plans and whether, you know, I think that kind of puts in where that urgency of trying to get that recruitment process going. But at the same time, we don't want to hold up the strategic planning process. So I don't know what the answer is. I thought it might be something to. Be worth talking about of, you know, is there a benefit to just getting it doing the planning without the new board members or. We're trying to. If it does mean to delay it, or do we maybe is there like with that recruitment process, is there a way to maybe. I don't know. It makes sense that they should be here for a board meeting. So I don't know if there's some way to like. Like many board meeting or like have like a little group that might not quite like an interview process, but so that's the only bit that I wanted to it's unfortunate that we lost those voices. But at the same time. I was, I think that's why we stopped we postponed the process because we did like at that point have that same makeup we had. I think CJ wasn't available and Rachel wasn't so then it was like back to just a very. So, my question would be. If we postpone it, can we do it within the next couple of weeks, I could make a week from now, for example. Yeah, the planning in terms of Nathan Sutter and canceling him out, moving shifting forward. I feel like he would be I think he's aware of like we lost board members and that's what was going on. So I think if we needed to reschedule with would be available and and okay with doing that I think I know that there it's. It's a bummer to have it like string out for so long, but I do worry that if we started this planning process and we didn't have like three members or, you know, to like however many new members that it wouldn't mean to me. So what we're saying is that we want our members to be diverse in some form of capacity right that is what we're looking for. I think that's a huge. Yeah, yeah. Yeah, so that said then would it be wise to just decide today right now to just postpone it so that way we're not rushing to get those people. I think that we're on that. Yeah, I think we wanted to give you all the door to walk through and say that you know although we're putting it down. And soon, even, even May 23rd is rather soon. Yeah. Okay, I think I was thinking like in terms of okay expediting a board member to get him on board for strategic planning but that's a big ask to ask a brand new board member to just come on in and tackle strategic planning with us. So that when we were talking earlier I was a little like, yeah, that could work but it is asking a lot of someone to hit the ground running like I agree. So I see where this conversation is going and I'll just nudge it, nudge it even further in that direction. Okay. Getting getting getting our board a little more configured prior to our strategic planning is is sounding is that consensus like we're going to reach out to Nathan, you know, another issue. And then we could expect one to maybe three potential board members visiting us on the tour. Then do we want to do we have a goal of like, we just, you know, we have two folks kind of in the, in the, the group that we can schedule the retreat or you know we want to have three or you know, if, yeah, ideally, I think we would have three by Jim. I have to say, I mean, regardless of that, which I agree with y'all like we should, I think we should postpone it and search for those get those diverse members I agree with that. But I have to say that I'm out, you know, after you know I'm going to be out in June. And then I'm going to be out in July and I'm going to be back in September would be the next closest date for me. Okay. Yeah. Yeah, I think that we are busy somewhere too but that's, that's fine. I mean, if we need and I agree I think we should get board members that are committed and diverse and and then have that, you know, and then afterwards have their retreat at some point. Yeah, we've done a lot this year and it's, it's okay to, you know, slow down and work things at a pace that's that's sensible and thoughtful. Yeah, and maybe I'll just like reiterate that kind of north star fuel that's like ringing in my ears from Amy Cunningham over at the Vermont Arts Council when you know we applied for that big grants and you know kind of went through all this kind of work that we wrote about things that we want to do wrote about think the work that we do to serve under resource underrepresented communities, and she was like well you know, does your board reflect that you know so it's like that's a huge thing you know it's like it's one thing you know does your staff reflect that does your board reflect that it's yeah you might serve that community or those communities but it's helpful to also bring those folks in and you know. You know that yeah. Yeah, no that makes sense. So, we're working on it yeah. So I'm hearing will hold off on that May 23. That's a reschedule. Yeah. It goes back to the question mark. Or got that. Yeah, that's okay. Is that strategic planning or. That's I think the big thing. Yeah, roll right in old business. And does that bring up your procedural question Carlos. Well, you know, kind of little bit I think you know yes it's all business and new business I think one thing that we have addressed in the past is, is how we're going to go about doing that and I feel like there was some new business or old business that we talked about that. It's up in the air, like for example, I'm trying to find out right now. Where was it. So I think sometimes what we've done in the past or could do in the past is grab the new business that was listed in the minutes and shift them into old business so what was new business last meeting with that, like if there are things that are ongoing. So I think Dave, you mentioned in the minutes, and it says that you suggested we invite Katie to join up with the board meeting so that would become an old business. So maybe what I can do in terms of pulling the agenda together is anything that seems like it's an ongoing thing for the new business from the new business in the minutes from the previous. I'll stick in the old business and say, you know, this is correct. I think it's up to Katie, Katie trouts to attend the meeting to talk about Montpelier live and whether that's been done and potential partnership. And I think the old business would have been the discussion of the board make up. So that's kind of, we kind of hit it with the strategic planning but that maybe with that help with the pursuit. I will help in I think keeping that list there that way if it starts growing then what are we doing right because I think you know in terms of baby suggested that we invite Katie trust have we been then we try to do this is just somewhere. Is it on to do lists, you know, is it happening or not right because I am not sure this or who's going to be in charge of that right all those things to determine right all those things. I think, but yes, moving that to keeping that in moving it to the old business and keeping keep that list there it's it's a good way to do this, I think. Unless just get lost. Yeah. Yeah, I know I know Rob try to like a rolling to do list and that can be that can be tricky. I don't know if it's a perennial but it is definitely it's tricky to keep an eye on. Oh yeah that thing and that thing and that thing. But actually codifying it in the agenda gym that that would make it hard to ignore huh. Yes. Correct. I love that. Other other on old or instance that's old business I actually now that I've reminded that we discussed that before I actually did talk with Katie. Last region so she is interested. There's some. I encourage her to reach out to you guys about they. Proposal of doing something for businesses in downtown and I'm not sure if it's something I told her I wasn't sure if it fell under our mission with orca but. For that and in regard to it before we started the meeting proper I told you that they want to start a projector committee. That figures out how and for what to use the peculiar community projector on public art and other sorts of projects around town and I told her I didn't know very much about the technical side of the projector but that. There are probably people here who could and if it's a community project is probably more along the lines of the orca purview things. So. Just sets an update to the old business. Great. There is some more clear live things and just local town things to. Try and interface with yeah and like I definitely suggested to her to get someone from here to get onto the board and. Oh, sorry, sorry. I'll add that I also asked her if she had any interest in serving on the board to know he did and heard back yet so I was like you or anyone you know. So, thank you for the update. Yeah, that's great. So we can. Yeah, probably hear more from. I am moral business or into new. I always bring up the thing that seems to me this important for us but is in some ways breaking news all the time. So right now, breaking news is that they've just had the guy for the colleges, the state college quit. Yeah, absolutely. And so now there's this whole thing that's hanging, but who's going to come back in. They also took after he left his job, which was to make $5 million on on his job. That went out the door with him. So therefore, now they're going to put books back in the library. And the things that he was going to do to save money are going to go be restored that was breaking news today. In other words, people want books they don't want it all digitalized and the books somewhere else. I only bring it up because I think that it's a breaking news issue that we as an organization may need to be a discussing forum for the same other part of it is, should anybody teach kids that there was slavery. And who it was that built the White House and what color they were, and all the things that aren't being allowed to be taught because of parents not wanting their kids to hear the real story of the history of this country. That's a huge breaking curricular issue that's going on now, and the letters to the editor and around town. We don't have any particular place where that topic is either raised, discussed, or action on that front. So that's what I that's why I bring it up always at the end, because it's not anything we can say oh yeah I've got a great idea that is. But I do think that we need to find out whether it's because of people that we get to come in that help inform us, or give us for them a forum to do the kind of organizing of businesses that Katie trust may want to do. So I'll quiet down. Dave, do remember that board members can have their own show if you want to build it they will come right. You read my date. Dave, Dave, I'm wanting to do a show you have the cells here. I've been wanting to do a show and if you want to tag team so that we're not having to do all the content all the time. Yeah, you could do every other day. We should talk. Okay, after the meeting. You got it. I just in case you needed I'm sticking my cell phone number into the top window to me. Absolutely. I'll warn you I've got a couple of weeks of flat it out and then in May, I'm way more way more available. You wanted to go sorry. If I can see Jay that I know that my little super lame plan will now be able to take flight. Yeah, I think we are past a and I just wanted to see you I know you had something for new business in terms of I lost you want to just kind of rough outline it. My rough outline is a standby. What I'm going to do is because I emailed these as I'm going to grab them. Actually, Jen. I have that the text of that email that I thought I had sent my body but I sent it to the wrong address and throw it into the chat window. I will. I'm looking for awesome. Thank you so much. My main interest is this I'm on several boards, and I'm learning a lot of lessons. One of the lessons is we now have enough money. We have high trust and lots of really phenomenal people, but we are not always going to be here. That's part of the good news right because we'll change and new perspectives and expertise will come in. The bad news is they're not always people of high moral integrity I'm afraid and so at the moment, we have no minimum quorum. If Mike started calling weekly meetings which he could do. So we pretty soon get sick of turning up and soon there would be three people, and then the two people who agree with each other could pass anything they want, and that would be legal and it would be done. So, I wanted to draw our attention to a really, really obvious classic takeover strategy if a not for profit, which is call a bunch of meetings people get sick of showing up once you've got people tired and this is done in the legislature every day. So people who manage to stay until 1130 at night end up writing the law. Everybody else gets to talk and feel like they got their perspective in but the people who actually stayed until 1130 at night they write the law that's for the horse trading is done. So, and there's in the chat window now is what I proposed so what I did was just look at our bylaws. Thank you for including those in the board packet and say, we have a couple of places where we can build some protection for the company. And we didn't thank so much for for the quick work and doing that. So we're talking about amending the bylaws is this correct to better protect and serve for Canadian. I think there's a number of things that she's putting in and not here but there's a number of things that might be worth considering. Okay, not. I don't know that we all can read I don't think that we can all necessarily read that right now. Yeah, and I actually need I think we need to get back to the original bylaws because I don't think we can call a meeting with three. So, maybe we are present. Yeah, I mean we did look at there's no minimum in there. It's not. Yeah. That's minimal number of board members but a quorum is always a majority. Correct. That's the danger at the moment. There's there's no minimum quorum so whether you have nine board members, if only three turn up to can vote anything they want. I don't think we can meet with with with less than a majority. We've canceled meetings due to lack of a quorum. It does define and I actually think our doesn't our bylaws say we meet every other month. I don't think I could do this long more of like just calling a meeting every other day and having two people show up and decide to move all the budget into my pocket. I think we have to get I think we have to start with the bylaws as they're written. That's right. I read the bylaws with what's there accurately. Some of it's great and I can't tease it out right now but yeah, this isn't to say right this is not to say vote on this tonight. I miss things. Look at our bylaws to make a change to the bylaws takes like six months. It's three votes right right over the course of meeting the other month. It's it's half a year to just make a little clean little fix. It took half a year but we saw it through right Mike I might have to start with our original bylaws as they stand. I'm easily may have missed something I did a quick review looking for some particular techniques that I know have just been used in two boards that I'm on successfully to control and waste and they're both companies with media connotations to control and waste the cash assets of the company. One of them is now is a non Vermont company and it's down its assets are now down by two thirds and its membership is down by two thirds as well. Those are unrelated. The other one. You know, I'll just say that there are significant issues. So I would I would think these proposals would be housed in the policy circle. And and that would get brought to the board. And then it is it's like, it's a three vote. So we have, you know, existing bylaws for working with bylaws changes. I think there are maybe things, you know, that are just common practice that I considered like, yeah, they're probably in the bylaws like, I thought we had a minimum of seven but it's not on the bylaws. So, a good reading of what we have there. And then compare it out with some of these proposals. Yeah, sure. If you want the point one point one was just to point out that without a minimum quorum. That's why we're at risk. You wouldn't do that Mike. And that's why I said this is not become for who we are now. It's for who we could become point one was just to point out that this is a potential avenue that's being used commonly point to was just that an audit, a regular audit is a good idea and I didn't see something that required a regular audit. We already voted some funding for an audit. And when we do that, I think we should explore whether there's, you know, some intermediate thing that's really cost effective. Somebody else who's got a lot of governance experience today knowing I was going into this meeting suggested that we also considered the board asking to take a subset of people to just do a review of the books every year. And it's not that I could be on it but it would be me and other people so that there's that extra oversight. Three was, you know, we've already discussed three earlier in the meeting but it's just the idea that we're in a state that is reliably democratic. But the area that we represent is is very very mixed into in some areas quite conservative, and that to just continue to actively outreach and remind them that it doesn't mean they don't get a voice because right now, one of the issues is that the very other side is being propagandized to feel that it has no voice in a liberal area. And so we can say no we want to hear your voice we want to hear your voice. It's just a thought that in the current political climate one of the things we can do to help our communities is just to keep reaching out saying we want all we want all voices. I just mentioned earlier that I thought Mike a body had done a great job of expressing this something like that and bylaws bylaws are like about the structure of the organization. I agree that one said can our purpose include a statement. It wasn't a bylaws of proposal for the would be a bylaws proposal. I noted that the board appoints itself and replaces itself. And so I just was something to think about could that could we provide a means for the community to object to a board member at the moment the community has no choice whatsoever. If we all decide we want to put somebody on and the community is like hell no. There's no option there's no recourse point five is just we should have an annual conflict of interest disclosure if we don't already. I think the last point was just you know that as a matter of policy. And then the rest of its self explanatory engine and I had a continuing conversation. My goal is not to be draconian it's to provide the fantastic group of directors the opportunity to go out and do their jobs and shine. Just to say you know but but not to bless but not also not as a board to be responsible and say hey we're doing our job for oversight reporting in processes to let the the officers, you know, the sorry the operating directors do their job without interference and then just some some other suggestions for oversight. I sent a shot a quick suggestion over to Jen earlier to share and think about with absolutely no pride of authorship. I've never gotten one right yet but it was just some thinking about how to do that in a financially responsible way. Thanks for letting me talk. Sure. I could. I don't know. Jen, you have the email of this. Yes. Could you just bounce it to the whole board because you know we'll lose it in the text chat. I agree, Mike, I think I do agree we should this should be moved over to the to this motor committee and then that committee to tackle this. You know it could go deep into this right have the questions answered and the whole thing come up with kind of the cliff notes for all of us and then we could we could we decide to move on with that then that would be whatever next steps are. And then if, if, if we are going to change the bylaws we need you know specific language like a conflict of interest policy makes a lot of sense but you know the verbiage has to be there. So someone's got to do that heavy lifting. And I'm sure there's templates out there but yes, this is good, it's good to get the ball rolling on this because bylaws changes take time, and it also prompts me to just get reacquainted with our bylaws as they presently stand. So that's a forum to find I've just you know assumed Robert's rules would we couldn't make this we couldn't we couldn't meet without without a majority. And thank you for doing the heavy lifting tonight we got five out of six which is, you know, that's, we're a small board right now so that's thanks for everyone's level of participation. If you're in business or the clock just turned to 820 could accept the motion to adjourn. Just about I didn't know if we need to formalize chat is stepped up to being the secretary so I didn't know if we needed to have that and, and whether if there was anything around the fact that Rachel had to step down and we got a replacement secretary and if there was anything I think Chad expressed today he was subbing. He's having okay. Right. He's subbing. All right, interim by acclimation. Everyone's grateful Chad, thank you. Yeah, we are so much. And then the last, I think we talked about the board candidates and I think, you know, definitely send on your people, the annual meeting date. I think as part of the bylaws. One of the things that they talked about was the annual meeting happens in May. And whether that do we want to continue on with the annual date in May and is that what we're kind of planning for, or if it needs to be shifted is that that would be something that the board would need to decide so it was kind of just. Yeah, that's that's important. So we had a, you know, COVID shifted us into the fall. We had the world shut down and we finally did a, you know, hoping the world would open back up and we did a. It was basically robbed at a slideshow as our annual meeting, I believe in the September of 2020. And then we've just kind of kept the fall thing but it is a little awkward because we're reviewing. You know, the year prior, which is was nine months ago at that point. Or we like the new rhythm of September. But we have, we have shifted and actually the last, the last annual meeting was quite a to do with the, the John Block. Memorial and the crowd that came out for was, you know, quite great. I don't know if staff would feel print. I mean, we wouldn't have to remain at that scale that was really. Yeah, you kind of set a new bar there. But we could certainly have, you know, a late May kind of scaled back to our old style annual meeting and just get back on our pre COVID rhythm is just the year to do that. That's my rough outline of the issues there. One thought, you know how the state house has that one day where all the local businesses come in and showcase their products. And everybody goes to the state house and tries cheese and looks at you know, so and so is consulting or whatever. Well, we could take that one better. And we could, you know, could we do our thing but also say hey you're invited to come in and showcase and this will be live cast. It's a small business talent show meeting. Yeah. I mean, that I think that's a good idea but it feels like a little bit different as far as inviting businesses in and doing things like that. It feels different than our annual meeting or an open house showcase our work right. And it actually leads me to wonder like just how is staff capacity if we were going to say, Hey, yeah, let's let's let's get ourselves back on the main rhythm. Are people feeling like with the ledge wrapping up and this and that or you could really use on the back into summer. I think I think I would actually defer to just staff capacity on this one. I'm definitely at capacity. So I think that adding planning event planning of any kind for the next month might be a little bit challenging at this point but we could, we could definitely organize something small. Yeah. And I think prioritizing the annual meeting. Yeah. So this is the timing for are you talking about we're talking about planning for the annual meeting in the fall this last annual meeting I think was my first one so I'm sort of. I don't know how they used to be used to be much small I think last the one in the fall was like also an open house so it was I think we were trying to show off the new space. We don't get nearly that kind of traffic in our annual meeting if we could try to keep going with that. The only thing I would add to the the annual meeting date is our tax return gets our due date for the tax return is May 18. And that's usually some of the numbers that get pulled in. And then we do our annual or rule eight numbers and that's also so it's like if he gives us the tax returns and he's planning on having it down on the 18th. If we're looking at like aiming for like the 23rd or it's not a lot of time to get the numbers and you are in a report and get that all pulled together by that time. So it is I mean, it is a little bit tight in terms of like just getting the reports and having something to present for the annual meeting. In terms of just that piece. And I think if we're, you know, if we're, it seems like if we want to continue on that trend of getting as many people and whether it's not necessarily an open house but I think trying to get that many people and it was a little bit maybe more advertising and reaching out and talking to the groups that we interact with and being like hey come to our meeting I think we did a little bit more of that because we're like it's our open house come see our space. So if we did defer to and maybe not may but maybe not as far as fall. I think that was a little bit like it was hard to talk about the previous year, when this that year was almost over also. So, I think maybe not as far as fall but if maybe may feels a little bit tight to try to get things pulled together and get all the inner report stuff down and then have it. So, that it'd be nice to introduce new board members to if we're going to have an annual meeting. Traditionally the annual meeting has also functioned as an open house but I just think you guys really fleshed it out, like it never been before. Last fall. So, when did they win. So when was it was in May before. Is that right. The. Yeah, I think maybe that the timing that Jin's talking about with the kind of the numbers being I didn't realize the numbers would be that fresh May 18 and then roll it into yeah he's usually like the, you know that Thursday before Labor Day or something. It sounds like it sounds like we ought to maybe not wait until September. Although maybe we could we could definitively say let's pick the day for the annual meeting next board meeting. How's that. So I think as long as it's in the notes that it's okay that it's not in May, because I think the bylaws was like, you know, unless it's in May, unless the board has to defer it. Let's let's commit to getting it back in the spring for 2024 and say COVID is truly over we're still in our COVID hangover here. So if you want to do anything about diversity. The 19th of June is Juneteenth on Monday. Which is being celebrated more and more than it ever was the last five years. It has been. When I worked at Berkeley Unified School District you got May 19 off as a day off because it's Malcolm X's birthday so. It's also Juneteenth. And two days from the summer equinox. Anyway, I was just saying that would be not the fall. School would still be barely certain happening. Right. And graduations. But there might be some parents here that like to support our. Board would be here for their graduation. Anyway, just a potential date. I'm trying to think day of the week historically it's been a Thursday. That sound ring true to people. I think deciding that next meeting was expedient. Okay. Decide next. Thanks for getting it on our radar. Yeah. And that's, that's noted in the minutes we're. We're still in our COVID rhythm for scheduling the annual meeting and. We'll not, we'll not hit that may the May thing. Thanks for getting that engine. All right. Yeah. How are we doing folks at 829. I'm asleep already, but. Yeah. Was that emotional adjourn Carlos? I think so. He got woke for a few seconds. Yeah. Alrighty. Does anyone want to formally second that? I don't want done. I feel like we are pretty darn efficient too. Did I hear that second? Yeah. All right. All those in favor of a journey at 830 PM on the nose. But yeah. But let's just get started. All right. All right. Yeah, all right. All right. All right. All right. All right, in the post. Great. Good doing business with you folks. Yeah. Thanks for the turnout. And we'll be seeing you soon enough. Take care now.