GIAC Monthly Board Meeting - April 2, 1998
Conference Room, Greenbelt Police Station
M E E T I N G M I N U T E S
The meeting was held in the Conference Room of the Greenbelt Police Station.
Nancy Revis, President, presided over the meeting. The meeting began at 7 p.m.
Board Members present: Anne Andersen, Tom Crompton, Bill Dupree, Neil McLeod,
Others present: Patty Merryman, Claude Revis
Discussion was held on the upcoming June elections. Nancy is seeking suggestions
on ways to conduct the process. It was recommended that short descriptions
accompany nominations or volunteers for positions. It was also recommended that
overlapping slots in the Board be maintained to help new people mesh with the
people already holding positions. Also mentioned was the necessity to define
terms of office, i.e., who will stay and who will go (Nancy said Bill Dupree
could not go anywhere). This subject was asked to be considered with ideas
brought back for discussion at the next meeting.
There was an appeal for help on webpage sections. Doug will be unable to
continue with the problem log. Other sections also need attention. It was
suggested that a request for participation (help) be placed on the webpage.
The tentative schedule for classes is:
- April 21: Internet Basics, instructor: Tom Crompton.
- May 20: How to buy a computer?, instructor: TBD
- June 22: Tour the Greenbelt Website/ E-greeting Cards, instructor: Patty
- July 21: Windows95 Basics, instructor: Bill Dupree
Classes are held in the large meeting room of the Greenbelt Library and begin at
7 PM. Given the need for instructors it was suggested we canvass our membership
and invite them to share their expertise by teaching a class. Class attendance
was also discussed. Suggestions to increase attendance included seeking out
groups like Seniors and the Girl Scouts (for potential qualifications toward the
computer merit badge).
In other class-related news, Honore Francois, from the Greenbelt Library is
stepping down from her position there. She is having a going away party Sat.,
April 4 (email Nancy for further details). Since Honore was instrumental in our
relationship with the Library (letting us use the conference room, for
instance), we will need to make a new contact. Tom volunteered for the task. Dan
made the original request that we exchange a non voting account in exchange for
Using reference materials made available by GIAC Member Dan Macy, Neil made a
presentation to the Board on the need to comply with the requirements of a
corporation and as a cooperative under Maryland law. For the most part, we are
in compliance; in some areas of Director requirements, our rules are actually
more stringent than required, but in several instances our rules are
insufficient. For example, Officer and Director names, addresses, occupations
and terms of office are required to be on record. Also, under state law, we are
required to conduct an internal audit and to prepare an annual report each
fiscal year for examination by Members or regulators. Neil stated that our
existing monthly reports to the Board satisfy, for the most part, the annual
reporting requirements; however, provision for an audit committee must be added
to the By-Laws.
The discussion pointed to the need to amend our Articles of Incorporation and
adjust our By-Laws before applying for tax-exempt status. Neil explained that
our cooperative is already fiscally, but not legally, nonprofit in its
organization. All state requirements for the proper organization of a non-stock
cooperative are fully satisfied:
1. Each member has only one vote; proxy voting is prohibited.
2. The annual return on membership capital (membership fee) is fixed (zero).
3. Net savings (surplus capital) is accumulated in the general fund as
unallocated member equity.
4. Membership is available on a voluntary basis and open to all persons who
can make use of its services and are willing to accept the
responsibilities of membership.
5. Services are provided for the primary and mutual benefit of the
Tax-exempt status and the right to legally operate as a nonprofit entity and to
qualify for tax-deductible donations are gained by satisfying the criteria of
Section 501(c)(3) of the Internal Revenue Code. Neil distributed copies of
Section 501(c)(3) for reference. GIAC's track record of educational service to
the community is well documented, but it was suggested that a mission statement
be included in the Articles to clarify the educational purpose of our
Neil reported that his understanding of sections of the Internal Revenue Code
and the Annotated Code of Maryland was verified by GIAC Member Judi Nichols, a
practicing CPA employed by the City of Greenbelt.
In summary, to achieve full legal compliance and nonprofit operating status, we
1. Identify and draft needed changes to the Articles and By-Laws,
emphasizing the educational mission of the organization.
2. Obtain Membership approval of the amended Articles and By-Laws. (by
3. Obtain state approval of amended Articles. ($40.00 filing fee)
4. Submit application for IRS approval of tax-exempt status under Section
501(c)(3), including amended Articles with application. The application
fee depends on gross revenues.
5. Use the IRS tax-exemption certificate as evidence of legal nonprofit
Doug Love moved that Neil's report, just completed, together with the 1997
monthly Treasurer's reports, serve as our audit documents for that fiscal period
and that they be retained for any inspection purposes. Doug also recommended
that we initiate a formal audit committee for this fiscal year (1998) and to
include information about member accounts with the 1998 monthly Treasurer
reports. Neil seconded the motion. The motion was put to a vote by the President
Claude Revis asked about the payout practices involving the Treasurer and check-
cutting verification. Neil explained that we currently have a two-person check
approval system. Formal check requests originate from the Treasurer or Webmaster
and must be approved by the President. Requests related to Member service are
verified by the Webmaster. Requests related to Member accounts are verified by
the Treasurer. Certain recurring expenses are pre-approved (ISP fees, PO Box
fee, Membership Committee postage & diskette expense). This item was tabled
pending further consideration by the President.
Neil and Claude volunteered to serve on a committee to identify and draft
proposed changes to the Articles and By-Laws.
Nancy requested recommendations of persons to serve on an audit committee.
There are still some unresolved issues with SigmaNet. We are still waiting for
them to provide us with some rate and service quotes. Also, there were sporadic
problems with the E-mail server for a few days, as reported by Bill Dupree. Neil
and Nancy will schedule a meeting with SigmaNet representatives. System
requirements and web page upgrades were also discussed.
The point was raised that our relationships with information disseminators in
the community, e.g., The Greenbelt News Review and Greenbelt Access Television
(GATE), were in need of expansion. It was suggested that we establish an account
for the News Review similar to the Library's. This will be presented to Mary Lou
Williamson. GATE has tripled its membership and helps groups present themselves
by training to use media equipment. The potential for new and interesting
relationships was indicated.
Our second anniversary party is May 16, 7pm (note time change from 8 pm,
discussed at meeting) at the New Deal Cafe. We will attempt to set up for a
Cyberlink (call Nancy for more details).
The next meeting is May 7, 1998, at 7 p.m. in the Greenbelt Police Station
The meeting was adjourned at 9:40pm.
Recording Secretary Unknown
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