EPIC GENERAL MEMBERSHIP MEETING
JANUARY 13, 2005
6:39 PM – 8:52 PM
PRESENT:
The meeting was called to order by Carol Pass, interim president of EPIC. AA challenged whether the meeting could be called to order since six members of the board had resigned. CP stated that a “quorum,” according to the bylaws, is “a majority of the board directors.” Since there are presently three board directors (CP, MK, SM), a quorum would be two. Since MK and CP are present, there is a quorum. AA asked which board directors met on January 8, 2005. CP responded that two of the three existing board members were in attendance. MG stated that the status of the board is a board with vacancies and the bylaws state that vacancies can be filled by appointment or election.
Motion 1(BP, MG)
Approve the agenda with the addition of an announcement by JT. Motion passed.
Motion 2
Approve the minutes. It was determined that the only minutes that can be approved would be the minutes from the October 14, 2004 meeting. Since there are no minutes from that meeting, the motion failed.
Announcement
GS announced that the city’s murder rate is rising and 31% of the murders were gang related. The city is looking at several programs. There will be a community meeting to get input on the problem. (Sorry, the sound was TERRIBLE!)
Introductions were made.
Announcement
RB announced that he has set up two Yahoo groups in an effort to provide a means for residents to improve communications. Everyone is invited to include their e-mail address on the sign-in sheet and RB will send an invitation to join the newsgroups. The Yahoo groups will include discussion, file sharing, and a calendar.
Discussion commenced regarding the minutes from the board meeting on 1/8/2005. LM asked to table the discussion and resume our agenda.
Announcement
IM told the community about the difficult housing situation facing her father, YH. The family asked for support from the community in staying in their present housing, or seeking new housing. CP proposed that neighbors meet the following day to figure out who to contact at the city to try to reverse the eviction.
Announcement
JT reported that the Greenway is planning a meeting on 1/24/05 7 pm at the Green Institute to review plans for Arbor Day and plantings at 18th Avenue. There is a job opening (flyer distributed.) She announced that she is looking for someone to take her place on the Greenway committee. Responsibilities include attending Greenway board meetings, and reporting back to EPIC.
Treasurer’s Report
MK reported that PPNA is no longer acting as fiscal agent for EPIC. All the rent and other bills will be paid and a report will be received from PPNA in early Feb. We have a lot of NRP money, but we can’t access it without a fiscal agent. If the 501(c)(3) comes through then we won’t need a fiscal agent. MK was asked for a past report and stated that there was a question of paying final bills and the amount of non-NRP funds wasn’t known yet. CP asked if there would be funds to pay for mailings for the annual meeting. CP also noted that LM was to be reimbursed for garden expenses. The funds were set aside for this. MK asked whether the bill was sent to Rebecca. LM responded that she had no contact with Rebecca after the October GMM. MG asked if PPNA provided a written notice of their reason for declining the job of fiscal agent.
Motion 3 (LM, MG)
Obtain a letter from PPNA explaining the reason that PPNA declined to be EPIC’s fiscal agent. Motion passed. MK will bring the motion to PPNA for her Feb. meeting with Elena.
Discussion commenced about EPIC’s mail. Where is the mail going? Who is receiving the mail? MK reported that she purchased a PO Box for EPIC in early December and told Rebecca and David to inform EPIC’s correspondents. The key was given to David. This was before the six directors resigned. MK has tried to get a second key, and the PO keeps delaying this. MK asked David for the key and hasn’t received it. MK notified the PO to forward mail from the Green Institute to the PO Box 7539, 55407 last week. CP asked MK to obtain the key asap and pick up the mail. CP will pick up any mail at the Green Institute.
Motions from the Jan. 8 Board Meeting
SM and CP followed the bylaws and consulted NRP, the MN Attorney General and called a meeting of the board on Jan. 8, 2005. CP and SM installed themselves as President and Vice President in order to keep the neighborhood organization going, and move forward in the process for establishing 501(c)(3) status for EPIC. The motions passed at the board meeting were presented to the GMM.
Motion 4 (LL, MG)
Motion to entrust RB with the administration of the Yahoo discussion and news groups, to establish rules for participation and to monitor the groups. RB will have the authority to remove subscribers who violate those rules. (Motion passed.)
Motion 5 (BP, JT)
Motion to establish a Directors Nominating Committee. The committee will present to the community at the January GMM. Motion was amended (MK) to strike “Directors Nominating Committee” and add “establish a paperwork committee to be commissioned to do these things.” (Motion passed, LM abstained.)
RB will chair the committee. Tasks include:
Job description for board directors.
Board director qualifications.
Board director nomination forms.
Board director agreement.
New board director information packet (to include EPIC’s mission statement and a copy of EPIC’s bylaws.)
Motion 6 (BP, LL)
Motion to write to Robert Thompson requesting information regarding EPIC’s equipment and files, arrange for transport to RB’s home; and instruct NRP to recognize new officers and change of address; write to PPNA requesting financial records. (Motion passed.)
Motion 7 (LL, SM)
Motion to count votes, henceforth. (Motion passed 9/0.)
Old Business
CP presented Motion 8 from the Jan. 8 board meeting, as follows:
Motion to place items 1-8 on Thursday’s GMM agenda. (Passed unanimously.)
10/9/03, Motion to submit the 501(c)3 application in a timely way.
10/9/03, Motion to set up an ethics and conduct committee.
11/2003, Motion to set up professional board training.
2/2004, Motion to set up a program committee to work on the needs of youth.
8/2003, and 3/2004, Motion to implement a mediation process.
5/2004, Motion to set up the Strategic Planning committee to create a budget.
8/2003, Motion to tape EPIC board and general membership meetings.
7/2004, Motion to implement the resolution of the grievances filed at the beginning of the summer.
Pending Grievances
Item 8 above: EPIC agreed to create policies that give the community assurance that motions passed by EPIC will be carried forward by the board. This item will be included in the agenda for Thursday’s GMM and community will be invited to participate in forming policies and procedures.
Motion 8 (RB, LL)
The paperwork committee take on responsibility for all issues representing neighborhood motions. (Motion passed, 8/0.)
Brochure to welcome new townhome residents.
(Motion tabled.)
Planning for the March Annual Meeting
We must have a plan by the February Meeting because we have to provide notification. We have to mail every address in the neighborhood.
Motion 9 to Adjourn (LL, BP)
(Motion passed, 8/0.)
Thursday, January 13, 2005
Saturday, January 8, 2005
EPIC COMMUNITY MEETING - January 2005
EPIC COMMUNITY MEETING
JANUARY 8, 2005
10:18 AM – 10:57 AM
PRESENT:
Directors: Carol Pass
Residents: Ryan Brueske, Jane Thomson, Amy Pass, Brad Pass, Dan Pass, Linda Leonard, Mary Gonsior, Cynthia Aguirre, Laverne Turner
The meeting was called to order by Carol Pass who noted that there was no quorum (a majority of the remaining board members -2 of 3- were not present.)
Motion 1 (CP, MG)
Motion to proceed with meeting as a neighborhood meeting to put together an agenda for the GMM on Thursday, January 13, 2005. (Passed unanimously.)
Motion 2 (BP, JT)
Motion to accept the agenda with the addition of Announcements. (Passed unanimously.)
Motion 3 (RB, MG)
Motion to elect CP to chair the meeting. (Passed unanimously.)
Announcement (JT)
The Greenway Coalition announced the locations for Arbor Day plantings for E. Phillips sites. These sites will include just east of 5th Avenue, 13-14th Avenues including the ramp, and Cedar – 28th Avenues. These are Phase I plantings. In addition, The Greenway Coalition will host an Arbor Day community planning meeting on Monday, January 24, 2005 at their office at 26th and Stevens Avenue. The time is to be determined. For more information, please call Theresa Nelson, Greening Manager at 612-879-0103.
Motion 4 (LL, BP)
Motion to commend Jane Thomson publicly for consistent, faithful, ongoing commitment to a task that benefits E. Phillips. The community is thankful to Jane for her work as Liaison to the Greenway Coalition. Her outstanding participation in this responsibility has been positive for the E. Phillips community.
Communication Strategies (RB)
In order to facilitate communication among residents of E. Phillips, Ryan has set up two private Yahoo Groups/e-mail lists. The goal is to spread out E. Phillips information more quickly and effectively. Residents are encouraged to distribute the information about the groups to their own contacts and ask them to sign up. (Do not sign up for others.) The groups have a web-like format also, where documents, pictures and calendars can be shared. In addition, subscribers may access e-mail archives. Mary offered to help if an EPIC Web site is developed.
eastphillipsnews
News from the East Phillips Neighborhood of Minneapolis.
Date Founded: Jan 8, 2005 Mailing list type: Announcement
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A discussion group for the residents of the East Phillips neighborhood in Minneapolis.
Date Founded: Jan 8, 2005 Mailing list type: Discussion
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Motion 5 (LL, JT)
Motion to entrust RB with the administration of the Yahoo discussion and news groups, to establish rules for participation and to monitor the groups. RB will have the authority to remove subscribers who violate those rules. (Passed unanimously.)
Minutes from previous meetings
There was no quorum at meetings that took place since October 14, 2004. There were two board members at the last board meeting in December. The only minutes that are available would be the Ad-hoc Committee meeting minutes. There is a question of whether those minutes are relevant in light of the resignation of six board members.
Motion 6 (LL, JT)
Motion to suspend with the minutes. (Passed unanimously.)
Treasurer’s Report
Margaret Kirkpatrick (MK) reported to CP that Elena of PPNA was not able to meet with EPIC representatives prior to Thursday’s GMM meeting (1/13/05.)
Meeting Adjourned
Suleman Mohamed (SM) arrived and since a quorum was then present, residents agreed to adjourn the EPIC community meeting at 10:57 AM to take up the EPIC board meeting.
EPIC BOARD MEETING
JANUARY 8, 2005
10:58 AM – 12:35 PM
PRESENT:
Directors: Carol Pass, Suleman Mohamed
Residents: Ryan Brueske, Jane Thomson, Amy Pass, Brad Pass, Dan Pass, Linda Leonard, Mary Gonsior, Cynthia Aguirre, Laverne Turner
Motion 1 (CP, SM)
Motion to call board meeting to order. (Passed unanimously.)
Motion 2 (CP, SM)
Motion to allow residents present at meeting to fully participate in discussion and vote on motions. (Passed unanimously.)
Board Resignations (CP)
The letter of resignation by Board Directors David Fisher, Glory Gloudemans, Andre Alexander, Mohamud Hussein, Paula Weikle and Sherman Wilburn was presented. The letter, which was addressed to Mr. Robert Miller, Executive Director of NRP was cc’d to Board Directors Carol Pass and Margaret Kirkpatrick (Suleman Mohamed was omitted.)
Carol: It is hard for the minority on the Board to be responsible for not carrying out the fiduciary responsibilities of the board. I disagree with the letter. As the minority, I could not pass motions, nor override the majority of the board. I don’t accept the letter’s version of what happened. This letter needs a response.
Other discussion: Does EPIC need to respond? EPIC should accept the resignations. EPIC should inform NRP, funders and public that EPIC intends to go forward. Some residents don’t know what has happened. EPIC has lost office, fiscal agent, and funds. EPIC is a corporation in good standing.
Motion 3 (CP, LL)
Motion to accept board resignations and draft a response letter. The letter will be addressed to the former Board Directors, the E. Phillips Community and will be cc’d to Mr. Robert Miller at NRP and PPNA. (Motion passed, 1 abstention [JT].)
The group formed a list of points to include in the response. MG will draft letter. The letter will accept the resignations, but will not accept the reasons given. The letter will note the omission of notifying Director S. Mohamed of the resignations. EPIC is a corporation in good standing with the State of Minnesota and intends to move forward. EPIC is taking the responsibility of sharing the resignation letter with the community.
Report on EPIC (CP)
EPIC is a corporation in good standing with the State of Minnesota. There is a list of unfinished business, including the status of EPIC’s 501(c)3 application. The IRS has indicated it will not communicate with CP or MK about this status.
Motion 4 (BP, AP)
Motion to establish a Directors Nominating Committee. The committee will present to the community at the January GMM. (passed unanimously.)
RB will chair the committee. Tasks include:
Job description for board directors.
Board director qualifications.
Board director nomination forms.
Board director agreement.
New board director information packet (to include EPIC’s mission statement and a copy of EPIC’s bylaws.)
Motion 5 (BP, LL)
Motion to review motions passed at the EPIC Community Meeting for ratification at this board meeting. (Passed unanimously.)
Motion 6 (BP, LL)
Motion to ratify motions passed at the EPIC Community Meeting. (Motion passed, 1 abstention [JT].)
Motion 7 (LL, MG)
Motion to recognize Carol Pass to office of President, and recognize Suleman Mohamed to office of Vice President. (Motion passed, 1 abstention [JT].)
Old Business
There are outstanding bills and requests are coming in from other groups. The organization needs a legal address in order to re-route correspondence. The organization needs to determine how to forward phone calls.
Motion 8 (LL, MG)
Motion to place items 1-8 on Thursday’s GMM agenda. (Passed unanimously.)
10/9/03, Motion to submit the 501(c)3 application in a timely way.
10/9/03, Motion to set up an ethics and conduct committee.
11/2003, Motion to set up professional board training.
2/2004, Motion to set up a program committee to work on the needs of youth.
8/2003, and 3/2004, Motion to implement a mediation process.
5/2004, Motion to set up the Strategic Planning committee to create a budget.
8/2003, Motion to tape EPIC board and general membership meetings.
7/2004, Motion to implement the resolution of the grievances filed at the beginning of the summer.
Pending Grievances
Item 8 above: EPIC agreed to create policies that give the community assurance that motions passed by EPIC will be carried forward by the board. This item will be included in the agenda for Thursday’s GMM and community will be invited to participate in forming policies and procedures.
GMM Agenda
SM requested ten minutes on the GMM agenda to allow Yusuf Mohamed to address residents concerning his housing situation.
Updated forwarding of mail and phone
Address correspondence to President.
Motion 9 (LL, MG)
Motion to write to NRP requesting the return of EPIC equipment and files, and instruct NRP to recognize new officers and change of address; write to PPNA requesting financial records. (Passed unanimously.)
Motion 10 (RB, LL)
Motion to seek legal aid/advice. (Passed unanimously.)
Motion 11 (LL, RB)
Motion to adjourn. (Passed unanimously.)
Minutes submitted by Mary Gonsior
JANUARY 8, 2005
10:18 AM – 10:57 AM
PRESENT:
Directors: Carol Pass
Residents: Ryan Brueske, Jane Thomson, Amy Pass, Brad Pass, Dan Pass, Linda Leonard, Mary Gonsior, Cynthia Aguirre, Laverne Turner
The meeting was called to order by Carol Pass who noted that there was no quorum (a majority of the remaining board members -2 of 3- were not present.)
Motion 1 (CP, MG)
Motion to proceed with meeting as a neighborhood meeting to put together an agenda for the GMM on Thursday, January 13, 2005. (Passed unanimously.)
Motion 2 (BP, JT)
Motion to accept the agenda with the addition of Announcements. (Passed unanimously.)
Motion 3 (RB, MG)
Motion to elect CP to chair the meeting. (Passed unanimously.)
Announcement (JT)
The Greenway Coalition announced the locations for Arbor Day plantings for E. Phillips sites. These sites will include just east of 5th Avenue, 13-14th Avenues including the ramp, and Cedar – 28th Avenues. These are Phase I plantings. In addition, The Greenway Coalition will host an Arbor Day community planning meeting on Monday, January 24, 2005 at their office at 26th and Stevens Avenue. The time is to be determined. For more information, please call Theresa Nelson, Greening Manager at 612-879-0103.
Motion 4 (LL, BP)
Motion to commend Jane Thomson publicly for consistent, faithful, ongoing commitment to a task that benefits E. Phillips. The community is thankful to Jane for her work as Liaison to the Greenway Coalition. Her outstanding participation in this responsibility has been positive for the E. Phillips community.
Communication Strategies (RB)
In order to facilitate communication among residents of E. Phillips, Ryan has set up two private Yahoo Groups/e-mail lists. The goal is to spread out E. Phillips information more quickly and effectively. Residents are encouraged to distribute the information about the groups to their own contacts and ask them to sign up. (Do not sign up for others.) The groups have a web-like format also, where documents, pictures and calendars can be shared. In addition, subscribers may access e-mail archives. Mary offered to help if an EPIC Web site is developed.
eastphillipsnews
News from the East Phillips Neighborhood of Minneapolis.
Date Founded: Jan 8, 2005 Mailing list type: Announcement
Post message: eastphillipsnews@yahoogroups.com
Subscribe: eastphillipsnews-subscribe@yahoogroups.com
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eastphillips
A discussion group for the residents of the East Phillips neighborhood in Minneapolis.
Date Founded: Jan 8, 2005 Mailing list type: Discussion
Post message: eastphillips@yahoogroups.com
Subscribe: eastphillips-subscribe@yahoogroups.com
Unsubscribe: eastphillips-unsubscribe@yahoogroups.com
Motion 5 (LL, JT)
Motion to entrust RB with the administration of the Yahoo discussion and news groups, to establish rules for participation and to monitor the groups. RB will have the authority to remove subscribers who violate those rules. (Passed unanimously.)
Minutes from previous meetings
There was no quorum at meetings that took place since October 14, 2004. There were two board members at the last board meeting in December. The only minutes that are available would be the Ad-hoc Committee meeting minutes. There is a question of whether those minutes are relevant in light of the resignation of six board members.
Motion 6 (LL, JT)
Motion to suspend with the minutes. (Passed unanimously.)
Treasurer’s Report
Margaret Kirkpatrick (MK) reported to CP that Elena of PPNA was not able to meet with EPIC representatives prior to Thursday’s GMM meeting (1/13/05.)
Meeting Adjourned
Suleman Mohamed (SM) arrived and since a quorum was then present, residents agreed to adjourn the EPIC community meeting at 10:57 AM to take up the EPIC board meeting.
EPIC BOARD MEETING
JANUARY 8, 2005
10:58 AM – 12:35 PM
PRESENT:
Directors: Carol Pass, Suleman Mohamed
Residents: Ryan Brueske, Jane Thomson, Amy Pass, Brad Pass, Dan Pass, Linda Leonard, Mary Gonsior, Cynthia Aguirre, Laverne Turner
Motion 1 (CP, SM)
Motion to call board meeting to order. (Passed unanimously.)
Motion 2 (CP, SM)
Motion to allow residents present at meeting to fully participate in discussion and vote on motions. (Passed unanimously.)
Board Resignations (CP)
The letter of resignation by Board Directors David Fisher, Glory Gloudemans, Andre Alexander, Mohamud Hussein, Paula Weikle and Sherman Wilburn was presented. The letter, which was addressed to Mr. Robert Miller, Executive Director of NRP was cc’d to Board Directors Carol Pass and Margaret Kirkpatrick (Suleman Mohamed was omitted.)
Carol: It is hard for the minority on the Board to be responsible for not carrying out the fiduciary responsibilities of the board. I disagree with the letter. As the minority, I could not pass motions, nor override the majority of the board. I don’t accept the letter’s version of what happened. This letter needs a response.
Other discussion: Does EPIC need to respond? EPIC should accept the resignations. EPIC should inform NRP, funders and public that EPIC intends to go forward. Some residents don’t know what has happened. EPIC has lost office, fiscal agent, and funds. EPIC is a corporation in good standing.
Motion 3 (CP, LL)
Motion to accept board resignations and draft a response letter. The letter will be addressed to the former Board Directors, the E. Phillips Community and will be cc’d to Mr. Robert Miller at NRP and PPNA. (Motion passed, 1 abstention [JT].)
The group formed a list of points to include in the response. MG will draft letter. The letter will accept the resignations, but will not accept the reasons given. The letter will note the omission of notifying Director S. Mohamed of the resignations. EPIC is a corporation in good standing with the State of Minnesota and intends to move forward. EPIC is taking the responsibility of sharing the resignation letter with the community.
Report on EPIC (CP)
EPIC is a corporation in good standing with the State of Minnesota. There is a list of unfinished business, including the status of EPIC’s 501(c)3 application. The IRS has indicated it will not communicate with CP or MK about this status.
Motion 4 (BP, AP)
Motion to establish a Directors Nominating Committee. The committee will present to the community at the January GMM. (passed unanimously.)
RB will chair the committee. Tasks include:
Job description for board directors.
Board director qualifications.
Board director nomination forms.
Board director agreement.
New board director information packet (to include EPIC’s mission statement and a copy of EPIC’s bylaws.)
Motion 5 (BP, LL)
Motion to review motions passed at the EPIC Community Meeting for ratification at this board meeting. (Passed unanimously.)
Motion 6 (BP, LL)
Motion to ratify motions passed at the EPIC Community Meeting. (Motion passed, 1 abstention [JT].)
Motion 7 (LL, MG)
Motion to recognize Carol Pass to office of President, and recognize Suleman Mohamed to office of Vice President. (Motion passed, 1 abstention [JT].)
Old Business
There are outstanding bills and requests are coming in from other groups. The organization needs a legal address in order to re-route correspondence. The organization needs to determine how to forward phone calls.
Motion 8 (LL, MG)
Motion to place items 1-8 on Thursday’s GMM agenda. (Passed unanimously.)
10/9/03, Motion to submit the 501(c)3 application in a timely way.
10/9/03, Motion to set up an ethics and conduct committee.
11/2003, Motion to set up professional board training.
2/2004, Motion to set up a program committee to work on the needs of youth.
8/2003, and 3/2004, Motion to implement a mediation process.
5/2004, Motion to set up the Strategic Planning committee to create a budget.
8/2003, Motion to tape EPIC board and general membership meetings.
7/2004, Motion to implement the resolution of the grievances filed at the beginning of the summer.
Pending Grievances
Item 8 above: EPIC agreed to create policies that give the community assurance that motions passed by EPIC will be carried forward by the board. This item will be included in the agenda for Thursday’s GMM and community will be invited to participate in forming policies and procedures.
GMM Agenda
SM requested ten minutes on the GMM agenda to allow Yusuf Mohamed to address residents concerning his housing situation.
Updated forwarding of mail and phone
Address correspondence to President.
Motion 9 (LL, MG)
Motion to write to NRP requesting the return of EPIC equipment and files, and instruct NRP to recognize new officers and change of address; write to PPNA requesting financial records. (Passed unanimously.)
Motion 10 (RB, LL)
Motion to seek legal aid/advice. (Passed unanimously.)
Motion 11 (LL, RB)
Motion to adjourn. (Passed unanimously.)
Minutes submitted by Mary Gonsior
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