Board of Directors Meeting Notes 03/17/2025

[Chris McLaughlin]

Good day to all of you fine makers.

The Board of Directors has met and has voted on some changes to the Heatsync Labs bylaws.

We have added clarity and detail to 2 items that needed it.

1. Card Access. We have clarified the rules and process' for getting card access to the lab.

2. Proposal Process. We have also clarified the process and procedures for making a proposal for changes in the lab.

You can view these changes in full in the Wiki.

These changes are not designed to limit anyone or anything but simply to guide the process to make it equal for all members. 

We are so excited to be a part of this space and love seeing all of the great things you are all making in the space. 

We will be having a public meeting for you to ask questions and we are particularly looking for ideas on ways to make the lab more financially solvent. More information to come.

Thanks

The Heatsync Board.

[Erik Wilson]

Hey Chris,

Thanks for letting us know about the board meeting and these changes. It may also be helpful to enumerate those changes here, as searching through differences to the wiki can be cumbersome.

There are a few things that may be important to note as significant changes to members:

• The member making the proposal will be a mentor/responsible for the non-card member for a 6-month probationary period.
• Members may only make “one” card access nomination per year. Example: If Member A nominates someone, whether it passes or not, Member A may not nominate another person for 12 months.
• Card access is immediately terminated if the member cancels their membership or lowers their membership to a lower level. 

Unfortunately I need to spend more time tracking down changes to the proposal process in general because it appears to maybe be mixed in with formatting changes.

We should probably also update or remove any other pages which may contain conflicting information about card access.

Should we expect the yearly board meeting in April and election of an interim champion?

[Jot Powers]

I did the formatting changes to improve readability.

However, if you want to see what the changes that were put in without those, you can just compare in history.

Here's the link to make it easy:  https://wiki.heatsynclabs.org/w/index.php?title=Bylaws&diff=6682&oldid=6675

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[Erik Wilson]

Thanks for the information Jot.

The most notable change seems to be Resubmission Restrictions where failed proposals require 6 months before reconsideration or with substantial changes a vote for reconsideration can be made, where 4 weeks after we can then vote on the new proposal.

There seems to be some changes to dates, previously it was the prior HYH (every 4 weeks) but now the proposal must be discussed for at least 30 days.

It seems these changes are somewhat at odds with our current Hack Your HackerSpace wiki page and should be updated (or the page removed).

Should we expect the yearly board meeting in April and election of an interim champion?

[Erik Wilson]

For transparency sake, also please share which board members were present and some more details of the voting results.

[Erik Wilson]

Since the board is looking for ideas on ways to make the lab more financially solvent, I highly encourage our membership to speak up here.

I feel like a great way to encourage membership is to encourage inclusivity. At HeatSync we have a phrase, "show us how the sausage is made". In fact, I encourage everyone to just search for "sausage" in our groups and read through all of the threads. It has been 7 long years since any mention of sausage and now here I am asking you to show me how you make the sausage. Inclusivity requires compromise, compromise requires communication. 

I am curious how we can genuinely ask about improving membership while adding more red tape for members. From a search there has been at least one board member who was not a card holder when elected, and now we are in a strange position where it is easier to be elected to the board than become a card holding member. Perhaps we should require board members to be card holders for at least a year before being even being considered for a position?

While I appreciate the effort to modernize our bylaws we are just adding bad logic on top of already bad bylaws. Decisions like this should not be unilaterally forced upon the membership, there should be a discussion with the community. Any of the previous boards, including the founding members, could have codified these into our bylaws if there was an actual necessity. By doing so we are removing the effectiveness that the membership has in managing themselves. Any of these changes could have been open proposals for HYH.

Unfortunately after attending several HYH events this year it seems these changes are mostly of a personal and vindictive nature. I would like the board to engage in a more open dialog on the forums here, it seems to have been pretty quiet. It would be nice to see financial summaries at HYH events if we are concerned about finances. It would have been more considerate for the board to focus on filling the open champion seat before voting to make these bylaw changes.

Please understand I make these suggestions out of love for HeatSync and the community we have here. Thank you for wanting to make the lab a better place.

[Francisco Ruiz]

So beautifully said Erik! I whole heartedly 1000% agree with Erik's statement! I also do believe there should be more transparency, communication and engagement from the board. And I also agree with how he feels about the HYH atmosphere. We should all really get together and come up with actionable and positive solutions that work for everyone, not just a few people who seem to want to gatekeep their way of how things work, it's not a violable solution for the long term of the lab, and I adds to the negativity that a lot of members and non-members feel when it comes to HYH and the lab as a whole. 

[Arnob Kabir]

Erik and Frank have made some very nice responses, both in writing style and tone. Allow me to be more direct.

These changes are irresponsible and should be removed immediately.

You have not only added "clarity and detail" to the Bylaws. You have also instituted arbitrary time limits and rules that, to my knowledge, have never or have barely been discussed with membership. You fail to mention these new rules in the original Google Groups post.

Admittedly, The Board of Directors has unilateral ability to change the Bylaws... but only on a technicality. Reading the AMENDMENTS section of the Bylaws:

1. Proposed amendments to these bylaws shall be submitted in physical or electronic writing to the Board of Directors at a meeting of the Board of Directors. A majority vote of the full quorum of officers of the Board of Directors will be required for the amendment to become enacted and effective upon completing the vote.

So in other words, during board meetings, the Board can choose to submit amendments to themselves, then approve it by themselves.

I have a hard time believing that the intention of the amendment process is to allow the Board to add, remove, and change the Bylaws however they wish, as they have done here. There is an obvious conflict of interest.

I'd like to point out the irony that the Board is planning to hold a public meeting after instituting these changes, and not before. Or perhaps it isn't ironic because according to your statement, the purpose of this public meeting is not even to validate whether these new rules are useful and purposeful, but to ask questions about them.

Speaking of these new rules, I would appreciate if you could elaborate on what purpose they serve. Does the Board wish to see less people proposed for card access and slower response times in making important changes in the community? Because that is the only thing I see these rules doing.

Lastly, which is also a personal gripe of mine, is that you have yet to replace the Champions. Out of all the officers, the Champions are the ones who are meant to represent the community at large. You made these changes without either the community's input, nor the input of the community's representatives.

Here is my obligatory statement in which I say that I have nothing against any individual officer. But I do have something against a board that suddenly enacts restrictive changes with no obvious goal, and who enacts these changes despite being largely unresponsive and disengaged to the HeatSync community.

Like Erik, I make these suggestions out of love for HeatSync and the community. But it is hard to contain myself when I see a blatant disregard for that community.

Thank you.

[Eric Ose]

Chris,

Am I correct that there was no notice that a board meeting was being held and no published meeting minutes besides this post?

When I was on the board as secretary we were required to provide advance notice about board meetings and publish meeting minutes. These notes don't seem to do much at all to cover the content and intentions of the decisions made.

I agree with all those who have replied. It needs to be clear what the goals of these changes are. They seem at odds with what we have wanted when I was on the board as a Secretary years ago. As well as what community members would want now. We would never push for delaying proposals as having 2 weeks between meetings was already a barrier to some opportunities.

Eric Ose

Robot Ambassador

Sometimes cool things just happen, but usually you have to plan them.

To view this discussion visit https://groups.google.com/d/msgid/heatsynclabs/f383b39c-f9fb-42b9-b089-e9935c5dbabbn%40googlegroups.com.

[SM Newstead]

To whom all it may concern: 

The board has been voting on bylaws changes in this manner for years and years, the fifth of my life that I've been on the board, in fact. If it is a concern to the community (which is completely understandable), then feel free to make a proposal. 

The board in seven years, probably longer, has never published an agenda before our informal meetings, only for the annual meeting, which is usually in April. The legal requirements state we must have an annual official board meeting and post an agenda two weeks before and official minutes on letterhead after. We are not required to post minutes after our informal meetings and it is a courtesy. Chris published this for the sake of transparency, when before, we have posted nothing, which also upset people. Maybe the board should make a by-laws change to ensure you all get minutes? Or if you don't like it (which, again, is understandable), you can propose to make the by-laws not a document missing most aspects of a well-functioning document. 

The board is not required to have more than one champion, and we currently have one champion still who is actively participating in the board. The position of champion has not been particularly useful to us the entire time I've been on the board, including my three years as champion. I do not understand why there are two, but that's not my place. Only two people have shown some interest in the champion position right now and one of them I told the board appoints replacements, but because before I had let the community vote on our replacement (because I understand the wariness of the board power consolidation), I told this individual he could try, he was shut down. Now we are being criticized for the opposite: using the board power to make unilateral decisions. Which is it? Can't have it both ways. This all needs to be in writing, or if it is, then changed as the community sees fit. 

Absolutely no one cared to be on the board the last time, only three people, and a very kind individual offered to fill an important position and has been doing his best, despite being given no secretarial knowledge from the well-seasoned secretary above while he was on the board with him. He has been the best secretary since Ose left the board many years ago, including better than myself. Getting people on the board is insanely difficult, it's miserable no matter what we do (see above, lol) and furthermore, we have not even had people competing against each other for a position since BEFORE my seven years on the board and the last several sessions we've had not enough people and people deigning to re-join the board out of guilt and obligation. In theory, it would be great if a board member should be more experienced before joining. That's not reality. 

There are four board members and one of them lives out of state, so that pretty much implies who was at the meeting in person. We all voted to support HeatSync in the way we think might help, and it was the same vote. 

We are simply solidifying rules and bypassing abuses of these systems. Nearly every card we've had to turn off was a person who was around for a short time before getting the card. Proposals and the resulting vitriol have resulted in several people leaving forever or altering their participation in some way. Something has to change. Additionally, when I got my card in 2015, the informal wait was three months. It was strictly enforced and four people voted no because they thought I was not there long enough despite being there every single day. I was surprised to recently learn that the three month wait is not even in writing, like most things we do. We cannot keep doing things with nothing in writing and no consistency. 

In my seven years on the board, in every position except operations, if we don't do enough, people complain. If we do too much, people complain. By all means, run for the board in October and don't resign without notice when things are difficult, and we'd be very grateful to have people who are interested and not exhausted. 

If you think things should be different in our by-laws, by all means, make a proposal and don't withdraw all your support from HSL when things are difficult. We followed the rules and have been doing it this way for many years. Change it if you don't like it. Simple. 

We can't keep losing the people we need in various ways. We are trying to make things consistent and organized. 

In case you all hadn't noticed, HSL is dying a slow death, and we are trying to prevent that. We have processes; use them to engage and change this community with us. 

I will keep using whatever powers we have to try and do the best for HeatSync. Did you know one of the reasons we didn't get fire sprinklers was because our documents looked like a joke? (By the way, they are). We're putting things in writing. The nuances and time frames and specifics can be changed like an organic document does, over time with proposals and board modifications. You voted for me for seven years and never ran against me. I've been helping make decisions for this place for seven years. I met with city officials on our behalf as champion for three years. I've had access to all our money and accounts as treasurer for three additional years, and I was secretary for a year more yet. Sittler has had access to all our technology as operations manager for three years and no one ran against him either. If you still don't trust us, I don't know what to tell you except run yourselves. 

[Erik Wilson]

If the board thinks our bylaws look like a joke is this really improving it?

I suggest everyone look at https://www.501c3.org/nonprofit-bylaws-the-dos-and-donts/, including the video, and think very hard about these changes.

Perhaps the board should lawyer up to actually help improve it? We can make suggestions but it is up to the board to actually do anything the proper way.

All of this also goes against our "code of conduct" (which for some reason is also in bylaws) of "Attempt collaboration before conflict" and "Assuming everyone thinks and feels the same way as you."

Perhaps there are enough people now where we can have a special election, if board members are exhausted or unable to feel that they can contribute adequately 

[Arnob Kabir]

Hi Shaundra,

I hope you didn't find my message insulting; That wasn't the intention. But besides that, I feel the same way as I did when I first wrote that message.

The board has been voting on bylaws changes in this manner for years and years, the fifth of my life that I've been on the board, in fact. If it is a concern to the community (which is completely understandable), then feel free to make a proposal. 

I was never aware that the board could and has been changing the bylaws over the past couple years. That sort of thing, I think, should be reported and documented. That doesn't change the fact that, according to the revision history, this recent change is the BIGGEST change the Bylaws has ever gone under. Also...how is the community supposed to make a proposal about a process that is largely secretive, rarely reported, and usually undocumented?

The board in seven years, probably longer, has never published an agenda before our informal meetings, only for the annual meeting, which is usually in April.

Are informal meetings the place to make substantial changes to the Bylaws? I had thought that the board was waiting until the official meeting to do anything. This change came out of nowhere.

The board is not required to have more than one champion, and we currently have one champion still who is actively participating in the board.

I asked the champion if he was still champion, and was given a vague response, not a straight "yes" or "no". So I interpreted it accordingly, because he didn't seem to want to give a concrete answer, no offense to him.

I told this individual he could try, he was shut down. Now we are being criticized for the opposite: using the board power to make unilateral decisions. Which is it? Can't have it both ways. This all needs to be in writing, or if it is, then changed as the community sees fit. 

I assume this individual is me. I'm not sure what you mean by "shut down"...do you mean being told that being Champion wasn't up for a public vote? Or "shut down" as in told that I was not going to be Champion? If it's the latter, that was never communicated to me.

I have more to say, but I'll leave it at that for now.

On Monday, March 24, 2025 at 12:22:25 PM UTC-7 smpne...@gmail.com wrote:

[SM Newstead]

Yes, Arnob, the vote was not allowed to be public even though we did it that way before because of concerns about board power consolidation. 

To clarify, we have made bylaws changes at informal meetings all this time, yes. I never cared for this clause of the bylaws, personally, and if people want to change it, be my guest. I actually proposed to a previous board that we give that power back to the community and no one agreed with me. I don't actually know who is right, but everyone had good input regarding their position on that matter. 

We are interested in all suggestions. A lawyer is a very good suggestion, one which we've done a couple times and talked about even more. We hope there will be more suggestions and that people have plenty of time to think of more for the annual board meeting. 

I take exception to the insinuation that we do not contribute adequately. We simply have an inadequate number of people showing interest for years now. No one assumed the way anyone feels and there is no conflict. People are disagreeing, and doing so civilly, without ad hominem and that is okay. 

We have done things the way they have been done for years. We did not violate any of our own guidelines. Again, a proposal may be made to change anything you guys don't like and it is understandable and desirable for that involvement to take place. Seems no one "participates" until they are upset about something. 

[SM Newstead]

We've also formed ad hoc committees in the past for large ongoing issues such as these, and if any of you are interested in forming a committee, that would also be a great way to sift through large amounts of information, collect opinions of members and make informed suggestions to the board on behalf of the committee. If anyone is interested in that, you may start a relevant slack channel and invite people to it. I don't know if it requires a proposal, but we've done it without one before. 

[Erik Wilson]

Section 2.9 States "The Board of Directors shall convene once a year on the first member meeting in April to conduct business and enact decisions regarding the operations and administration of HSL."

The statement that "if people want to change it, be my guest" is strange considering only the board can make changes to the bylaws.

The membership should have a right to special elections for missing board seats, and again that is only a right that the board can provide.

[SM Newstead]

I agree the membership should have a right to do anything they want. Make proposals. I think it's a welcome thing. Don't proposals change anything they propose? The code of conduct thing was added to the bylaws by community proposal. I could be mistaken on how it works. We've all been operating without guidance for many years, just trying to do our best. 

I tried to let the community decide the fate of a champion instead of three people, and you were one of the ones who shut him down. You were right, because it's in writing. But I had let a previous champion appointee be voted on by the community because it seems weird that the whole community chooses board members, but only three people could choose a new one. In my tenure on board, I have tried to make bylaws changes very rarely. I believe this is only the third time in seven years, even though it's technically our right. One of the previous changes was to let scholarship members be on the board. 

Anyway, I added both of you to the bylaws committee on slack (it's public, if anyone else is interested in joining or participating). I wasn't sure if Eric Ose is interested in another commitment, but he's welcome, too, of course. You can remove yourselves if you're not interested in being on it, but you both have good points, and I'm interested in hearing more and figuring out how to structure and organize HSL. Thanks. 

[Erik Wilson]

Please see section 9.1 AMMENDMENTS:

1. Proposed amendments to these bylaws shall be submitted in physical or electronic writing to the Board of Directors at a meeting of the Board of Directors. A majority vote of the full quorum of officers of the Board of Directors will be required for the amendment to become enacted and effective upon completing the vote.

[Erik Wilson]

Also regarding champions, you clearly stated Shaundra that the board had no interest in filling the position, then stated I am the one who shut down Arnob instead of being appointed, when I had been asking for a special election and for it to be open to the community. Now you state it should be open to the community and we should just do it even tho the bylaws says it should be up to the board. It seems there is a strong misunderstanding of the bylaws and how they should work.

[SM Newstead]

I agree there is no consistency. I'm saying I agree that the community should have the ability to make any proposal. Before I even joined the board, a bylaws change was made at hyh by the community, so I agree that something is amiss. This is why things need to be in writing, as I stated. We are trying to do that. We've been trying for years.

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[Erik Wilson]

There was plenty of opportunity tho to make these as proposals, in writing, and bring them to the community for opinion. 

According to the amendment bylaw these proposed changes should have been in writing anyways.

What went wrong?

[SM Newstead]

To me, it sounds like people can write a proposal for the board, not that we have to write a proposal to the community?

To view this discussion visit https://groups.google.com/d/msgid/heatsynclabs/85b53f13-6e15-4cc4-8852-44c742ffcf28n%40googlegroups.com.

[Erik Wilson]

I hear you say the community should have the ability to make any proposal, but what I see happening is that the board is making altercations against the bylaws to prevent that.

[SM Newstead]

A proposal for the board meeting is a separate thing, but we've not made anything preventing people from making proposals. I thought people can make any proposal. If that's not in writing, then we'll have to figure that out

To view this discussion visit https://groups.google.com/d/msgid/heatsynclabs/8ca479e8-5e44-47c7-9bbc-e5d064e66973n%40googlegroups.com.

[Erik Wilson]

Shaundra, the board may reject any proposal that is part of the bylaws. They will need to vote to accept it.

Is that acceptable to you given the changes?

[Jot Powers]

Not replying to any specific message, just an overall perspective.

I figured I'd provide some context on the glamorous life of a Board member.

• 50% of the emails to the board are a demand that the board do something.  Half of those assert some sort of code of conduct violation.
• The other 50% of the emails are questioning why the board did something.

So, it's sort of "damned if you do, damned if you don't".

There is virtually nothing that you can't do as a member, that you can do as a board member.

So, if you're passionate about some specific action, figure out how to enable the community to make it happen.  Being hyperbolic in email doesn't do much to move most things forward, but it can feel good.  Just not normally for the recipients. 

IMO.

-Jot

On Mon, Mar 24, 2025 at 8:54 PM Michael Mathers <michael...@gmail.com> wrote:

I have to concur.  Some of the changes regarding resubmitting proposals is fairly obvious why the changes are being made.  It is not at all apparent why the number of card access proposals are restricted to one per year, for example.  There are no minutes, proposals, or discussion of any kind that I can see. It is ironic that much of the clarifications regarding proposal making has to do with additional transparency while providing absolutely zero transparency has come from the Board.

Michael

To view this discussion visit https://groups.google.com/d/msgid/heatsynclabs/fbe9e536-7a00-45da-b3a7-f65f5a99c260n%40googlegroups.com.

[Erik Wilson]

Jot, as you are a former board member I hope that our board would have a better understanding and impact of our bylaws.

The board has apparently been accused of doing too much and too little, and somehow managed to do both at the same time here.

Please read and respect our bylaws, ignoring all of the recent junk that has been added.

[Arnob Kabir]

Jot,

There is virtually nothing that you can't do as a member, that you can do as a board member.

So, what you are suggesting is that I can, without consent of membership, without explicitly discussing why these changes are being made, and without warning change the Bylaws however I wish? 

The Board definitely has power that we as members do not. I can't change the thermostat beyond (I think) 73-77 degrees. I can't look at HeatSync's finances. I can't look at HeatSync's important papers. These are all actions the Board can take without consent of membership, and I am totally ok with that. Not everyone should have access to those items.

But changing the Bylaws without telling us? That is crossing the line. 

I demand that these changes to the Bylaws be removed. I could do it myself, but that defeats the purpose of keeping the Board accountable. 

[Sheldon McGee]

Arnob,

The beginning of this thread is the board telling us. Your premise of them "crossing the line" is missed when you start with something obviously false. I personally think the board could have been a little more transparent in what was changed and not make it into something we all had to dig into. But they are also volunteers. In my experience when you are demanding that someone "volunteer harder" it is more likely they stand down than to give into your demands.

If the board shouldn't change bylaws, make a proposal to clarify the existing bylaws. But demanding they change it to "hold them accountable"? I can imagine the reaction of the hard working volunteers when they read that. 

What am I missing here?

Sheldon

To view this discussion visit https://groups.google.com/d/msgid/heatsynclabs/0b163005-84e0-42ee-ac49-76d2f00e0a51n%40googlegroups.com.

[Arnob Kabir]

You can't change the bylaws with a proposal. You have to submit an amendment to the Board. If I submitted an amendment to the Board asking to limit the power of the Board, what incentive does the Board have in accepting that amendment? That is tantamount to me submitting an amendment to change the US Constitution to the President, where I ask to limit the powers of the President, and then being denied by the President. There is a clear conflict of interest here. 

[Jeff Sittler]

As per the Amendments section of the Bylaws, they can be changed (by any member) by submitting a proposal to the Board with the proposed Bylaw change.

From https://wiki.heatsynclabs.org/wiki/Bylaws#AMENDMENTS:

AMENDMENTS

Proposed amendments to these bylaws shall be submitted in physical or electronic writing to the Board of Directors at a meeting of the Board of Directors. A majority vote of the full quorum of officers of the Board of Directors will be required for the amendment to become enacted and effective upon completing the vote.

The first word in there is "Proposed" hence "proposal".  The only thing I can see being confusing is the "at a meeting of the Board of Directors" part.  That should probably be changed to make it more clear that a Bylaw amendment proposal may be made at any time, not just at a Board of Directors meeting.

[Jeff Sittler]

Btw, what was in reply only to your "You can't change the bylaws with a proposal." statement.

[Antonio Contrisciani]

If I could ask for a couple points of clarification:

It's a bit unclear in the bylaws how much time has to elapse between submitted a proposed change to the bylaws and when the board votes on it. Am I correct in my assumption that someone (a board member or general member) could walk into a board meeting with a proposed amendment and have it voted on that same meeting? That seems at odds with our general mission and the way we currently handle non amendment proposals. Previously, we required a minimum of 2 weeks from when a proposal was made to when it was voted and with the current change we are looking at 30 days from submission to a vote. Why are amendments handled any differently?

Also, Shaundra you had said "To clarify, we have made bylaws changes at informal meetings all this time, yes." as well as "The board in seven years, probably longer, has never published an agenda before our informal meetings," The bylaws currently state proposed amendments must be submitted to the board in writing either physically or electronically. Following those three data points, where is the record of proposals kept? If a proposal must be submitted in writing, that would indicate that it is being tracked somehow. Who submitted the proposal for these bylaw changes? What date was it submitted? Was it submitted electronically or physically? What was the exact wording of the submission as opposed to the final changes that were made? 

I understand that the board may not have an obligation to provide or even track minutes and thats a separate concern, but surely for tracking and accountability purposes the above questions should have answers?

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[Chris McLaughlin]

RE:

t's a bit unclear in the bylaws how much time has to elapse between submitted a proposed change to the bylaws and when the board votes on it. Am I correct in my assumption that someone (a board member or general member) could walk into a board meeting with a proposed amendment and have it voted on that same meeting? That seems at odds with our general mission and the way we currently handle non amendment proposals. Previously, we required a minimum of 2 weeks from when a proposal was made to when it was voted and with the current change we are looking at 30 days from submission to a vote. Why are amendments handled any differently?

I think that going forward the timelines for changes proposed that affect the bylaws should follow the proposal process timeline as outlined. So 30 days minimum. But I may be incorrect.

[Arnob Kabir]

I concede. The changes to the Bylaws are valid.

That does not mean that I agree with the changes. I'm confident that some of these changes are generally detrimental to HeatSync, and that the Board should never have the ability to change the Bylaws without consulting membership first. However, because of how the Bylaws are written, and as I said in my very first post on this thread, the Board is allowed to change them however they wish. In other words, I've concluded that it is the Bylaws themselves that are the problem. And it is only because the members of the Board are good people (and not, say, pyromaniacs) that they have chosen not to replace the entirety of the Bylaws with "It shall be decreed that HeatSync Labs will honor its namesake by burning itself to the ground, synchronously with the rest of Downtown Mesa".

It is my philosophy that a good set of Bylaws can protect itself from potential tyranny, that if through an unfortunate series of circumstances a group of people with bad intentions are elected to the Board, they should not have the power to rewrite the entirety of the Bylaws. But unfortunately, as I have interpreted them at least, our Bylaws give our Board that power.

I would like to personally apologize to Shaundra, Chris, and Jeff, the members of our Board. I feel I was too impassioned at times, and that I directed my anger not at the changes, but at your persons. Though, in my defense, when you make sudden changes that neither I nor anyone else in the lab have say over when we are supposed to be a community-driven entity, I'm going to get reasonably mad.

 That all being said, according to the Bylaws, the Board still neglected their responsibility in electing an interim-officer to replace our Champion at their last Board meeting. Section 2.7 states the following:
 
 In the event that an officer of the Board of Directors becomes incapacitated, deceased or resigns from office, a quorum of remaining officers in the Board of Directors shall elect a replacement interim-officer at the Board of Directors meeting following the resignation. An interim-officer's term shall be effective from the day of election by the Board of Directors to the remainder of the outgoing officer's elected term.

The event that an officer of the Board of Directors resigns from office has happened. Therefore, a quorum of remaining officers in the Board of Directors shall elect a replacement interim-officer at the Board of Directors meeting following the resignation. It doesn't matter that we currently have 1(?) Champion. We elected 2 Champions, so the Bylaws imply that we should always have 2 Champions.

The Bylaws make no distinction between "unofficial" and "official" Board meetings. There was a Board meeting. A new Champion should have been elected by now.

Please elect one immediately.

[Erik Wilson]

Unfortunately our bylaws are so poorly written it can be unclear what the actual obligations are.

Has this happened before? Probably. Let us search the forums.

One of our founders advocated for community discussion when selecting an interim champion:

https://groups.google.com/g/heatsynclabs/c/b5-UWZiktq8/m/bROnTSKI8D4J

Or advocated for open community collaboration with bylaw modification:

https://groups.google.com/g/heatsynclabs/c/c1Zrq7rEW1s/m/RJou7DCVS_4J

My ask is that the board please become open and transparent, as our founders were.

[Francisco Ruiz]

Agreed with Eric! My ask is also being as transparent and having open communication with the members.

[Ryan Mcdermott]

Sorry if I missed a *whole bunch*, but:

>Card access is immediately terminated if the member cancels their membership or lowers their membership to a lower level.

This seems...a little crazy, right?  I've upped and downed my membership levels a whole bunch of times over the last 15 years.  Usually I'd bump it up if I was trying to automatically give more money to the lab, and then bump it back down to $50.  Does this mean that in the future if I do this my card will be cancelled?

That seems like a strong incentive *not* to ever increase your membership level, and especially if members can also only make *one* new card proposal per year, since it would be really difficult to procedurally "fix" this if it were to occur.

Sorry if I'm coming in here not knowing the full details.

To view this discussion visit https://groups.google.com/d/msgid/heatsynclabs/8fef6497-a45c-4183-9e3e-f4ed291cc5f7n%40googlegroups.com.

[Luis Montes]

Yeah, this is a pretty bad mistake.  If someone goes up to a 100 dollar membership to get a locker, but then for whatever reason needs to go back down to 50, they should absolutely not lose their card for it.

Honestly, I spent a few years on the board myself and it is generally a thankless job. It was always about service to this community (we're a 501c3 and someone has to do it). It was never about making rules for the community.  That's what HYH is for.

To view this discussion visit https://groups.google.com/d/msgid/heatsynclabs/CAB7v%2BBKcn0%3Dwft-VXtrbJh1BFZ7KD2P9QEybdViUgFvvP08aaw%40mail.gmail.com.

[Ryan Mcdermott]

^That's literally the exact thing I've done multiple times.  Bitcoin goes up: I pay more member dues.  Bitcoin goes down, well...back to $50 I go.

Somebody DM'd me and said not to worry that the bylaws would not be applied as-written, but...that's not very reassuring, and also highlights exactly why these things would typically be proposed, then allowed a challenge period, then amended, and finally ratified.  It should go slow - that's a feature, not a bug.

To view this discussion visit https://groups.google.com/d/msgid/heatsynclabs/CA%2B%3DVRdCzMmnhUCAHK1sf_X2-_RMyK%2BVTbbce9Um32gS5zQRoZw%40mail.gmail.com.

[Antonio Contrisciani]

I would still really like an answer to the two questions I posed earlier before I weigh in on this conversation. I think the community deserves that

To view this discussion visit https://groups.google.com/d/msgid/heatsynclabs/CAB7v%2BB%2Bd2x1ERKHNoYkcuqtt0e6WSFARKYqWV8DxYsy2WHM36g%40mail.gmail.com.

[Jeff Sittler]

If a $100 member were to drop down to the $50 level, then as stated on the Wiki, they would retain their card access.  If the same $100 member dropped to the $25 level or stopped paying, then they would immediately lose card access.  Same would apply for a $50 member dropping to $25 or stopping payment.

Please refer to the Eligibility section here: https://wiki.heatsynclabs.org/wiki/Bylaws#CARD_ACCESS

[Arnob Kabir]

Jeff, are you saying that after you changed the wording of the bylaws so that, instead of losing membership "to a lower level", it says "to a non-eligible level"?

[Arnob Kabir]

Correction: instead of losing card access when membership is set "to a lower level", it says "to a non-eligible level"?

[Jeff Sittler]

No.  I twas clearly stated in the Eligibility section that you must be at a 450 level, so it was implied that if you dropped below an eligible level then you lost card access.  I changed it to make it more clear, since people did not seem to connect the two.

[Eric Ose]

Has anyone else noticed that a board member seems to have changed the bylaws without any proposal or vote from the board?

What is going on?

Antonio makes a very good point. Since these were proposals that have to be in writing they should be something that the board can present to the community even after the fact.

Eric Ose

Robot Ambassador

Sometimes cool things just happen, but usually you have to plan them.

To view this discussion visit https://groups.google.com/d/msgid/heatsynclabs/3ef2917e-a698-4ae0-b1c1-71b4db199761n%40googlegroups.com.