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Timber Framers Guild Board of Directors
2006 Face to Face Meeting Minutes

Feb. 17-18, 2006

MINUTES OF MEETING

Date: Friday, February 17th, 2006
Time: 08:00 - 17:00
Location: Highlander Inn, Manchester, NH
Present:
Brenda Baker - Chair
Gord Macdonald - Minutes
Leon Buckwalter
Curtis Milton
Will Beemer
Joel McCarty
Al Anderson
Laura Brown
Rudy Christian
Rick Collins
Grigg Mullin
Susan Witter
Ken Rower
Apologies: Sue Warden

Introduction

Brenda Baker: Invites board members to introduce their personal Guild interests and goals for the coming year.

Rick: Focused on the processes and documents that underpin the Projects Committee and their work. Continue to develop these throughout the year. Want to bring in a good and broad range of projects that will offer maximum benefit to our membership.

Gord: Continued interests in the areas of both projects and education…particularly focused on the processes that allow us to retain the experiences of our project managers, rather than having to continuously re-learn these things: interest in mentorship as a mechanism to achieve this. Particular interest in finding ways to support Will with the development of curriculum during 2006.

Curtis: Interested in strategic planning around the educational components of Guild projects…long-term thinking. Regards finance: interested in developing long-term funding options.

Laura: Expresses a desire to get more actively involved this year…looking for the right outlet and keeping an open mind.

Grigg: Excited by the recent development of the TF Engineers Council. Wants to stay involved in projects and teaching…has a particular interest in the UK and our sister organization the Carpenters' Fellowship.

Al: Wants 'to be a pain in the ass': ensure that we don't lose the fun and magic that has drawn us to the TFG in the first instance, especially as we develop new structure and policy. Interested in working on the development of training and keeping this process down to earth.

Ken: Publications are healthy and intention is to improve them incrementally. Desire to improve the uniformity of publications (now have 3 publications under our belt with 3-4 more very soon to follow).

Leon: Anticipates a need for curriculum review and will continue serve in this way. Would like to assist with publications…feels this is an important avenue for the TFG to follow.

Rudy: Continued focus on outreach. Feels that the TFG has an opportunity and responsibility to join forces with other national and international organizations (ITPN, WHMF, etc) to protect our trade craft and historic heritage. Currently working on a publication funded by WHMF to examine the state of traditional trades in the U.S. Also traveling to Sweden as a representative of the Guild this year.

Susan W: Would like to see the Guild website integrated in the process of reviewing publications and creating a consistent and uniform 'look'. Also working toward the continuous improvement of Scantlings.

Brenda: Focused on the curriculum and finding ways to attract some of the more experienced timber framers that are out there. Become more 'community-effective' getting some small scale projects up and running at a grass-roots level … easily available, and available on a regular basis.

Will: Thoroughly committed to the publications side of the Guild. Wants to integrate curriculum with Professional Development. Wants to stay involved in the programming and offering of conferences as David Blackwell takes over admin.

Joel: Tunnel-vision regarding projects and feels that this is a core method for delivering our message. Thoroughly unhappy about the Projects processes and wants to focus on improving these (feels that there is good support available for this). Thoroughly unhappy with the TFG's relationship with both the TFBC and the ILBA … wants to recover these relationships and look for opportunities for collaboration.

All: General discussion about the pursuit of funding vs. the benefits of maintaining financial independence for our organization. Rudy is working on 'a few things.'

1. Minutes of Previous

RESOLUTION: Minutes of board meeting January 2006 adopted.

2. Matters Arising

Nothing to report.

3. Budget Review, 2006

Curtis Further to the budget discussions during January, opens the floor to questions from the board.

ALL General discussion regarding line items from Budget proposal.

Some discussion about advertising rates in TF and Scantlings.

Discussion about whether we should introduce a target figure for Projects, and the implications for this regarding accounting, fundraising and year-end reporting. All agree to review this following the Projects Committee reports (decision to alter budget line item deferred until Feb. 18).

Lifetime membership dues discussed. Some concern that these rates are too low, and will prevent a funding problem in future years.

Curtis Feels that the provision for the Board of directors expenses is too low (though some of this is covered under Conference line item) and cautions that we should: a) ensure that we make a sufficient provision for less wealthy board members to attend events, and b) consider whether we should spread the board participation around some other events (IPTN, TTRAG, etc) that may have attendant costs for board travel.

Feels that it would be appropriate to make a provision to increase the salaries of the EDs (as a minimum we should seek to reflect annual inflation).

Recommends the continuing investment in Projects and Publications.

Notes that the Scholarship fund made 4% on 2005 year rather than the 2.55% that is reflected in the balance sheet of January 31st.

ACTION: SW Review advertising rates for Scantlings and propose an appropriate increase to Publications Committee for implementation during 2006.

ACTION: ALL Report directors' expenses accurately even if compensation is not sought.

4. Financial Reports & Finance Committee Reports

CM The FC has been dysfunctional to date, but we need this process.

5. Curriculum & Distance Learning

Will Makes presentation to board and hands out draft copies of TF Training Manual Part One - Safe Work Practices.

Goal was to put together a complete package of content for one module in order to present this to the TFBC. This reflects the material that would be presented to the student and course instructors, and includes an example of the online presentation that would be available.

All Applaud Will's draft: an awesome effort! Agree that this is ready for presentation to the TFBC. Will seek match-funding from TFBC for curriculum development in 2006 (this to include budget line item plus ED time).

ACTION Will & Gord: Develop a more accurate estimate of time and money required to take Section One to point of delivery. Target delivery at Eastern Conference.

6. Committee Reports

6.1 Projects Committee

Rick Spent the past day and a half reviewing the Projects systems with Joel and Curtis. Joel currently spends more than 40% of his time on Projects, and is often unable to provide the level of service necessary to help potential clients develop a project and start it out on the right track. This has lead to a $5,000 budget provision for 2006 called 'Project Development' (costs associated with working up a potential project) and will be dedicated to subcontracted labor. (For example, Chris Gunn made a recent site visit to Bridgeton.) Expenditure of this fund will be at Joel's discretion.

Proposes that accurate job tracking is essential for Guild Projects. Projects Committee has created a draft budget template and Joel will trial these documents throughout 2006. The goal is that income should match expenses on all Guild projects…with any 'profit' being redirected to educational opportunities within the scope of Guild projects.

Seeking ways to increase continuity across projects and the services that we are offering both clients and Guild members alike. Projects Committee has also developed a series of checklists to assess compatibility of projects and suitability of the client team (to include vetting the 'point person', and determining how much money they have available, etc.).

Presents draft documents (budget template, criterion for TFG Project Managers, project suitability checklist, etc) and talks board through the proposed new process of working up a project budget.

All Awesome! This is a huge step forward for Guild! Approves these documents for immediate implementation.

Gord Emphasizes the need for consultation with Sue Warden and her buy-in to the budget/cost tracking process.

ACTION Rick: Consult with Sue and propose a series of line items to be used for job tracking and ensure that these are in alignment with the new project budget template and the Quick Books accounting that Sue is using.

Rick Project Committee recommends amending the 2006 budget line item for Projects, and will recommend a specific figure tomorrow.

6.2 Scholarship Committee

Rudy Received an additional $4,558 from donors during 2005, and interest on the whole $64.7K fund was $2076 during 2005. The total to be disbursed during 2006 will be $7,230, and of this we have already awarded $1,220 in scholarships for the Western conference and another $110 for Salle Mbah's annual membership.

6.3 Education Committee

Laura There was confusion during 2006 regarding the roles of Education Committee regarding Publications, Scholarship, Conferences and Curriculum. Looking for feedback and advice.

Gord Feels that the EC should maintain the Big Picture across all of the educational opportunities within the Guild and ensure that as a whole, these add up to a complete offering to our members.

ACTION Laura: Lead the EC in drafting a mission statement for the Education Committee and present this to the board.

6.4 Membership Committee

Leon New membership form was created and implemented.

All General discussion about membership issues.

Curtis Recommends increasing Life Membership because the current fund would have to be subsidized with general funds in order to be sustainable.

ACTION Leon: Make specific recommendation regarding the appropriate cost of a Lifetime Membership.

Will Recommends that (during 2006 only) we take the $25.5K collected from Lifetime Memberships and add this to $25K from general funds; invest this in order to generate minimum 5% and thus offset the shortfall relating to Lifetime Membership income.

6.5 Publications Committee

Ken Current state if Publications is: 2 books (DB1 & DB2), 1 booklet (HATJ), 2 periodicals (TF and Scantlings), various conference proceedings and a brochure/poster. 1 further booklet is near completion (Historic Trusses) and there are 2 other projects currently in the works (Plan Book and Barn Book). Other projects on the horizon include a new version of the Project Handbook and Will's Timber Framing for Beginners.

All Thanks to Ken and Susan for the exceptional job that they do on behalf of the Guild.

CM Recommends that Ken spend the provision for travel contained within the Publications budget and use this for something interesting: such as a trip to Frame perhaps?

Susan Notes that each conference includes a strong Natural Building Track, and would like to see TF articles on this subject.

All General discussion regarding the Annual Report. Agree that in addition to the necessary financial information it must include: exceptional visuals, outline of key strategies, vision, and milestones.

Agree that AR is to be sent to each active member and a number of extras are produced for the purpose of raising TFG profile with potential funding bodies etc.

ACTION Curtis: Add a provisional sum of $3,500 to the '06 budget.

6.6 Conference Committee

Brenda Proposes changing the existing format (2 annual conferences) to a combination of 1 annual (alternating eastern and western venues) and 1 summer rendezvous-gathering-festival-thing where members can camp on site. This to be done for 2008.

All Approved.

6.7 HR Committee

No report.

Deferred until Saturday

6.8 Nominations Committee

No report.

Grigg resigns as head of Nominations during 2006 because his board position is up for review and re-election. A new Committee head will be elected tomorrow.

8. AOB

VMI Trebuchet Proposal

Grigg Explains that there is a movie company interested in using the trebuchet in the making of a film about Beowulf. (Yes, really….and we all know that trebuchets post-date Beowulf by many centuries.)

ACTION Joel: Speak with Jeff Herm about the mechanics of transferring ownership of Trebuchet and liability associated with its use by the film company.

Meeting is adjourned at 17:15 ET and will resume 08:00 Feb 18th.

MINUTES CONTINUED

Date: Saturday, February 18th, 2006
Time: 08:00 - 18:15
Location: Highlander Inn, Manchester, NH
Present:
Brenda Baker - Chair
Gord Macdonald - Minutes
Leon Buckwalter
Curtis Milton
Will Beemer
Joel McCarty
Al Anderson
Laura Brown (late arrival)
Rudy Christian
Rick Collins
Grigg Mullin
Susan Witter
Ken Rower (08:45)
Apologies: Sue Warden

1. TTRAG Links

Will Proposes to waive TTRAG conference fees (not including room and board) for TTRAG members. This is intended to encourage wider membership in TTRAG and better conference attendance.

All Approved.

2. TFG Mailing Policy

Joel TFBC and TFG have created a controlled e-mailing list that will offer our membership a one-click option to have them removed from mailing lists if desired. This option will always be available to members. Proposes that soliciting the whole membership from now on is done through Scantlings or surface mail rather than by e-mail, and that this opt out option should remain available for all members regarding e-mail only.

All Approved.

3. TFBC Tower

Brenda Explains that the TFBC wants to offer the tower for sale to TFG for members, as they won't be attending the next Builders' Show. The TFBC needs to shift it from the current storage location, and will make an announcement via Scantlings if its still available.

General discussion regarding TFBC news.

4. Investment Policy Statement

CM While investigating options to improve TFG investments, we have been informed that we need to produce an investment policy.

Has circulated some examples of investment policy statements for board review. These documents typically consist of elements such as: introduction, management philosophy and strategy. This would also be an appropriate place to make a statement about ethical investment.

Proposes that the board draft the introduction and objectives, leaving the Finance Committee to propose the specific language of the document for approval by the board.

Recommends that the TFG appoint a new investment manager.

Rudy Knows someone within the Guild who may provide 'one-off' and independent advice to board regarding investment policy and strategy. (Glen James financial advisor).

All Approves a provisional budget of $560 for the FC to have a day of independent financial consulting.

ACTION Rudy: Contact person at Glen James and request a day of consulting. Set up conference call with any interested board members. Determine what information the financial advisor requires from the Becket office.

ACTION Finance Committee: Interview potential investment managers and make a specific recommendation to the board based on recommendations by independent financial advisor.

ACTION Finance Committee: Further to independent financial advice, draft an investment policy and submit this to the board for approval before the Western conference in April.

All General discussion regarding ethical investment options, and the implications for scholarship funds and etc.

4. ED Job Descriptions

Brenda Reminds board that the only staff who report directly to the board are the Executive Directors Joel and Will.

Rick Explains process of reviewing the ED Job Descriptions and the origins of the current draft JDs.

Changes to the ED job descriptions meant that there was a need to clarify staff job descriptions (in order to ensure that duties removed from ED job descriptions were being picked up elsewhere) and these have now been drafted for Susan Norlander, David Blackwell and Sue Warden.

Still need a JD for Ken Rower, Susan Witter and Cynthia's replacement.

Proposes that the board approve the ED JDs.

All General review of JDs as follows:

Will Beemer

Will Notes that items 2.2 (negotiating conference contracts) and 2.5 (work with conference facility staff) from the draft JD are now David's responsibilities, while items 2.6 (compose and send confirmation packs) and 2.7 (develop and distribute conference packs) now Sue's responsibilities

.

All Agree that effective March 15th, 2006 all TFG checks of greater than $10K will require a second signatory: either ED or Treasurer.

Agrees that a new line will be added to state that Ken Rower reports to Will Beemer.

Agrees that the TFG organizational chart shall be amended to reflect the new roles and reporting responsibilities.

Agrees to liaise with UKFC on behalf of Guild (previously an item in Joel's JD)

Subject to these amendments, the board approves the revised JD for Will Beemer (copy attached to these Minutes).

Joel McCarty

Joel Notes that under Item 2, Conferences, Projects and Workshops, Joel 'assists' with conference programming.

Suggests amendment Section 2, para 2: substitute 'Scope & Assessment' for Method Statement.

Amend Section numbers.

Amend Item 5, to read 'Determine insurance needs and procure policies in coordination with the Becket office.'

Amend Sections 8-10 as follows:

Item 8. Solicit advertising for publications.

Item 9. Solicit advertising and other forms of support for events.

Item 10. Assist in soliciting articles for publications.

Item 11. Publicity Outreach: Be available for service club, public school and professional school presentations. Maintain our links with like-minded organizations, by membership and attendance.

Liaison to UKFC removed.

Add new section 'Solicit Advertising Contributions'

Item 12 becomes 'Project Development: Encourage and enable future projects, workshops and rendezvous events.'

Subject to these amendments, the board approves the revised JD for Joel McCarty (copy attached to these Minutes).

5. AOB

Brenda Opens floor to new business.

Susan Would like to ensure that all forms of publication coverage of Guild events/news is open to members through the website.

Proposes that Scantlings becomes available as a downloadable PDF via the TFG website and that live links are made available to suppliers, authors' websites.

All Approved.

ACTION Joel, Susan and Ken discuss this with Janice Wormington.

Will Reports that the TFG has recently received a few complaints about member timber framers and courses. Would like to clarify the Guild policy regarding complaints.

Recommends new policy that TFG reports these complaints to the person/organization involved. This will not be made public. The TFG will not pass judgment. The Person who made the complaint will not be named.

Gord Recommends that if the TFG receives complaints about a training provider, then we ask that provider to resubmit references from the current year.

Ken Recommends that when complaints are received in 3 consecutive years, then the TFG should no longer carry notices of those workshops. Opportunity to reapply after one year.

All Approve this as new TFG policy, and ask Will to respond to the current complaints in this manner.

Agree to amend wording on the website (regards training providers) to remove the text: “… they demonstrate a reliable and proven track record…” and substitute “they have submitted 3 favorable references…”

ACTION Will: Respond to any current complaints in accordance with the new policy.

ACTION Gord: Draft an appropriate Complaints Policy to reflect this discussion and circulate to board.

Brenda Need to rewrite Article 8, Officers, Sections 3 & 4 relating to the Treasurer of the TFG Bylaws and put the revision before the membership for approval.

ACTION Joel: Consult with Jeff Herm regarding amendments to the TFTG Bylaws regarding Treasurer. This should specifically address the issue of whether our check signatories require bonding.

ACTION Executive Committee: Review TFG Bylaws and make recommendations to the board in time for presentation to the membership during elections. Include Ken and Susan in this review process.

Brenda Charlotte has asked the TFG to waive conference fees and room fees for her partner, Bill. Notes that Summerbeam Books raised approximately $1,200 in revenue for the TFG at the last conference.

All Approved.

All Express our collective thanks to Susan for her work on Scantlings and the great job that she is doing!

Break for lunch from 12:30 until 13:15

NB: Will and Joel leave meeting. The minutes of the ED performance reviews are confidential and recorded elsewhere.

All Discussion regarding the scholarship application process.

ACTION Rudy: Discuss scholarship application process with Will and make recommendations for improving this process. This should address the issue of how we shepherd the recipients through the scholarship process, and which ED should be responsible for the admin of the process.

NB: Susan Witter leaves meeting 15:45

6. Budget

All Revisit some of the outstanding figures for 2006 budget that have been under review this weekend. Agreed figures for 2006 budget are as follows:

    Projects $200K income and $165K expense
    Directors' Travel $ 9,000
    Independent Financial Advice $ 560
    Annual Report $3,500
    Professional Fees $ 3,500
    Alstead Support $21,000
    Executive Directors $96,000
    Printing $26,000

Curtis Needs to take advice on how to extract $50K from General Funds and invest this for the purpose of offsetting the shortfall resulting from Lifetime Membership.

ACTION Sue: Create a revised budget to reflect these changes and circulate to the board for approval.

ACTION Will: Confirm that 2006 budget provisions for insurance are based on most current insurance premiums.

7. Selection of Officers

All General discussion about the 'actual' process that should be used for the election of officers as opposed to the one that is defined by our current bylaws.

Current Executive Officers are as follows:

    President Brenda
    Vice President Leon
    Clerk Gordon
    Treasurer Curtis

Rudy Proposes that we maintain the current Executive Committee for another year's term.

Al Seconded the motion.

All Motion passed unanimously.

Notes the existing policy (not a Bylaw) that directors will serve a maximum of 2 consecutive 3-year terms before taking 1 year off before they are eligible for office.

ACTION XX: Propose an amendment to the Bylaws to take

8. Committee Assignments

All Review current committee members and make new assignments as follows:

Human Resources: Brenda (Chair), Rick, Will, Joel, Dick Schmidt

Projects: Rick (Chair), Curtis, Grigg, Joel, Will, Gord, all other positions currently under review.

Finance: Curtis (Chair), Rudy, Dick Schmidt, Brian Snyder, Sandy Benett, Tom Southworth, Joel, Will, Sue

Education: Laura (Chair), Leon, Grigg, Al, Jack Witherington, Leah Cloyd, Will

Membership: Leon (Chair), Al, Rudy, Dick Schmidt, Tim Chauvin, Joel, Will

Nominations: Rudy (Chair), Tim Chauvin, Gord, Joel

Conferences: Brenda (Chair), Leon, David Blackwell, Carsen Christian, Joel, Chris Dancey, Will

Publications: Ken (Chair), Leon, Susan, Andrea Warchaizer, Laura, Rudy, Tim Chauvin, Will, Joel

Scholarship: Rudy (Chair), Chris Feddersohn, Joel, Will, Grigg

Curriculum: Gord (Chair), Will, Leon, Curtis, Rudy, Chris Feddersohn, John Miller, Cathy Martin, Joel

9. AOB Cont.

Rudy Notes that there will be an IPTN meeting in Sweden in May of 2008. Will be traveling to Sweden on behalf of Guild during '06.

Has been working with WHMF on Hurricane Katrina relief and feels this is a good opportunity for Guild involvement. Makes presentation to board and invites questions.

Meeting adjourned 18:15

Respectfully submitted: Gordon Macdonald, Clerk