EMEDA Commissioner Meeting – November 5th 2024
November 5, 2024
7:00PM
Fallon County Visitor Center
Members Present:
Chairperson Tasha Losing, Vice Chair Steve Zachmann, Treasurer Karol Zachmann, Commissioner Hugo Bumgardner (via Zoom), Commissioner “Cookie” Zenko.
Members Absent:, Commissioner Carson Beach.
Staff Present: Executive Director Vaughn Zenko, Childcare Director Carrie Schwartz
Public Present: Lisa Passmore, Rose Heiser, Cheryl Niemurg
Meeting called to order: 7:03pm by Chairman Tasha Losing
Approval of Agenda: There were no objections to the presented agenda.
Approval of Previous Meeting Minutes: The board reviewed the minutes from both the October 4 and October 15 special meetings prepared by Director Zenko.
• MOTION (Steve Zachmann): To approve the October 4 meeting minutes as presented.
• SECOND: Cookie Zenko
• ABSTAIN: Karol Zachmann abstained from the vote as she was not present at the meeting.
• VOTE: Three in favor, none opposed, one abstaining, one absent. The minutes from the October 4, 2024 special meeting were approved as presented.
Hugo Bumgardner was having audio issues with the Zoom feed. He exited Zoom and joined the meeting by phone.
7:13pm: Hugo Bumgardner rejoined the meeting via phone.
• MOTION (Steve Zachmann): To approve the October 15 meeting minutes as presented.
• SECOND: Cookie Zenko
• VOTE: Four in favor, none opposed, one absent. The minutes from the October 15, 2024 special meeting were approved as presented.
Public Comment: Lisa Passmore, speaking on behalf of Rose Heiser, requested that the Façade Improvement Grant for J&A Mini Store be reconsidered, on the grounds that the grant was rejected by the board for reasons that are not included in the grant guidelines. Chairperson Losing said that she will add this to the board’s agenda for the December 3, 2024 general meeting.
7:21pm: Lisa Passmore, Rose Heiser and Cheryl Niemerg left the meeting.
Financial Report: Treasurer Karol Zachmann reported that EMEDA currently had $34,971.79 in the operations account, $4,146.37 in the Childcare Account at Bank of Baker, $11,808.66 in savings, and $581.05 in the Childcare Account at Grasslands. Considering restricted grant funds, EMEDA has $9,729.45 available in the operating account and $4.727.42 in the two childcare accounts.
Vaughn noted that EMEDA had received two checks for $1,500 each from Job Service to help pay for training hours for Carrie and Teja.
• MOTION (Karol Zachmann): To deposit both $1,500 checks into the Childcare Account at the Bank of Baker.
• SECOND: Steve Zachmann
• VOTE: Four in favor, none opposed, one absent. $3,000 from job service will be deposited into the Bank of Baker Childcare Account. This will make the available funds in that account $7,147.37.
Vaughn went on to explain that EMEDA had received a donation of $1000 from Air Control Billings. It is a credit card donation, so needs to be processed through a third party platform. He explained potential options, including using the existing GoFundMe page and the SMART donation platform through Event Groove.
• MOTION (Steve Zachmann): To utilize both the GoFundMe and the SMART donation platforms for accepting credit card donations.
• SECOND: Hugo Bumgardner
• DISCUSSION: The board discussed which childcare account the donations through the SMART platform should go. It was decided with no objection that donations through both platforms should go to the Grasslands childcare account.
• MOTION AMENDED: Steve Zachmann amended his original motion to stipulate that donations to both accounts should go to the Grasslands account.
• SECOND: Karol Zachmann
• VOTE: Four in favor, none opposed, one absent. EMEDA will utilize both the existing GoFundMe account and SMART’s Eventgroove Fundraising page for accepting credit card donations. Donations to both accounts will be directed to the Childcare Account at Grasslands Federal Credit Union.
Claim Forms Review: The board reviewed multiple claims and invoices to decide which should be paid and out of which account. The board took up claim approval based on which account would be used to pay the claims.
• MOTION (Steve Zachmann): To pay Claims 87 and 89 for a total of $663.95 out of the Bank of Baker Childcare account.
• SECOND: Cookie Zenko
• VOTE: Four in favor, none opposed, one absent. EMEDA will pay, from the Bank of Baker Childcare account, claim 87 to Rachel’s Accounting for $150 and claim 89 to Carrie Schwartz for $513.95 for reimbursement for UHaul rental and mileage to collect items to benefit the childcare facility.
• MOTION (Steve Zachmann): To pay Claims 85, 86, 88, 90, and 91 for a total of $529.72 out of the general operations account.
• SECOND: Cookie Zenko
• VOTE: Four in favor, none opposed, one absent. EMEDA will pay, from the Bank of Baker operations account, claim 85 to the UI Contributions Bureau for $12.04, claim 86 to Diamond Redi-Mix for $132, claim 88 to the Fallon County Treasurer for $117.44 for property taxes through May of 2025, claim 90 to MDU for $163.28 and claim 91 to Tasha Losing for 104.96 for expenses incurred during landscaping.
Vaughn brought up the September and October invoices from SMART for administrative services. There was some discussion about the Bank of Baker reimbursing EMEDA for out-of-pocket expenses prior to receiving the construction loan. Action on SMART’s invoices for September and October for a total of $5,145 was tabled until the next meeting.
The board continued on to other claims. Treasurer Karol Zachmann and Construction Supervisor Steve Zachmann explained and made available for review to the board the invoices associated with Claims 92-99.
Starting with Claim 92 to Brosz Engineering for construction observation and project management for $15,325.
Carrie Schwarz asked if she should fill out a claim form for the Brightwheel subscription. The Brightwheel subscription claim was tabled by Chairperson Losing with no objection.
The board returned to the Brosz claim. They then took up Claim 93 to K&K Construction for their concrete work. Steve said the work had not been completed satisfactorily and that EMEDA should not be responsible. The board discussed options and moved on to other claims.
There was no discussion on claims 94 or 95.
Taking up claim 96 to Weave Construction for $344,268.34, there was discussion of Weave’s use of subcontractors and EMEDA’s obligations in relation to other issues that arose during the project. Steve explained the details of Weave’s use of subcontractors but noted he is still trying to settle some issues.
Claim 97 to Wyrick Construction for $51,693.50 is related to Claim 96. After discussion, Steve advised approving to pay Claim 97, but holding the check until he gets things settled between Weave and Wyrick and he gets a chance to discuss with Brosz Engineering the lack of communication in some aspects of the project between Weave, Wyrick and EMEDA.
The board then reviewed Claims 98 and 99 to Steve Zachmann.
Steve also noted that Straub Heating and Cooling had done work on, and he had received a quote for, installing air conditioning in Unit 1, but that EMEDA had not received an invoice yet. He advised approving the claim based on the quote in case the invoice hadn’t been sent yet. This would be Claim 100.
The total of all claims reviewed was $435,933.14. Karol and Steve confirmed for the board that there is still $328,122 left available in the construction loan from the Bank of Baker. There was discussion about the Claim 96 to Weave Construction. Steve said there may be room to wait on that claim because of remaining questions about the work done. Chairperson Losing suggested paying 50% of both claims 96 and 97 until all questions ae settled and requested a motion to approve all remaining claims.
• MOTION (Karol Zachmann): To pay Claims 92, 94, 95, 98, 99 and 100 in full out of the construction loan.
• SECOND: Hugo Bumgardner
• VOTE: Four in favor, none opposed, one absent. EMEDA will pay, from the Bank of Baker construction loan, claim 92 to Brosz Engineering for $15,325, claim 94 to Precision Irrigation for $8,850 for installing sprinklers in units 1 and 2, claim 95 to Straub Heating and Cooling for $424 for duct lines into Unit 2, claim 98 to Steve Zachmann for $649.18 for construction supervision, claim 99 to Steve Zachmann for $5,704.62 to Steve Zachmann for Unit 1 repairs and Claim 100 to Straub Heating and Cooling for $6,500 for installing air conditioning in Unit 1.
• MOTION (Karol Zachmann): To pay the entirety of Claim 93 but to hold out the amount that would go to the redi-mix company, pending approval from the contractor.
• SECOND: Hugo Bumgardner
• VOTE: Four in favor, none opposed, one absent. EMEDA will pay, from the Bank of Baker construction loan, claim 93 to K&K Construction for $2,518.50 but will hold the amount that would go to the redi-mix company, pending approval from the contractor.
• MOTION (Karol Zachmann): That EMEDA pay half of both claims 96 and 97 barring contingency on a discussion to be held.
• SECOND: Hugo Bumgardner
• VOTE: Four in favor, none opposed, one absent. EMEDA will pay, from the Bank of Baker construction loan, half of both Claim 96 to Weave Construction for $344,268.34 and claim 97 to Wyrick Construction for $51,693.50 pending further discussion on questions regarding the completed work. The total amount approved is $172,134.17 to Weave Construction and $25,846.75 to Wyrick.
Construction Supervisor Report: Construction Supervisor Steve Zachmann gave his report on progress, including a timeline and estimating a November 15, 2024 date for interior construction to be completed and operations able to begin. Childcare Director Carrie Schwartz and Steve discussed options for getting plumbing into the classrooms to accommodate changing tables.
Childcare Director Report: Childcare Director Carrie Schwartz reported donations of items that she estimates are worth approximately $7000 and over $1000 in direct cash donations. She also reported that there is a registry at Baker Area Hardware for items needed by the facility for people to purchase and donate and that Baker Metal is currently working on the sign for the facility.
Regarding the money received from Job Service for training, Chairperson Losing asked if there was a motion to officially hire Teja Dietz. Discussion drifted away from that topic to Carrie estimating a date for when Licensing could inspect the facility. With still much work to be done, Tasha suggested setting up a board work day and getting assistance from local volunteers.
Back to discussion on Teja. Carrie presented the suggested wage chart for employees. Vaughn noted that, with $1500 in funding for 60 hours of training, that would amount to $25 per hour for the training period. After discussion, the board decided on hiring Teja at $13.87 per hour at 20 hours per week during training and then bumping Teja up to full time at $16.45 per hour as Lead Teacher once the 60 hours of training were complete.
9:41pm: Hugo Bumgardner phone connection dropped.
9:42pm: Hugo Bumgardner rejoined the meeting.
Discussion continued, focused on allowing Carrie to make decisions on her own without getting board approval for every activity. There was a suggestion of setting a budget for Carrie and allowing her to make purchase decisions within that budget. No decision was made, though Carrie will continue soliciting donations for what she needs at the Center, Steve said he is working on potential storage options for donated items.
Chairperson Losing then returned to hiring, entertaining a motion to hire Teja Dietz.
• MOTION (Steve Zachmann): That EMEDA hire Teja Dietz with the discussed conditions at $13.87 per hour.
• SECOND: Hugo Bumgardner
• DISCUSSION: There was clarification that this was a temporary position, to be bumped up to full time once training is complete and the Center is open.
• VOTE: Four in favor, none opposed, one absent. EMEDA will hire Teja Dietz at $13.87 per hour for 20 hours per week for a total of 60 hours of training. There was an understanding that Teja will be moved to a full time position upon completion of her training and the Center opening and generating income.
Carrie then requested official board action on approving her presented wage scale, noting that having that wage scale in place is required by the Stars to Quality Program in Montana, and that it needs to be part of the facilities policies and procedures.
• MOTION (Steve Zachmann): To adopt Carrie Schwartz’s presented pay scale as a policy for the facility.
• SECOND: Karol Zachmann
• VOTE: Four in favor, none opposed, one absent. EMEDA approves and adopts as policy Carrie Schwartz’s presented employee wage scale.
Carrie continued her report, informing the board that she has received more interest from potential employees of the facility.
Discussion turned to a potential loan from the Bank of Baker to cover some operating expenses. Director Zenko described the loan as a line of credit, a $60,000.00, 12-month loan, fixed at 7%. The intent of this loan is for operating expenses and costs of goods sold (COGS), as referenced on the facility’s projected Profit & Loss, only. This would only cover operations and purchases necessary for doing business. As collateral the bank would take a second mortgage on the facility and a UCC lien on all furniture and fixtures, inventory and accounts.
• MOTION (Hugo Bumgardner): That EMEDA accept the Bank of Baker’s terms for the loan and that EMEDA secures the presented loan.
• SECOND: Cookie Zenko
• VOTE: Four in favor, none opposed, one absent. EMEDA approves securing a line of credit as presented by the Bank of Baker. The terms presented are $60,000.00, 12-month loan, fixed at 7%. The Bank of Baker will need signed EMEDA meeting minutes indicating board approval before moving forward on the loan, which will necessitate a Special Meeting to approve the minutes.
Carrie continued her report by noting that Rob Lawlar (sic) will be bringing two pallets of toys to Baker next week. As EMEDA won’t be able to use all of them, Chairperson Losing suggested reaching out to local childcare providers to see if they can utilize the toys. Carrie, Vaughn and Cookie volunteered to reach out to the providers.
Carrie also noted that KULR-8 news in Billings is doing a story on the Childcare Project and may reach out to board members.
Chairperson Report: Tasha reported on a conversation she had with attorney Rich Batterman regarding EMEDA policies, potential bylaws and a request from Steve and Vaughn for all correspondence with Sheridan Homes. She also reached out to Loyal Shepherd Contracting and Todd Passmore about potential landscaping help and received bids. Tabled for now with no objection.
Director’s Report: Vaughn reported on his contact with Job Service and the potential for a Workforce Development Grant.
Old Business:
Funding for remaining bills on project: Chairperson Losing stated that EMEDA needs estimates on remaining work still to be done. Steve said he will bring the estimates directly to the Bank of Baker.
Landscaping bids and work day: Tabled by the Chairperson with no objection.
Headstart Lease: The lease committee of Steve Zachmann and Karol Zachmann reported on progress towards the lease agreement. They mentioned updates to the original lease, including rent being reevaluated every five years, a right to inspect clause and Federal interest. EMEDA will send a monthly invoice for the lease amount and Action for Eastern Montana Head Start will process it and pay monthly. Treasurer Karol Zachmann will be responsible for sending those invoices. EMEDA will also have to invoice Headstart for water, sewer and garbage unless something can be worked out that the City of Baker is able to bill them directly. EMEDA has agreed to pay the first month of those charges.
Lien Wavers: The Bank of Baker would like to see lien wavers on work that has been done in relation to the construction loan. Steve reported that he had turned his in. Mitchell’s is still outstanding.
Policies: Chairperson Losing presented a Computer Use Policy created by Director Zenko. Karol requested a sign-out policy be added, after discussion, there was no board action on this. Carrie questioned how the policy would apply to her computers at the childcare facility. It was generally decided that a separate computer policy will be developed for the childcare business. Karol also requested a separate gmail account for EMEDA. There is the potential for EMEDA to get a falloncountymt.gov address through the County. Vaughn will discuss this with the Commissioners during the monthly EMEDA updates. After further discussion, Karol requested more time to review the computer policy. Chairperson Losing moved to table a vote on adopting the computer use policy, there were no objections. There was additional discussion on other EMEDA policies that should be developed. No action was taken.
New Business:
Create policy on how to handle future projects: Chairperson Losing suggested that EMEDA should develop a procurement policy and suggested soliciting bids on all future work, even if not required. After discussion, there was no action taken. Tasha also suggested a policy on how bills are paid and a time span on paying. Karol suggested that nothing could be paid unless it is approved at a meeting. There was discussion on making purchases within an approved budget or setting a limit on expenditures that can be made without prior board approval. After further discussion there was no action taken. EMEDA will continue to require board approval prior to making expenditures. There were no other potential policy items discussed.
Insurance and Workman’s comp information review: The board reviewed the policy prepared by Jade Boggs at the Insurance Store totaling $1,190.36 for the policy. The policy was developed anticipating $200,000 in annual salary if the childcare facility were fully staffed. Questions were raised about the policy and the potential of starting with a lower payroll and adding on as more staff is hired and whether EMEDA would have to pay the full premium if payroll did not amount to $200,000. Discussion on whether a policy could be changed mid-term, or if it had to be based on the maximum payroll as the policy was written. Karol will get clarification from the Insurance Store. Chairperson Losing suggested approving the policy for no more than $1,1190.36, pending getting clarification from Jade. There was discussion as to from which account the worker’s comp policy would be paid.
• MOTION (Steve Zachmann): That EMEDA enroll in worker’s comp as soon as possible, coming out of the Childcare budget.
• DISCUSSION: Regarding how many employees to cover on the policy and what is covered. Discussion led to some changes to the original motion.
• MOTION RESCINDED: Steve rescinded his original motion
• MOTION (Steve Zachmann): That EMEDA enroll in worker’s comp for Carrie as soon as possible.
• SECOND: Cookie Zenko
• DISCUSSION: Chairperson Losing suggested adding “without going over $1,190.36” to the motion. After discussion, it was decided that EMEDA was required to carry worker’s comp insurance, so would have to pay whatever the premium was, even if over that amount.
• VOTE: Four in favor, none opposed, one absent. EMEDA will enroll in worker’s comp for Carrie Schwartz as soon as possible. Karol will reach out to the Insurance Store to find out if EMEDA can cover just one employee at this time and add additional employees to the policy as needed.
Having no other items on the agenda, Steve Zachmann made a motion to adjourn. Hugo asked if the board needed to set up a time for interviews with potential employees. It was decided that the hiring committee of Hugo, Tasha, Carrie and Vaughn could set those times independently.
Hugo Bumgardner seconded the motion to adjourn.
All present in favor, meeting adjourned at 10:58pm
The next EMEDA Monthly meeting is scheduled for December 3, 2024 at 7pm at the Visitor Center.
s\ Tasha Losing, Chairman s\ Vaughn Zenko, Executive Director
