EMEDA Commissioner Meeting – October 10th 2023

Commissioner Meeting

October 10, 2023 at 6:30pm

SMART Conference Room

Members Present:
Chairman Steve Zachmann, Treasurer Karol Zachmann, Commissioner “Cookie” Zenko

Members Absent: Vice Chair Carson Beach, Commissioner Tasha Losing, Commissioner Melissa Higbee

Staff Present: Executive Director Vaughn Zenko, Executive Assistant Shannon Johnson

Guest:  Nicole Borner, Montana Cooperative Development Center, via Zoom

Meeting called to order: 6:34pm by Steve Zachmann

Introductions:  The board members present introduced themselves for the sake of the guest.

Public Comment Period (3 minutes per person):  none

Approval of Last Meeting Minutes: Set aside for lack of quorum

Chairman Zachmann moved to press ahead in the agenda to Old Business, Real Estate Investment Cooperative, in deference to the guest.

Old Business:
               Real Estate Investment Cooperative (w/ guest Nicole Borner of MCDC):  Nicole was welcomed into the meeting to answer any questions the board may have about taking over as the steering committee for the REICO. Chairman Zachmann stated that he was concerned about the amount of time the EMEDA board may have to commit to the process. Nicole noted there was no set timeframe, and that EMEDA could dedicate as much or as little time to the project as was available, it only affects the speed at which the cooperative is incorporated and able to generate income. Vaughn added that most of the behind the scenes work on the cooperative would be done by MCDC and SMART.  The conversation proceeded to what needed to be done at this point to get the coop off the ground. Nicole stated that EMEDA needed to  by-laws and a business plan before the REICO could proceed with applying to the state for incorporation.  Vaughn said he would have these prepared before the next EMEDA meeting. The conversation then moved to details of the cooperative, including offering different classes of Common Stock, offering preferred stock to businesses at a separate local or non-local rate, membership benefits like cheaper rent or purchase price, writing in a financial trigger into the bylaws to allow the board members to be paid, and the possibility of the REICO retaining the land it purchases and only selling the home that’s on the property.

7:22pm  Nicole Borner left the meeting

Review of Agreement w/ Fallon County to Provide Funding Assistance to Baker Chamber Rec Dept.:  Chairman Zachmann read the Commissioner’s Resolution to provide the funds to EMEDA as a pass through to the Baker Chamber of Commerce. All of the documents that EMEDA requested from the Commission were received. Having already approved this agreement contingent upon receiving the requested documentation, and having already received the funds from Fallon County, there was no need for a quorum to approve of the dispersal of those funds to the Chamber for the express purpose of supporting their Rec Department.

Review of Food Forest Agreement with Fallon County:  Vaughn stated that he still had not received the official document from Fallon County, but that the County Attorney had indicated the Commissioners had decided to accept the first lease agreement that explicitly stated that the land in question was to be used for the Food Forest, as opposed to the most recent discussion where the Commissioners had indicated they may have been inclined to write the lease so that EMEDA could use the land for whatever purpose they deemed fit. Lacking quorum and the document from County, no further action was taken.

Baker Child Care Project:  The board reviewed potential options, including the workforce modulars and custom built Vesta modular discussed with Head Start.  Steve suggested reaching out to modular home builders and just getting a standard home instead of a custom build. He looked up an option from Centennial Homes in Bismarck, ND that he said would likely fit our needs, stating that the facility really only needed 1500 sq. ft and 2-3 bedrooms.  The board members present suggested a 200-400 thousand dollar maximum budget. Vaughn will reach out to various companies and explore the options.

Having no other old business to attend to, Chairman Zachmann moved to return to the Director’s Report.

7:52pm  Shannon Johnson left the meeting

Director’s Report:  Vaughn reported that he had attended the Montana Child Care Business Connect Annual Summit September 12-15, and spoke about the Baker Child Care Project on a panel focusing on Strategic Planning.  He said his session went well and all of the pre-planning EMEDA did before really launching into the Child Care Project was invaluable to the process. He also attended several sessions, stating that he was intrigued by what Missioula is doing with their shared services model of child care, where several different providers all get together to share services and costs. He said it is a model that could work in Baker or even for the whole region.
Vaughn also attended the Montana Nonprofit Association’s annual conference September 26-28. He said it was a good conference and he took home a lot of information about utilizing Artificial Intelligence for economic development, as well as some good leads as to organizations that could help streamline website activities as well as event management and direct mailings.
Vaughn also mentioned that Megan Torgerson from the Red Ants Pants Foundation and the Reframing Rural podcast was in town for a leadership meeting and tour of Baker. It went well and Megan was impressed with all that’s being done in Baker. 
He reminded the board that Zero to Five Montana will be in town on October 12 for their Rural Childcare Summit and that the board was encouraged to attend if at all possible.

Chairman Zachmann moved that the meeting proceed to New Business.

New Business:

Funding for BEK TV Documentary on Baker:  Vaughn brought up that Mary Graner from BEK TV out of Bismarck was in town scouting Baker as a possible location for their “My Hometown” series. They wanted to produce an hour long documentary, featuring commercials from Baker businesses, to run on their network. They requested a $6,600 investment, split between SMART and EMEDA to produce the show. Once produced, it would stay on BEK’s website and could be used for Baker’s own promotional activities. The board members present pointed out that $3,300 was a lot of money and not currently budgeted. Vaughn said that BEK wanted to begin production as soon as possible. Lacking quorum, the board made no decision on helping sponsor the program.  EMEDA will not be involved in the project.

EMEDA Budget Amendment RE: Event Marketing Grant:  Lacking quorum, no action was taken.

EMEDA Liability Insurance Review:  Vaughn stated that the County had pointed out there EMEDA currently has no liability insurance covering it’s board members and that EMEDA is not covered under the County insurance in this instance.  Vaughn asked if EMEDA should get such insurance.  Commissioner Zachmann said that EMEDA should have some policy in place. He requested Vaughn check and see if EMEDA can be added as a rider to the County plan?  Lacking quorum, no action was taken, however the board did request that Vaughn proceed with contacting the Insurance Store about potential options.

Having no other new business, Chairman Zachmann proceed to the review of the monthly claim forms.  Vaughn presented a claim form from Newell Media for $456.22 for Back to School advertisements and EMEDA’s Board Recruitment advertisement.  He also presented the usual invoice from SMART at $6,679.00 including the Director and Assistant’s support as well as the approved expenses for the Escape Room support and EMEDA’s portion of the registration for the FUSION Conference in Bowman. Vaughn also presented a bill for his travel expenses to the MCCBC Summit and MNA at $978.58.  His lodging was paid for at MCCBC, but not his mileage.  The MNA expenses are split between SMART and EMEDA, with SMART paying the entirety of the registration fees.  Having no quorum, the board was able to approve the claims to Newell Media and to SMART as those expenses had already been approved. The reimbursement for Vaughn’s travel expenses was not approved.  EMEDA will pay out monthly claims totaling $7,135.22.

Having no other business to attend to, Cookie motioned to adjourn the meeting. Karol seconded.

Meeting adjourned at 8:55pm

The next meeting is November 14, 2023 at 6:30pm in the SMART Conference Room

                s\ Steve Zachmann, Chairman                                                                                  s\ Vaughn Zenko, Executive Director