10 W Fallon Ave Baker, MT 59313
Fallon County of Montana

EMEDA Commissioner Meeting – September 10th 2024

EMEDA Commissioner Meeting – September 10th 2024

Members Present:
Chairman Tasha Losing, Vice Chair Steve Zachmann, Treasurer Karol Zachmann, Commissioner Hugo Bumgardner, Commissioner “Cookie” Zenko.

Members Absent: Commissioner Carson Beach,

Staff Present: Executive Director Vaughn Zenko, Childcare Director Carrie Schwartz

Public Present: None

Meeting called to order:
7:00pm by Chairman Tasha Losing

Approval of Agenda:  Meeting agenda approved with no objections.

Approval of Previous Meeting Minutes:  The minutes from the August 26, 2024 special meeting were reviewed by the board.

• MOTION (Steve Zachmann): To approve the August 26 Special Meeting minutes as presented

• SECOND:  Hugo Bumgardner

• VOTE: Four in favor, none opposed, one absent. The August 26, 2024 Special Meeting minutes were approved with the edit.

Public Comment:  Childcare Director Carrie Schwartz took the opportunity to ask Construction Supervisor Steve Zachmann if the marriage wall between the two smaller classrooms in Unit 1 could be removed or a door/arch added to turn the two into one large classroom. She said it would help with child ratios at the facility.  Steve said that it can be done and that he’ll take a look at it.

Financial Report:  Treasurer Karol Zachmann presented the EMEDA financial report showing EMEDA currently with $36,101.27 (as of August 30) in the operating fund, $19,397.96 in savings, and $7,311.24 in the Bank of Baker Childcare Account.  She said she had not checked the Childcare account at Grasslands.  Karol also presented the board with a $25.00 check from Steve Zachmann as reimbursement for a “stop payment” action on check 1222 to Steve Zachmann that was later rewritten.

Monthly Claim Forms Review:  Steve Zachmann presented claims that had come in to him through the project. He did not immediately present invoices to the board for the claims, though they were available. The claims included $862.68 to Baker Metal. While Steve looked for documentation, Karol questioned a double payment to the Badlands Patriot.  Vaughn noted that the initial invoice was paid, and then the next month’s invoice did not register that payment, so the total invoice was paid. Badlands credited the overpayment on the second invoice back into the EMEDA account.
As Steve’s claims had not previously been presented to the Director, Vaughn noted that Steve’s claims would start at #61.
The board returned to claim forms:  Griffith Excavating for $5,421.18 for drain tile, backfill and site leveling.  Vaughn had also received a claim from Griffith Excavating.  The board clarified that the invoice that Steve presented was different than the invoice mailed to EMEDA.  Chairman Losing asked if all invoices were being given to Vaughn for EMEDA records.  Steve stated that invoices collected by him are being taken to the bank after being documented in the construction budget. Chairman Losing asked for clarification as to whether copies of these invoices are being kept for EMEDA files. Karol stated that she will keep copies with the Treasurer’s files. Tasha asked if those records would be available to the public, to which Karol said they would be available upon request. After some further discussion about document retention and storage, the board returned to claim forms.  Mitchell’s Crane Service for $5,845 for Unit 1 repairs and upright the unit, Prairie Lumber for $311.85 for Unit 1 repairs, Steve Zachmann for $962.90 for construction supervision, Steve Zachmann for $995.36 for Unit 1 foundation prep, Steve Zachmann for $7,687.87 for Unit 1 repairs, and Weave Construction for $52,517.52 for Pay App 1 for site work.  These will be EMEDA Claims 61-68, respectively.
Vaughn then presented claims 51-60, amongst the claims that had been directly sent to EMEDA.  The claims included, respectively, Baker Public Schools for $150 for used iPads to be used at the childcare facility and $20 to City of Baker for Water/Sewer. City of Baker fees are taken directly out of the EMEDA operating account every month.  Other claims were $7514 to SMART for July and August Director’s assistance and admin assistance.  Vaughn continued with the claim forms, including $2447.50 to Griffith Excavating for site work, $11,570 to Brosz Engineering for Project Management, $112.50 to Batterman Law for a discussion with Steve Zachmann and $29,223 to the Baker Chamber of Commerce for Rec Department support. Vaughn clarified that this is the funding already provided from Fallon County, with EMEDA intended to act as the pass through to the Rec Department.  The check from Fallon County had not been deposited yet, awaiting board approval.  Vaughn also presented claim 59 to Rose Heiser and Anthony Morast for Façade Improvement Grant payment and claim 60 to Carrie Schwartz for reimbursement for childcare supplies she purchased for the facility.  Vaughn also presented claim 47 to  Batterman Law for $225 for work on an Memorandum of Understanding between EMEDA and Steve Zachmann that had been tabled from a previous meeting.

The board reviewed the claims and invoices provided by Vaughn. There was discussion on which claims would be paid with the bank loan and which out of the operating fund as well as moving restricted grant funds out of the operating account and into the savings account instead.  As Claim 47 to Batterman, Claim 58 to the Baker Chamber and Claim 59 for the FIG are all agenda items later in the meeting, Vaughn suggested approving all of the others and saving those three for later discussion in the meeting.

• MOTION (Steve Zachmann): To approve Claims 51-68, excluding claims 58 and 59.

• SECOND:  Hugo Bumgardner

• VOTE: Four in favor, none opposed, one absent. Claims 51-68 will be paid, with the exception of claim 58 and 59, which will be addressed later in the meeting.  Karol stated that funds will need to be transferred from savings to pay all claims set to come from the operating account, while also keeping restricted grant funds in place.

Construction Supervisor Report and Action as Needed:  Steve reported on progress, which he stated was slower than anticipated, though noted that the light poles are in the parking lot and paving is now expected on September 12.  Commissioner Losing asked if there was anything being done for mold mitigation in the damaged building. Steve said he is taking the wet insulation out and drying the wood.  Steve also noted that he has talked with Sheridan Homes about their responsibility for the damage and they are assisting in several areas, including providing new insulation and replacing some broken windows, as well as some painting and travel costs for their employees.  Moving on, Steve reported that Head Start would like to be in their building next week to begin cleaning and preparing for opening.

Proceeding to seeding and sprinklers, Steve claimed he had received bids of $8,900, $36,000 and $28,000 for the project as described. There were no hard copy quotes presented to the board, however Steve said he spoke to them all and he recommends the $8,900 bid, though did not recall the bidder’s name other than it may have been “Lance”.  He also stated that “Lance” would like to get started as soon as possible, which fits with EMEDA’s timeline. The board held discussion on reasoning for the large difference in bids, as well as qualifications of “Lance”.

• MOTION (Karol Zachmann): To hire “Lance” for $8,900 to complete the seeding, sod and sprinkler work.

• SECOND:  Hugo Bumgardner

• VOTE: Four in favor, none opposed, one absent. EMEDA empowers Steve Zachmann to hire “Lance” for seeding, sod, sprinkler and other landscaping work at the EMEDA Childcare site.

Director’s Report:  Skipped over.

Old Business:

            Head Start Lease Committee Report and Action as Needed:  The Lease Committee, consisting of Karol and Steve Zachmann, reported on discussions with Shawna Sargent of Action for Eastern Montana Head Start on the lease, explaining Shawna’s preferences as well as the Committee’s. Steve also suggested that EMEDA let Head Start into the building to clean and get prepared for opening before the Lease term begins.  There was no objection.

Director’s Report (Revisited):  Vaughn told the board that Zero to Five Montana would be in Baker on October 14-16 filming for a case study on the Baker Childcare Project. While content is up to them, he has provided the production team with contact information for the board members and to expect a potential call in the coming weeks.
Vaughn briefly returned to the Construction Supervisor, asking if the City of Baker had, in fact, agreed to pay for a portion of the widening of Texas Avenue.  Steve reported that the City had budgeted $22,000 for the project.

Returning to the Director Report, Vaughn received a Certificate of Origin from US Modular for Unit 2, and asked if the documents should be filed at SMART, kept at the Unit, or provided to the Bank.
Vaughn also noted that he had a discussion with Erin Nevers with Baker Public Schools about the school cafeteria possibly providing food for the childcare facilities. No decision had been made yet, but Vaughn said that the schools have been supportive of the project, donating classroom materials as well as offering to donate furnishings.

Old Business (continued): 

Hiring Committee Report and Action as Needed:  Chairman Losing reported that there had been no action from the hiring committee of her and Hugo since the last meeting.  Carrie Schwartz stated that she needs an offer letter from EMEDA specific to the part time position. Vaughn will write up the amended offer letter. Chairman Losing indicated that she would like Carrie’s time sheets printed and presented to the board at meetings, similar to what SMART does with Vaughn’s hours. 
Vaughn also informed the board that he had received three applications for support staff.

            Formation of Interview / Support Staff Hiring Committee:  Steve suggested the original hiring committee continue for this purpose.

• MOTION (Hugo Bumgardner): That the Hiring Committee of Hugo and Tasha stay the same, with the addition of Carrie Schwartz.

• SECOND:  Cookie Zenko

• VOTE: Four in favor, none opposed, one absent. The Interview / Support Staff Hiring Committee will consist of Tasha Losing, Hugo Bumgardner and Carrie Schwartz.  The Committee will decide on a meeting time for interviews. Vaughn will start a Facebook messenger group for the Committee to communicate, and will provide the submitted resumes to the Committee.

            EMEDA MOU with Steve Zachmann:  Steve presented the original Memorandum of Understanding he gave to the Board at the July 9, 2024 meeting.  He reviewed the document for some changes he noted that he would like to make, including striking Item 3 and the term “in writing” from the Communication section.  There was discussion on changing Project Manager to Construction Supervisor, but it was determined that it should remain as written.

• MOTION (Hugo Bumgardner): To approve the MOU as written, with the noted corrections.

• SECOND:  Cookie Zenko

• Karol Zachmann and Steve Zachmann recused themselves from the vote as it directly affects them.

• VOTE: Two in favor, none opposed, two abstaining, one absent. The memorandum of understanding between Steve Zachmann and EMEDA is approved as written by Attorney Rich Batterman, with the noted corrections.  The amended MOU will be presented to the board for signature at the next monthly meeting.

            Designated Signees on Childcare Accounts:  The board held discussion about the two existing Childcare Accounts at Grasslands Federal Credit Union and the Bank of Baker, and what they should be used for and who should be designated as signees on the two signature accounts. 

• MOTION (Karol Zachmann): To add Carrie Schwartz to the EMEDA Baker Childcare Project account at the Bank of Baker.

• SECOND:  Steve Zachmann

• VOTE: Four in favor, none opposed, one absent. Carrie Schwartz will be added to the existing approved signees for the Bank of Baker EMEDA Childcare Account #10120640.  Steve noted that expenditures from that account will still require prior board approval, though there was no official board action.

There was no discussion or action on signees for the Grasslands Federal Credit Union Childcare Account.

            Establish Childcare Facility Start-up Budget (w/ Carrie Schwartz):  Carrie discussed the need to set up a wait list for the facility to give a better idea of how many children and of what ages would potentially be attending.  As had been discussed in previous meetings by Director Zenko, Carrie requested that the board allow her to subscribe to Brightwheel as the CCRM for the EMEDA facility. She noted the subscription fee is $5 per month until operational, and then $69 per month after that.

• MOTION (Hugo Bumgardner): That EMEDA allow Carrie Schwartz to subscribe to Brightwheel.

• SECOND:  Cookie Zenko

• DISCUSSION: The board held more discussion about the benefits Brightwheel provides. Carrie noted that EMEDA will need to provide a voided check from the Bank of Baker Childcare Account in order to subscribe.

• VOTE: Four in favor, none opposed, one absent. Carrie Schwartz is empowered to subscribe to Brightwheel as the CCRM for the EMEDA childcare facility, using Bank of Baker EMEDA Childcare Account #10120640. 

Discussion turned to Carrie’s request to purchase a used sanitization cabinet for purposes of cleaning toys, mats, etc.  She stated that new cabinets can cost as much at $18,000, but she found a used cabinet for $4,400, or two for $7,500. The board considered the benefits. Karol questioned the need, and possible dangers of buying used and requested the discussion be tabled until next month’s meeting. Vaughn suggested acting quickly, as the unit will likely be sold by the October meeting. Steve wanted more information regarding unit specs, potential repair costs, inspection requirements, weight of the unit, dimensions, and how much use the units have received at the previous facility.

• MOTION (Karol Zachmann): To table purchase of sanitization cabinet(s) until a special meeting once the board has more information.

• SECOND:  Steve Zachmann

• DISCUSSION:  Discussion centered on available space for the unit(s) as well as the need for other furnishings.  Steve brought items Head Start is planning to donate some items. Vaughn also reminded Carrie that Baker Schools are willing to donate materials and furnishings. While discussing the possibility of holding a Special Meeting to act on the sanitization cabinet(s), Director Zenko also advised acting quickly on the three resumes received, considering the tight market for finding available workers, and that board action on the hiring process could also be covered in the same meeting.  Carrie also brought documents on a potential wage scale for new employees. After discussion, it was decided that the hiring committee would give their recommendations on wages and benefits at the next meeting. Discussion returned to the sanitization cabinet(s).

• VOTE: Four in favor, none opposed, one absent. Purchase of one or two sanitization cabinets for the childcare facility is tabled until a possible special meeting once the board has more information about the product.

            Finalize EMEDA FY2025 Budget:  The board once again reviewed the FY25 Budget prepared by Director Zenko and SMART Assistant Alyson Lineback that was presented at the July 16, 2024 meeting.  Steve questioned whether EMEDA needed to pay SMART $300 pre month ($3,600 total) for admin assistance now that Karol and Rachel’s Accounting have taken over primary bookwork for EMEDA.  The board held discussion and it was decided to bring it up again at a future meeting. Chairman Losing suggested reviewing the MOU with SMART for the Assistant’s services. There was no action taken.

The board continued to review the draft budget, including moving the suggested $500 for Community (Public) Meetings down to $200, Meeting expense from $120 to $100, Travel / Conference fees from $1,000 to $2,000, and eliminating the $10,000 SID36 expense from the Nelson Property.
Discussion shifted to childcare expenses and income, including a $56,000 expense for the mortgage and a $1,368.37 expense for insurance on the two units. Chairman Losing brought up where Head Start’s lease payments fit into the budget.  Vaughn stated that revenue from Head Start had been included in the childcare facility’s budget and not EMEDA’s since the original financial projections provided in the March 6, 2024 meeting.  Steve disagreed, pointing out that the mortgage payment was included in those projections as well.  Vaughn stated that the goal of the projections had been for the facility to run profitably so long as the mortgage payment was not included in the total expense, and taking out Head Start revenue that had been included would change the entire financial projection EMEDA had been working with since March. The board continued discussion about whether Head Start revenue should be included as childcare income or EMEDA income. Chairman Losing suggested making a note to add this topic to the next meeting’s discussion and moved forward with more budget discussion.
Hugo Bumgardner asked about whether the $4,093 for the Façade Improvement Grant dedicated to J&A should be on the FY24 budget or the FY25 budget. Vaughn stated that, if it’s paid, it would be an FY25 expense.  Karol and Steve said the grant was not approved and shouldn’t be included at all.  As this issue is on the agenda later in the meeting, Chairman Losing suggested moving ahead in the agenda. There was no objection.

Finalize EMEDA FY2025 Budget Discussion Suspended

            J&A Mini Store Façade Improvement Grant Close Out:  Discussion centered on J&A’s eligibility for the grant, as there is no active business in the building. Vaughn read, out loud, the eligibility requirements as written in the grant, which states only that the property must be commercial/retail and zoned for commercial use and the focus of the grant is on improving the appearance of buildings within the designated downtown areas of Baker and Plevna. The document does not explicitly state that a grant recipient must be an active, operating business. Steve stated that that was not the spirit of the FIG and that the grant was rejected by the board. Vaughn read from the signed meeting minutes from May 10, 2023 granting J&A conditional approval upon receiving an updated scope of work within the guidelines of the grant and upon receiving updated estimates figfor the work approved by the board. There was no official vote on approval at that time.  Vaughn also noted the minutes from the June 13, 2023 meeting in which J&A resubmitted the grant with the requested updates to the scope of work and to the estimates as included in the Director’s report for the meeting. According to the minutes from the June 13, 2023 meeting, the board once again discussed eligibility based on there not being an active business in the building and voted 2-0 to once again have J&A resubmit the grant request. Steve and Karol both agreed that, as the board had previously rejected the grant request, EMEDA should not pay out the requested funds for the FIG. There was no further discussion specifically on this matter.

Finalize EMEDA FY2025 Budget (continued):  The board returned to the budget discussion, with Chairman Losing suggesting now zeroing out the FIG budget for FY25.  The grant was budgeted for $30,000 in FY24, but only $7,094.92 was spent. $4,093 was included in the FY25 budget for final payout of the J&A Mini Store FIG. Discussion centered on sunsetting the FIG for budgetary reasons, and for lack of participation over the last two budget cycles.
• MOTION (Karol Zachmann): To stop the EMEDA Façade Improvement Grant at the current time, but leaving the option to reopen the grant if the board chooses.
• DISCUSSION:  Steve suggested that the board finish the budget portion of the agenda before moving on to the Façade Improvement Grant.
• MOTION RESCINDED by Karol Zachmann

• MOTION (Steve Zachmann): To accept the FY2025 Budget as amended, with the understanding there will be a review of the amended, printed budget at the next monthly meeting.

• DISCUSSION:  Karol asked if the purchase of a computer and printer should be added to the childcare budget. It was decided that this expense would be included in the start-up budget for the childcare facility. Karol requested discussion on purchasing a computer and other supplies for her record keeping as treasurer. This is also an agenda item later in the meeting, but as it pertains to the budget, Chairman Losing moved this item up in the agenda, to no objection.

New Business:

            EMEDA Purchase of Computer and Printer Separate from SMART (moved up in agenda):  Karol presented estimates from Costco that she collected for the computer and other supplies she believed she would need, including a computer, portable printer, scanner, mouse, scan disk, hard drive for backups and Office 2021, totaling $1,574.00. Chairman Losing asked where this computer would be stored. Karol said she would keep it for now, as she would be the one using it, but it could eventually be kept at the childcare facility or other office space. Karol also noted that she would not be willing to put any EMEDA information on her or Steve’s personal computers, as the public would have access to it. Steve pointed out that the computer and supplies could be passed on if another treasurer is ever elected. There was more discussion on possibly less expensive options. Karol requested a budget of $1600 for these supplies. Chairman Losing closed discussion and returned to the FY2025 Budget Discussion, with the additional expense for supplies.

• MOTION (Cookie Zenko): To narrow down the agenda and discussion in order to shorten meetings.  There was no second and no discussion.

Old Business (continued):

            Finalize EMEDA FY2025 Budget (continued):  The board reviewed motions on the table and addressed them in descending order.

• MOTION (Steve Zachmann): To accept the FY2025 Budget as amended, with the understanding there will be a review of the amended, printed budget at the next monthly meeting.

• AMENDED:  Steve Amended his original motion, to include adding $1,600 in the Supplies budget for a computer and equipment for a total of $2400 in the supplies budget.

• SECOND:  Karol Zachmann

• VOTE: Four in favor, none opposed, one absent. The EMEDA preliminary FY2025 budget is approved as amended, with the understanding that there will be a review of the amended, printed budget at the next monthly meeting.

The board then returned to the other motion on the table.

• MOTION (Karol Zachmann): To stop the EMEDA Façade Improvement Grant at the current time, but leaving the option to reopen the grant if the board chooses.
• SECOND:  Steve Zachmann

• VOTE: Four in favor, none opposed, one absent. The EMEDA Façade Improvement Grant will be suspended, with an option to reopen in the future if the board so chooses.

            Chamber of Commerce Rec Department Funding Arrangement with Fallon County:  The board once again reviewed the meeting minutes and resolution supplied by the County Commissioners regarding their desire to use EMEDA as a pass through for $29,223 in support for the Baker Chamber of Commerce Rec Department.  Vaughn noted that EMEDA had already received the check from Fallon County but had not yet deposited it, pending board approval.

• MOTION (Steve Zachmann): To accept the agreement with Fallon County to act as a pass-through for County funds directed to the Baker Chamber.

• SECOND:  Hugo Bumgardner

• VOTE: Four in favor, none opposed, one absent. EMEDA will deposit the $29,223 check from Fallon County and write a check to the Baker Chamber of Commerce and Agriculture for $29,223 to assist in funding the Rec Department.

In consideration of the board’s time and having no other old business to attend to, Director Zenko suggested tabling the remaining agenda.  Chairman Losing asked if there was any objection.  Steve suggested that the remaining agenda could be addressed quickly.  No further discussion.

New Business (continued):

            EMEDA Invoice on Stopped Check (moved up in agenda):  As this item had already been addressed by Karol and a reimbursement check from Steve Zachmann provided during the financial report, there was no discussion. Vaughn provided Steve with an invoice for the $25 payment to EMEDA.

            EMEDA Acquisition of Separate PO Box for Childcare Facility:  Carrie asked the board for permission to go to the post office and acquire a separate PO Box dedicated to the childcare facility

• MOTION (Karol Zachmann): To grant Carrie Schwartz go to the post office and get a separate PO Box for the Childcare Facility.

• SECOND:  Steve Zachmann

• DISCUSSION:  There was discussion as to what name the PO Box should be under. It was decided that Baker Childcare would be appropriate.

• VOTE: Four in favor, none opposed, one absent. Carrie Schwartz is given permission by the board to acquire a Baker Childcare dedicated PO Box for childcare business operations.

EMEDA Purchase of Computer and Printer Separate from SMART:  As there had been no vote approving this purchase when discussed previously in the agenda, the board took up the matter.

• MOTION (Steve Zachmann): To grant Karol Zachmann permission to purchase a computer, printer and associated equipment.

• SECOND:  Cookie Zenko

• DISCUSSION:  Chairman Losing asked if a budget needed to be set for this purchase. Steve pointed out the budget had been set when the FY25 budget was approved, with the understanding that Karol would look for less expensive options than the $1600 that had been budgeted.

• VOTE: Four in favor, none opposed, one absent. Karol Zachmann may purchase a computer, printer and other associated equipment and software for her use as Treasurer. The budget for these purchases is $1600.

10:23pm:  Cookie Zenko left the meeting

            Discussion on Adopting EMEDA Fiscal Policy & Discussion on Adopting EMEDA Conflict of Interest Policy:  In the interest of time, these two agenda items were combined for discussion.  Vaughn pointed out that as EMEDA has no official policies or bylaws other than Montana Code regarding port authorities.  Chairman Losing noted that she would like to see some specific policies and procedures in place to guide EMEDA in the future.  There was general agreement.  Vaughn will work on drafting the requested documents for presentation at a future meeting.

Having no other business to attend to at this time, Steve Zachmann moved for adjournment.  Karol Zachmann seconded.  All present in favor.  Meeting adjourned at 10:29pm.

The next EMEDA Monthly Meeting is scheduled for October 1, 2024.                  

s\ Tasha Losing, Chairman                                                                                        s\ Vaughn Zenko, Executive

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