SMART Board of Directors Meeting – December 19th 2024
Board of Directors Meeting
Minutes
December 19, 2024
5:30pm – Fallon County Visitor Center
Members Present: Jodi Varner (President), Krista Nemitz (Vice President), Karol Zachmann
(Treasurer), Kendyl Polatas (appointed during meeting), Mindi Murnion (5:35pm)
Members Absent: Stacey Teter, Sharon Gookin, Deborah Walraven-Wenger
Staff Present: Vaughn Zenko (Executive Director), Kassidy Maierhofer-Davis (Administrator) Public Present: Rebecca Arnell, Karlee Morris, Casey Hande, Kelly Graham, Mona Madler Meeting called to order at 5:32pm by President Jodi Varner
Due to the number of public present, in the interest of their time, President Varner moved to proceed in the agenda directly to the items affecting them. There were no objections. Appointment of new board member, Approval of Previous Meeting Minutes, Public Comment and Preliminary FY25 Budget Discussion deferred to later in the meeting by the President.
Welcome of New SMART Employee (Kassidy Maierhofer-Davis)
Financial Report: Vaughn presented the Board the December financial reports prepared by
SMART Assistant Alyson Lineback. The board approved the financials with no objections.
5:35pm: Board member Mindi Murnion joined the meeting
Public Comment: President Varner asked if any members of the public present would like to comment on any items not on the agenda. Mona Madler queried the board about an emailed request to Big Sky Mini Barns for a storage shed to be placed in L. Price Park.
Rebecca Arnell asked if SMART recorded their meetings. SMART does not record meetings and has no current plans to do so.
Old Business:
Review of Simply Chic Expansion Proposal: The board reviewed the previous expansion proposal presented in early 2024. Discussion focused on how much SMART would be able to afford to pay to assist in the renovations as well as rent considerations and project alignment with SMART’s mission. Logistics of the expansion as it relates to SMART, Simply Chic and other tenants were also discussed. Input from public in attendance was also considered.
• MOTION (Karol Zachmann): To spend $7,500 on the Simply Chic renovation.
• SECOND: Mindi Murnion
• DISCUSSION: Rebecca Arnell requested a rental contract be put in place locking
in rent for a fixed time.
• VOTE: Four in favor, none opposed, three absent. SMART agrees to spend up to $7,500 on assistance for the Simply Chic expansion project.
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6:31pm: Guest Mona Madler left the meeting.
Scheduled Yearly Review of Tenant Rent: The board discussed tenant rent at the SMART Building at 125 Main Street in Baker. Tenants addressed their good relations with SMART. The board elected to address each tenant individually. The board took up Badlands Wealth Management first, as the business will be moving to the old SMART office once the Simply Chic expansion commences.
• MOTION (Karol Zachmann): To keep Casey Hande’s rent at $200 per month until June, and revisit then.
• SECOND: Mindi Murnion
• VOTE: Four in favor, none opposed, three absent. Casey Hande’s rent for Badlands Wealth Management will remain at $200 until June, at which time SMART will revisit.
The board then took up Simply Chic’s rent.
• MOTION (Mindi Murnion): To meet with an attorney to draw up a contract with Rebecca Arnell for a three-year rental contract for Simply Chic at $600 per month.
• SECOND: Karol Zachmann
• VOTE: Four in favor, none opposed, three absent. SMART will enter into a three-year contract with Rebecca Arnell keeping Simply Chic rent at $600 per month, after consulting an attorney to draw up the contract.
The board then took up Willow Day Spa’s rent.
• MOTION (Karol Zachmann): To keep Kelly Graham’s rent at $400 per month until June.
• SECOND: Mindi Murnion
• DISCUSSION: Kelly asked what keeping the rent at $400 only until June was based on. It was suggested that was simply to give the board opportunity to revisit the issue.
AMENDED MOTION (Karol Zachmann): To keep Kelly Graham’s rent at $400 per month for one year.
• SECOND: Mindi Murnion
• VOTE: Four in favor, none opposed, three absent. Kelly Graham’s rent for Willow Day Spa will remain at $400 for one year and be revisited by the board at that point.
6:45pm: Guests Rebecca Arnell, Kelly Graham, Karlee Morris, and Casey Hande left the meeting.
The Board returned to agenda items previously deferred.
Vote on Appointment of New SMART Board Member (Kendyl Polatas): Kendyl had expressed interest in joining the SMART board at the November meeting, however, was not confirmed due to lack of quorum.
• MOTION (Karol Zachmann): To appoint Kendyl Polatas to the SMART Board.
• SECOND: Mindi Murnion
• VOTE: Four in favor, none opposed, three absent. Kendyl Polatas has been appointed to the SMART board. Her term will be up January 2027.
Kendyl Polatas has joined the SMART Board as a voting member.
Approval of Previous Meeting Minutes: The board reviewed the presented minutes from the October 29, 2024 and November 26, 2024 meeting. There was discussion on the board’s approval of $540 for a DISC profile for SMART employees. Vaughn reported that he did not feel that expense was necessary, so did not proceed. Some spelling errors were noted.
• MOTION (Krista Nemitz): To approve the October 29 and November 26 meeting
minutes, with noted corrections.
• SECOND: Kendyl Polatas
• VOTE: Five in favor, none opposed, three absent. Minutes from the October
29, 2024 and the November 26, 2024 monthly meetings were approved with noted spelling corrections.
Old Business:
Preliminary Fiscal Year 2025 Budget: The board discussed the FY25 Budget prepared by SMART staff and reviewed by the Budget Committee. Some adjustments were made, including increasing the maintenance and repairs budget and the establishment of an R&D Fund. President Varner also suggested taking the SMART CD’s and changing them to a 12-month CD at a higher interest rate. There were no objections. The board continued to review additional budget line items, with the intent of also maintaining a six-month cushion for operating expenses in the general checking account.
Discussion then turned back to the tenants at the SMART building, focusing on logistics of the Simply Chic renovation, what grants or loans may be available to assist business owners with their expansion, as well as updating the lease agreements. No further discussion on the budget.
L. Price Park Mural Project: Vaughn reported that board member Deborah Walraven- Wenger (absent) had taken the lead on the Mural Project and was requesting $250 to pay for a concept drawing. There was discussion on creating a contract to absolve the owners of Prairie Rose Classics from any maintenance costs, as well as requesting an estimate on what maintenance costs would actually be. Vaughn will confer with Deborah and report back to the Board.
Community Foundation Bylaws Review and Approval: The proposed by-laws were amended based on the board’s suggestions.
• MOTION (Mindi Murnion): To accept the Fallon County Community Foundation bylaws as presented.
• SECOND: Krista Nemitz
• VOTE: Four in favor, one opposed, three absent. The Fallon County Community Foundation by-laws are accepted as presented. Vaughn will contact the Montana Community Foundation regarding next steps.
The board also reviewed several options for a potential logo, settling on their preferred choice for now. There was no official vote on the FCCF logo.
Committee Reports and Decisions as Needed (Pocket Park, Audit, Visitor Center):
The Park Committee suggested being more proactive in 2025 on decorating, as there were not many donations this year. The Board noted their gratitude to the O’Fallon Historical Museum, Baker Head Start, and Baker Area Hardware for helping decorate the Park.
many donations this year. The Board noted their gratitude to the O’Fallon Historical Museum,
Baker Head Start, and Baker Area Hardware for helping decorate the Park.
Audit Committee: No new report
Visitor Center Committee: Krista Nemitz requested an updated punch list of things that still need to be done for the Visitor enter.
Director’s Report: Vaughn thanked board member Krista Nemitz and her husband for helping decorate the fa ade of L. Price Park. He also reported that he had met with representatives from the Department of Labor and Industry and Baker Public Schools on December 3 where the discussion focused on how SMART and DU could assist the schools in the creation of a workforce development program. He also shared with the board the Staff’s strategic planning document, noting current projects, stalled projects, as well as future projects and goals for
2025. Along with this, Vaughn reported that SMART had received a Community Investment
Program grant from Grid United and the Montana Community Foundation for $29,446 for a preliminary architectural review for a potential theater in Baker. He also highlighted some
potential upcoming fundraisers and gave a final report on the Community Theater’s winter production, which saw 245 total attendance and $2,020 in ticket sales.
New Business:
Board Member Retirement: Vaughn shared with the Board a message from Sharon Gookin announcing her retirement from the Board. He suggested honoring Sharon with emeritus board member status. The board requested this be added to the agenda for the Annual Meeting.
FY2025 Officer Nominations: After discussion, President Varner declined another term as SMART President. She suggested Krista Nemitz succeed her. Karol Zachmann volunteered to remain as Treasurer. The board also decided to nominate Stacey Teter (absent) as Vice President.
The SMART Board officer nominations of Krista Nemitz as President, Stacey Teter as Vice President and Karol Zachmann as Treasurer will be addressed and voted upon at the Annual Meeting in January.
There was also some discussion on meeting times. After discussion, the board was generally
favorable to remaining on the fourth Tuesday of every month but moving the meeting times to
5:30pm. There was no official vote.
SMART Christmas Party: The board suggested skipping the SMART Christmas Party this year and instead planning for a Thanksgiving Party in 2025.
2025 Fundraisers: Vaughn explained, in more detail, the plans for Nonprofit Night Out, an event attempting to gather all of the local nonprofits for one, big fundraising event. Preliminary emails have been sent to gauge interest.
Other New Business: Board member Mindi Murnion suggested and gave details of an upcoming Junior Women’s League event in March for a potential networking opportunity.
Having no further business to attend to at this time, President Varner declared the meeting adjourned. There was no objection. Meeting adjourned at 7:40pm.
The SMART Annual Meeting is scheduled for January 28, 2025 at 5:30pm at the Visitor Center
Respectfully submitted:
s\ Jodi Varner President s\Vaughn Zenko Jr. Executive Director