BRIDGE FOUNDRY, INC.
BOARD OF DIRECTORS
MEETING MINUTES
August 7, 2017
Board Members Present: Melissa Isa Herico, Karen Herreid, and Sarah Allen
Guests Present: None
The July 30, 2017 minutes were reviewed and accepted unanimously.
The second meeting of the Bridge Foundry Board of Directors was held on Monday, August 7, 2017, with everyone participating by online video-conference with live audio and screen sharing.
Upon review of the Bridge Foundry 501(c)3 application with the Bridge Foundry Transition Board, Sarah Allen assumed her role as chair of the meeting and noting the presence of a quorum [of the Bridge Foundry Board of Directors] called the meeting to order at 7:15 p.m.
The board reviewed the statement of work for the contract between Bridge Foundry and Enrich for Diana Luepke to serve as Acting COO through November 2016 to help establish governance and manage operations for the transition. The contract will be finalized by Sarah Allen, as CEO, after legal review. Attached is the document - Transition Consulting, Acting-COO Compensation - which Sarah Allen prepared documenting research that informed compensation for the Enrich contract. The board discussed oversight of work by Enrich, and delegated such oversight to Sarah Allen as CEO, including future contract extensions or amendments. [RESOLVED]
The board reviewed and accepted the Gift Policy.
RESOLVED: that Bridge Foundry is committed to creating a sustainable organization and, in support of that goal, all decisions governing how compensation is determined and the selection process for vendors, employees and contractors will be summarized and stored in its virtual office.
RESOLVED: the Bridge Foundry virtual office shall have a publicly readable index that references private and public information. The index will be linked to from Bridge Foundry's public website. The index may be updated from time to time by the CEO or their delegate.
There being no further business, the meeting was adjourned at 7:45 p.m.
Respectfully submitted,
s/ Isa Herico
Recording Secretary
Attachment 1:
Transition Consulting, Acting-COO Compensation
We seek to hire Enrich/Diana Luepke, who currently also contracts as Executive Director for School Factory. Her proposal is to charge us the same rate that she charges all of her clients, including School Factory ($40/hour).
According to payscale.com^1, the hourly rate for non-profit COO is $10-$45/hour (10th - 90th percentile) with a median rate of $30/hour. While $40/hour is at the high end of that range, typically this would be an employee role with payroll taxes covered and sometimes benefits. In this case, she is a contractor so bears the additional expenses herself.
We believe that her deep experience with our organization and proven efficiency will significantly reduce the number of hours required for this transition work. Also, though the statement of work does not require someone with her level of experience, we value the strategic consulting that she can offer during the process, as we set up our new Board of Directors in parallel with the transition engagement.