Santa Fe Farmer’s Market Special Board
of Director’s Meeting February 11, 2016
Present:Kimberly Martin, Jim Whiteker, Amy Quirke, Brian DeSpain, Serafina Lombardi, Douglas Dave Vigil,Patrick Romero, Avrum Katz, Ben Schwartz, Gary Gundersen, and Jackie Munro
Absent:Jennifer Fresquez, Jose Gonzalez, Brett Ellison,and Helen Chantler
Guests and Staff: Bryan Adams, Thure Meyer, and Paolo Speirn
I. SFFM BOD Chair, Jim Whiteker called the meeting to order at 5:40 pm.
II. SFFM BOD Member, Jackie Munro made a motion to amend the agenda to include the following:
III. Update from attorneys on re-incorporating
A. Legal Fees
and IV. Restructure Committee
B. Market Wrangler and Paolo’s letter
SFFM BOD Vice-Chair, Serafina Lombardi seconded the motion and it passed with one opposed
and one abstention. i
Jim Whiteker added the following agenda items by acclamation:
IV. Committee Reports
B. Mission and Vision Committee
D. Mid-Space Committee
E. Bylaws Committee
F. Tuesday Market Committee
G. Budget Committee ii
III. Update from Attorney on Re-incorporating
Jim Whiteker submitted the report compiled by Meghan Mead and Marjorie Rogers that compared
two entity models and indicated the methods in which dissolution should occur.
A. Legal Fees
SFFM Budget Co-Chair, Amy Quirke indicated to the SFFM BOD that she had conveyed to the attorneys the financial cap that the SFFM BOD had authorized to initially spend on an investigation into restructuring. As a result, Amy successfully renegotiated the fees to approved limits.
IV. Committee Updates
A. Value-Added update and structure plan
Committee Chair, Amy Quirke presented the passed motions from the committee for consideration at the next BOD Meeting.
After discussion, the SFFM BOD decided to revise the structure of this committee to enable it to be a separate committee instead of a sub-committee of the Rules Committee. This distinction was made by acclamation iii
B. Mission and Vision Committee
Committee Chair, Douglas Dave Vigil presented the draft for the SFFM Mission Statement. The draft will be considered at the next SFFM BOD Meeting.
C. Sunday Market Committee
Market Director, Paolo Speirnsubmitted a review of Sunday Operations and the Railyard Artisan Market for . Patrick indicated that he will present this market manager to the SFFM BOD at the next BOD Meeting. Patrick indicated that the committee does not want to cede the market hall on Sundays to the SFFMI at this time.
D. Mid-Space Committee
Committee Co-Chair, Brian DeSpain indicated that he is pricing walk-in coolers for possible storage purposes. After review of the rent for this space, the committee is advocating for utilizing the space with more emphasis on retail as opposed to just storage space. The possibility of off-site storage is currently being examined.
E. Bylaws Committee
Committee Chair, Jim Whiteker indicated to the SFFM BOD that passed motions from the committee will be considered at the next BOD Meeting.
F. Tuesday Market Committee
Committee Chair, Gary Gundersen indicated that the committee is examining the possibility of evening markets. Gary also announced the date of the next committee meeting to the SFFM BOD.
G. Budget Committee
Committee Chair, Brian DeSpain indicated that the possibility of acquiring a financial audit or review will be considered at the next BOD Meeting. Both proposals will be submitted for review.
V. Restructure Committee
A. BOD approved job description and mandate
Committee Co-Chair, Gary Gundersen read the board approved job description and mandate. Committee Chair, Ben Schwartz gave the rationale behind the approved motion.
B. Market Wrangler and Paolo’s letter
Discussion occurred concerning the proposed “Market Wrangler” position submitted by Brian DeSpain. Discussion concerning Paolo’s letter to the SFFM BOD occurred.
VI. The meeting was adjourned by acclamation at 8:25pm.iv
Summary of Passed Motions
i. SFFM BOD Member, Jackie Munro made a motion to amend the agenda to include the following:
III. Update from attorneys on re-incorporating
A. Legal Fees
and IV. Restructure Committee
B. Market Wrangler and Paolo’s letter
SFFM BOD Vice-Chair, Serafina Lombardi seconded the motion and it passed with one opposed
and one abstention.
ii. Jim Whiteker added the following agenda items by acclamation:
IV. Committee Reports
B. Mission and Vision Committee
D. Mid-Space Committee
E. Bylaws Committee
F. Tuesday Market Committee
G. Budget Committee
iii. After discussion, the SFFM BOD decided to revise the structure of the Value-Added committee to enable it to be a separate committee instead of a sub-committee of the Rules Committee. This distinction was made by acclamation
iv. The meeting was adjourned by acclamation at 8:25pm