On This Page
- Board Update December 2018
- Tentative Board Meeting Agenda
- Board Audio/Video Conferencing Instructions (see below)
- Documents To Download For Review including: Minutes of the June 14 Board meeting and; proposed corporate resolutions, bylaws and articles of Incorporation, and plan for 2019
- Proposed Executive Committee Purpose and Authority Recommendation
Board Update December 2018
I Am Back to Work With GAZeL
As you know because of my personal and family health issues my work with GAZeL has been on hold for a number of months. I am happy to report that my wife and I are both doing well and I am ready to get back to work with GAZeL. I have lots to tell you but the first order of business is to schedule a Board meeting to finalize all of the documents to set-up the 501(c)3 organization. I know it is short notice but we would like to meet either Wednesday , December 19 or Thursday, December 20 at 3:00 or 4:00. Here is a Doodle Poll.
Work To Do
We have several Corporate Resolutions to approve. At the last meeting we approved closing the current ATII bank account and changing the Statutory Agent. We still need to approve the following Resolutions: 1) Change ATII Name and Purpose, 2) Adopt new bylaws and Articles of Incorporation), 3) Opening a new bank account, 4) IRS name change request. We also need to adopt a couple of key Board policies including: Creating An Executive Committee and electing a member at large to the Committee; Empowering the Executive Committee to negotiate, and recommend to the Board, a Coordinator Contract with me; and tentative approval of a plan for 2019. We need to have consensus on a name before approving the other corporate resolutions.
Just a reminder that the current name of the 501(c)3 organization is the Arizona Telecommunications and Information Institute (ATII). Of course the first order of business is to come up with a new name for the ATII organization so that we can get all the paperwork done for the Arizona Corporation Commission and the IRS and set-up a new bank account. Please note that all members of the GAZeL 501(c)6 organization have already been elected to the ATII Board, so we are ready for action.
Please note that the GAZeL/ATII officers have reviewed and recommend approval of the proposed bylaws and Corporate Resolutions. Please review these document prior to the board meeting.
At our last meeting we began discussion of the bylaws. Three key issues emerged: name change, purpose or mission, and need for, and powers of an Executive Committee
Purpose
There seems to be consensus for the following mission to be included in the bylaws: This organization will be the governance entity for initiatives that will facilitate adoption of innovative learning ideas, technologies, strategies, collaborations and broadband deployment that will enable a new generation of education and workforce development solutions in Arizona. Of course we will tweak this for branding/marketing purposes in the future.
Executive Committee
Regarding the issue of an Executive Committee, there was discussion about if we should have an Executive Committee and, if so, what would be the duties, powers and authority of an Executive Committee. David Stong felt that we should not have an Executive Committee. We postponed approval of the bylaws to allow time to work with David to draft a recommendation regarding the powers and authority of an Executive Committee that generally satisfies his concerns. While David still generally remains opposed to an Executive Committee, after several email exchanges, and meetings with David, me and our officers, we have drafted a recommendation that he is comfortable with.
Name Change
The third issue was the name change. This will be a primary topic of discussion for the meeting. To expedite the discussion we are asking all Board members to submit suggested names prior to the meeting. I have set-up a Name Change Google Form to make it easy to submit and track suggestions. Please use the form rather than submitting suggestions by email. A couple of you have already submitted suggestions and I have added them to the form. The submissions will be sent to a Google Sheet (Spread Sheet). When you submit your suggestions you will see a confirmation page. On that page is a link to the Google Sheet where you will be able to view all submissions. You can also directly view the Sheet Here.
Regarding the name do you have a naming idea, an acronym for a name, a convention that conjures forward thinking, diligence in promoting technology and research aligned to improving education and learning experiences, opportunities, and methodologies? Please share them with the board in advance, or bring them to the next meeting.
Now, get those creative juices going and think about a new name for the 501(c)3 organization. As you think about a new name please keep several things in mind: (1) the IRS generally classifies business associations as 501(c)6 organizations so we can’t include anything that includes the term "association", or sounds like a business association, in the name; (2) the IRS also has special requirements for a foundation, so we can’t use “foundation” in the name (3) since 2015 we have been branding GAZeL as the Arizona Innovative Learning Collaborative with the focus on innovative learning rather than just elearning, so we may not want to include elearning in the name. Please use this link and submit your suggestions now. Name Change Google Form. We, of course, will also discuss at the Board meeting.
Draft Proposed 2019 Plan
I have drafted a proposed plan for 2019/new GAZeL that summarizes our current plans, and suggested new plans/priorities for 2019. These plans relate to the conversation I had with Microsoft (see below). Please note that some of the plans are redundant so you don’t have to read through all of them twice.
Just quickly, the Virtual Laboratory Simulations, Collaborative Professional Development, Innovative Learning Conference, Open Education Resources Network, Innovation Labs/Makerspaces Network, and State and Local Innovative Learning Plans are the same.
Generation Yes Computer Science and IT Training programs, Arizona Broadband Stakeholder Network, and Federal Reserve Community Reinvestment Act Digital Equity/Digital Divide funding opportunities are new for 2019. I deleted the Pima Community College STEM program since it no longer exits, and also removed the Games In Education and The Workplace because I felt the other issues were more important.
Microsoft Meeting
I recently had a great meeting with a representative from Microsoft that could mean potential funding for GAZeL, but also means we need to complete the 501(c)3 paperwork ASAP, and adopt a plan for 2019. He is a Program Manager for Community Engagement in Arizona working with communities, education institutions, non profit organizations. He is not a sales rep. We had about a 2 hour meeting and discussed everything from broadband, to GAZeL’s Innovative Learning Collaborative. He was particularly interested in the Innovative Learning Conference we have been working on.
Mobilize
FYI we have been provided a grant from Mobilize for GAZeL/ATII to use the Mobilize platform. I think this will be a great replacement for the Ryver and could provide our CRM, email marketing, collaboration and team management all in one solution. I am still exploring how this may work for GAZeL but wanted to provide you an opportunity for review and comment. If you are interested in exploring let me know and I will provide you the GAZeL credentials
As you know because of my personal and family health issues my work with GAZeL has been on hold for a number of months. I am happy to report that my wife and I are both doing well and I am ready to get back to work with GAZeL. I have lots to tell you but the first order of business is to schedule a Board meeting to finalize all of the documents to set-up the 501(c)3 organization. I know it is short notice but we would like to meet either Wednesday , December 19 or Thursday, December 20 at 3:00 or 4:00. Here is a Doodle Poll.
Work To Do
We have several Corporate Resolutions to approve. At the last meeting we approved closing the current ATII bank account and changing the Statutory Agent. We still need to approve the following Resolutions: 1) Change ATII Name and Purpose, 2) Adopt new bylaws and Articles of Incorporation), 3) Opening a new bank account, 4) IRS name change request. We also need to adopt a couple of key Board policies including: Creating An Executive Committee and electing a member at large to the Committee; Empowering the Executive Committee to negotiate, and recommend to the Board, a Coordinator Contract with me; and tentative approval of a plan for 2019. We need to have consensus on a name before approving the other corporate resolutions.
Just a reminder that the current name of the 501(c)3 organization is the Arizona Telecommunications and Information Institute (ATII). Of course the first order of business is to come up with a new name for the ATII organization so that we can get all the paperwork done for the Arizona Corporation Commission and the IRS and set-up a new bank account. Please note that all members of the GAZeL 501(c)6 organization have already been elected to the ATII Board, so we are ready for action.
Please note that the GAZeL/ATII officers have reviewed and recommend approval of the proposed bylaws and Corporate Resolutions. Please review these document prior to the board meeting.
At our last meeting we began discussion of the bylaws. Three key issues emerged: name change, purpose or mission, and need for, and powers of an Executive Committee
Purpose
There seems to be consensus for the following mission to be included in the bylaws: This organization will be the governance entity for initiatives that will facilitate adoption of innovative learning ideas, technologies, strategies, collaborations and broadband deployment that will enable a new generation of education and workforce development solutions in Arizona. Of course we will tweak this for branding/marketing purposes in the future.
Executive Committee
Regarding the issue of an Executive Committee, there was discussion about if we should have an Executive Committee and, if so, what would be the duties, powers and authority of an Executive Committee. David Stong felt that we should not have an Executive Committee. We postponed approval of the bylaws to allow time to work with David to draft a recommendation regarding the powers and authority of an Executive Committee that generally satisfies his concerns. While David still generally remains opposed to an Executive Committee, after several email exchanges, and meetings with David, me and our officers, we have drafted a recommendation that he is comfortable with.
Name Change
The third issue was the name change. This will be a primary topic of discussion for the meeting. To expedite the discussion we are asking all Board members to submit suggested names prior to the meeting. I have set-up a Name Change Google Form to make it easy to submit and track suggestions. Please use the form rather than submitting suggestions by email. A couple of you have already submitted suggestions and I have added them to the form. The submissions will be sent to a Google Sheet (Spread Sheet). When you submit your suggestions you will see a confirmation page. On that page is a link to the Google Sheet where you will be able to view all submissions. You can also directly view the Sheet Here.
Regarding the name do you have a naming idea, an acronym for a name, a convention that conjures forward thinking, diligence in promoting technology and research aligned to improving education and learning experiences, opportunities, and methodologies? Please share them with the board in advance, or bring them to the next meeting.
Now, get those creative juices going and think about a new name for the 501(c)3 organization. As you think about a new name please keep several things in mind: (1) the IRS generally classifies business associations as 501(c)6 organizations so we can’t include anything that includes the term "association", or sounds like a business association, in the name; (2) the IRS also has special requirements for a foundation, so we can’t use “foundation” in the name (3) since 2015 we have been branding GAZeL as the Arizona Innovative Learning Collaborative with the focus on innovative learning rather than just elearning, so we may not want to include elearning in the name. Please use this link and submit your suggestions now. Name Change Google Form. We, of course, will also discuss at the Board meeting.
Draft Proposed 2019 Plan
I have drafted a proposed plan for 2019/new GAZeL that summarizes our current plans, and suggested new plans/priorities for 2019. These plans relate to the conversation I had with Microsoft (see below). Please note that some of the plans are redundant so you don’t have to read through all of them twice.
Just quickly, the Virtual Laboratory Simulations, Collaborative Professional Development, Innovative Learning Conference, Open Education Resources Network, Innovation Labs/Makerspaces Network, and State and Local Innovative Learning Plans are the same.
Generation Yes Computer Science and IT Training programs, Arizona Broadband Stakeholder Network, and Federal Reserve Community Reinvestment Act Digital Equity/Digital Divide funding opportunities are new for 2019. I deleted the Pima Community College STEM program since it no longer exits, and also removed the Games In Education and The Workplace because I felt the other issues were more important.
Microsoft Meeting
I recently had a great meeting with a representative from Microsoft that could mean potential funding for GAZeL, but also means we need to complete the 501(c)3 paperwork ASAP, and adopt a plan for 2019. He is a Program Manager for Community Engagement in Arizona working with communities, education institutions, non profit organizations. He is not a sales rep. We had about a 2 hour meeting and discussed everything from broadband, to GAZeL’s Innovative Learning Collaborative. He was particularly interested in the Innovative Learning Conference we have been working on.
Mobilize
FYI we have been provided a grant from Mobilize for GAZeL/ATII to use the Mobilize platform. I think this will be a great replacement for the Ryver and could provide our CRM, email marketing, collaboration and team management all in one solution. I am still exploring how this may work for GAZeL but wanted to provide you an opportunity for review and comment. If you are interested in exploring let me know and I will provide you the GAZeL credentials
ATII Board Meeting December, 20, 2018
Time TBD
Audio/Video Conference Only - See Links below
Audio/Video Conference Only - See Links below
See below for meeting agenda, supporting documents, and audio video conferencing instructions
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Agenda
A. Welcome and Call To Order B. Thanks to ZOOM Video C. Roll Call D. Approval of Agenda E. Approval Of Minutes June 14, 2018 F. Coordinator and Officers updates - Microsoft and Mobilize G. New ATII Bylaws
K. Next Board Meeting– TBD L. Adjourn |
ATII Name Change SuggestionsDownload Files
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Executive Committee Purpose and Authority Recommendation
xecutive Committee Makeup
The Board of Directors may establish an Executive Committee that shall have duties, powers and authority as may be prescribed by the Board and these bylaws.
The Committee shall include:
Executive Committee Powers Authority
The Executive Committee shall be responsible for
By a majority vote of its members, the Board may at any time revoke or modify any or all of the Executive Committee authority so delegated.
The Executive Committee shall not be empowered to:
The Executive Committee shall meet on an ad hoc basis at the call of the Chairperson. Notice of the time, place and purpose of the meeting shall be distributed to each Executive Committee member at least 24 hours prior to the meeting.
Meetings of the Executive Committee may be held in person or by electronic conferencing including, but not limited to, telephone, video conference, or Internet conference, by means of which all Board members can participate. Participation in a meeting pursuant to this section shall constitute presence in person at such meeting
Minutes: The Executive Committee shall keep regular minutes of its proceedings and any actions taken by the Executive Committee shall be reported to the Board at the next Board meeting or as the Board may require
Quorum: A quorum for all meetings shall consist of a majority of all members of the Executive Committee
Manner of Acting: Every act, or decision, done or made by a majority of the Executive Committee present at a meeting duly held at which a quorum is present is the act of the Committee, unless these Bylaws, or provisions of law, require a greater percentage or different voting rules for approval of a matter by the Committee. Each Executive Committee member shall be entitled to one (1) vote. Proxies shall be permitted at any meeting.
The Board of Directors may establish an Executive Committee that shall have duties, powers and authority as may be prescribed by the Board and these bylaws.
The Committee shall include:
- The elected Officers of the Board
- One additional Board member at large, elected by a majority vote from a quorum of existing Board Members, for a one year term. Nominations shall be made by an existing member of the Board.
Executive Committee Powers Authority
The Executive Committee shall be responsible for
- Overseeing the operations of the organization
- Supervising staff and monitoring contracts
- Developing Board meeting agendas
- Making recommendations for Board actions
- Other duties and responsibilities as may be assigned by the Board
By a majority vote of its members, the Board may at any time revoke or modify any or all of the Executive Committee authority so delegated.
The Executive Committee shall not be empowered to:
- Make or modify policy
- Modify the Articles of Incorporation and by-laws
- Take any actions, make any commitments, adopt public policies or positions, approve collaborations/partnerships, or approve expenditures beyond limits established by the Board ($5,000), that are not consistent with Board approved policies, priorities and initiatives, without Board approval
- Hire and fire staff
- Incur debt
The Executive Committee shall meet on an ad hoc basis at the call of the Chairperson. Notice of the time, place and purpose of the meeting shall be distributed to each Executive Committee member at least 24 hours prior to the meeting.
Meetings of the Executive Committee may be held in person or by electronic conferencing including, but not limited to, telephone, video conference, or Internet conference, by means of which all Board members can participate. Participation in a meeting pursuant to this section shall constitute presence in person at such meeting
Minutes: The Executive Committee shall keep regular minutes of its proceedings and any actions taken by the Executive Committee shall be reported to the Board at the next Board meeting or as the Board may require
Quorum: A quorum for all meetings shall consist of a majority of all members of the Executive Committee
Manner of Acting: Every act, or decision, done or made by a majority of the Executive Committee present at a meeting duly held at which a quorum is present is the act of the Committee, unless these Bylaws, or provisions of law, require a greater percentage or different voting rules for approval of a matter by the Committee. Each Executive Committee member shall be entitled to one (1) vote. Proxies shall be permitted at any meeting.
2019 Collaborative Plans
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Current Plans
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Proposed 2019 Plans
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Audio/Video/Web Conferencing
Conferencing Provided By
Audio & Video Conference - Participation Options
- PC or MAC: For audio, video and web conference on PC or Mac. Click Here to Join the Conference
- IOS: For audio, video and web conference on iPhone, iPad, iPod touch: Install App: Apple Store -"zoom".
- Enter meeting ID 753 706 980.
- Android: Audio, video and web conference on Android: Install App: Google Play - "zoom"
- Enter meeting ID 753 706 980.
- Video and web conference on computer and audio by telephone: Click Here to Join the Video/Web Conference. For audio by phone: Dial (415) 762-9988. Enter meeting ID 753 706 980. You will be prompted to enter your unique participant ID - Press # to skip
- Telephone Only - Dial (415) 762-9988. Enter meeting ID 753 706 980. You will be prompted to enter your unique participant ID - Press # to skip