The Board

We must have a board because we are a nonprofit organization. Having a board that helps with the organization's governance gives a layer of oversight and accountability that many for-profit organizations lack. Here are the legal responsibilities:

Ensure that the organization is acting in accordance with the law and its mission

and that it is being a good steward of the donations it receives, etc.

Approve the budget 

for the organization annually

Provide fiscal oversight 

and should be consulted on expenditures of more than $500 for non-budgeted expenses. 

Notice must be texted and emailed 48 hours prior to expenditure and must get quorum & approval

We currently have 7 board members.

Board Director - Cassie Young (23-present)

• • The director is not a board member, but does sit in on board meetings and help organize the board.

    • Cassie Young 614-204-6491 cassie@matternews.org

Board Vice Chair - Ruthie Warshenbrot (20-present)

Board Treasurer - Carolina Foresman Mercado (20-present)

Board Secretary - Jack Long (22-present)

Board Members -

• Lisa Steward (20-present)

• Bryan Lutz (21-present)

• Jill Moorhead (24-present)

Former board members:

• Mary Louise Hawkins (19-20)

• Adam Vincent (20-21)

• Ashley Gonzalez (20-21)

• Adam Vincent (19-20)

• Clint Elmore (19-20)

• Chakir' Underdown (19)

• Adam Schweigert (19)

• TC Brown (19)

• Kevin Truitt (17-19)

• Phil Kim (18-23)

• Alanna Gibson, MadLab Theatre (20-23)

• Gerry Rodriguez (20-21)

• Jasmine Ayres (20-21)

• Sharon Kim (20-21)

• Conor Willis (20-21)

• Kristina Dahmann (20-23)

• Liz Andromeda (20-23)

• DaiJhah Owens (20-23)

BOARD CHAIR

The Chair shall preside at all meetings of the Board of Directors, shall perform all duties customary to that office, and shall supervise and control all of the affairs of the Organization in accordance with the policies and directives approved by the Board of Directors. The Board Chair shall be responsible for ensuring that the organization has hired or otherwise appointed three co-directors and that they are given an annual evaluation of their performance for the preceding calendar year on February 1st of the following year. 

The fiduciary responsibilities of the Matter board chair include the following:

• ensures that the organization fulfills its mission and achieves its outcome-oriented goals;

• along with the executive team and other board members, engages in long-term goal setting and strategic planning;

• along with the board, ensures that the organization’s finances are handled responsibly;

• sets annual budget;

• schedules and organizes, consistent with the organization’s bylaws, regular board meetings and sets the agenda for the meetings;

• presides over all board meetings, including calling the meeting to order, taking roll call, and moving along the agenda;

• ensures that the bylaws of the organization are followed;

• assigns work and responsibilities to other board members;

• oversees the work of the various committees of the organization to ensure consistency with the organization’s mission and goals;

• engages in and directs the organization’s fundraising efforts and sets fundraising goals;

• supervises the executive team’s performance;

• makes speeches, attends public events, conducts interviews with the media;

• consistent with the organization’s bylaws, ensures the organization and its executive team, staff, and board members avoid and disclose actual or perceived conflicts of interest; 

• ensures adequate bookkeeping and records;

• understands the organization’s bylaws and other governing documents, state and federal laws relating to non-profit entities, fundraising and tax-related issues as well as legal issues connected with the organization’s purpose and operations.

VICE CHAIR

The Vice Chair shall perform all duties customary to that office in coordination with the Chair.

The fiduciary responsibilities of the Matter board vice chair include the following:

SECRETARY

The fiduciary responsibilities of the Matter board secretary include the following:

The Secretary shall be responsible for the keeping of an accurate record of the proceedings of all meetings of the Board of Directors, shall give or cause to be given all notices in accordance with these Bylaws or as required by law, and in general shall perform all duties customary to the office of Secretary.

TREASURER

The fiduciary responsibilities of the Matter board treasurer include the following:

Prepares treasurer’s report to the board for approval. Thirty days prior to each spring and fall board meeting, the Co-Directors must provide the Treasurer with income, invoices, and expenditures for the preceding six months. The Treasurer must review and reconcile the report to ensure everything is in line with the budget, approved expenditures, etc. and then report findings to the Board at their semi-annual meetings.

NON-BOARD MEMBERS

Three people shall serve as the organization’s Co-Directors. The organization’s Co-Directors shall serve as primary contacts for the public, media, government, and other outside organizations and individuals; and perform other duties as assigned. The Co-Directors shall manage the finances of the organization; prepare annual financial reports; research and apply for sources of funding, including grants; and perform other duties as assigned. They also manage regular functions of GMM and its publications, such as engagement, human resources, marketing, social media, website, and more. The Co-Directors will propose a division of duties for each of their positions ahead of the fall board meeting and it shall be approved at that meeting by a vote of the Board. Note: GMM’s Co-Directors may help coordinate and participate in board meetings, but are not official nor voting members of the board.

MONTHLY BOARD MEETINGS

Are held on the 4th Wednesday at 6pm. Generally, they will be virtual and 1 hour long, but once per quarter, they will be held in person for 2 hours (usually at the downtown library). 

SPRING BUDGET MEETING

• • The board meets once in the Spring - May meeting - to vote on the budget for the following fiscal year 

    • • The board should be sent the proposed budget 60 days prior to the Spring meeting

      • Note: our fiscal year begins July 1

WINTER ELECTIONS MEETING

• • Last elections were held in December 2023 and will be held each december from here on. We like to elect new positions and add board members end of year/newsmatch so we can start fresh in 2024 after fundraising/busy season

COMMITTEE MEETINGS

• The committees shall determine how often they meet - approximately quarterly when not busy and monthly when busy

OTHER MEETINGS

• • The Board Chair or a simple majority of board members may initiate a special meeting of the Board for any purpose at any time.

NOTE: 

• • • • Any or all members of the Board may participate in a meeting by conference telephone or video 

        • • or similar communications equipment, so long as members participating in such meeting can hear one another, and such participation shall constitute presence in person at the meeting.

      • Board meetings are open to the public. 

        • • If a Board member makes a motion to go into executive session and it is passed by a simple majority of present board members, they may do so. Any non-board members attending the meeting will be asked to step out of the room during the executive session. They may return once the meeting is reopened. The meeting is reopened when the board holds a vote to open it during executive session and receives a simple majority of present board members in favor.   

QORUM

Unless a greater proportion is required by law, a quorum shall consist of a majority of the total number of Board members in office. 

VOTE THRESHOLDS

• • • All proposals and decisions will require a two-thirds majority vote (2/3rd or 66%) of those present at a meeting at which a quorum is present. 

      • • However, the goal for all Board decision-making shall be consensus. 

    • Exceptions:

      • • Proposals involving the removal of members or the amendment, alteration, or revision of these bylaws shall require a three-fourths (3/4th or 75%) majority vote. 

        • Proposals for the dissolution of GMM shall require a unanimous (100%) vote of those present when a quorum is present. 

ACTION WITHOUT A MEETING

• • • Any action required or permitted to be taken at a meeting of the Board (including amendment of these Bylaws or the Articles of Incorporation) or of any committee may be taken without a meeting. 

      • • This will be initiated in an email and text to each board member, with a vote response deadline of 5 calendar days, with a requirement for a simple majority of board members to respond to comprise a quorum.  

          • • Such votes will happen according to the voting rules section and all consents shall have the same force and effect as a vote held during an in-person meeting.

we wont take donations or grants from people or orgs deemed by our board of directors, present a conflict of interest with our work or compromise our independence.

ADD conflict of interest law

Cover My Meds offers $ to orgs their employees serve on boards of.