Meeting Minutes
DECEMBER 29, 2016

The regular meeting of the CO-OP GALLERY INITIAL PLANNING MEETING was called to order at 10 AM on DECEMBER 29, 2016 in conference room of Boerne Public Library by Mark Holly.
Mark Holly, Jim Heupel, Grady Jennings, Virginia Floyd, Noma Freedman (by phone), Kim Felts, Linda Manning, Bob Lombardi, Sam Crockett, Margie Barker (& Bill).
Agenda Discussion
HOW WE PROCEED (decision making) for next few weeks.
Mark gave a general run down of how this came about and how todays meeting would proceed based on the Agenda sent out in advance for this meeting.
Committees would be important if we were to meet move-in goals.
Artists would need to be selected for this endeavor and deposits paid.
Approved artists would be required to put in 1st and last months rent, provide a $1000 buy-in (non-refundable), pay 10% commission on sales to gallery each month and sign a one year commitment in addition to signing the lease of the space for the gallery.
LLC or LLP would be formalized and either Board of Directors or Managing Partners would be elected.
Meetings will be held probably once a month or as needed until gallery opens and through first 5-6 months and then revert to a bi-monthly meeting of active members.
Open Issues
Decide on gallery name
Several options were discussed and final voting by majority decided upon the follows:
A tag line could be added at a later date but for legal purposes Gallery 195 is the official legal name of the coop gallery.
LLC/LLP - Jim Heupel is currently meeting/working with an attorney to decide on the best approach, to use an LLC or LLP. Current trend was leaning toward an LLP. Jim would continue working with attorney to finalize paper work within the next week to 10 days.
BY-LAWS - A draft set of By-Laws has been distributed and Jim asked for written suggestions, comments or concerns be sent to him by email for further discussion and consideration.
POSITIONS TO FILL - Positions voted on by attendees for Board of Directors and/or Managing Partners were as follows:
President – Mark Holly
Vice-President – Jim Heupel
Secretary – Noma Freedman
Treasurer – Linda Manning
These members will serve for one year.
TREASURER - Treasurer will perform bookkeeping for gallery. It was requested by the treasurer (Linda) that at least 2 other members be trained to assist in data input, a CPA be retained to set up initial books and that if using QuickBooks that the online version be used. An online version has a monthly fee which will be presented at next meeting. In addition to online digital records a written sales receipt (multiple copy) will be filled out at time of sale. We will use a similar version used at Carriage House Gallery.
SETUP OF BANK ACCOUNT – Decision was made to use Frost Bank; Mark will head up getting that accomplished with Linda Manning.
SETUP PAYMENT SCHEDULE – Linda will investigate POS options, credit card fees, etc. and report back next meeting.
SALES TAXES – it was discussed and decided that sales tax would be collected on all sales and paid by the LLC/LLP.
WORKING DAYS – all artists will be required to work equal number of days each month during set business hours. Wednesday through Sundays.
COMMISSION TO GALLERY – each active member artists will pay a 10% commission on sales to the LLC/LLP.
COMMITTEE ASSIGNMENTS – establish committees to expedite move-in to gallery. Committees needed will be
Marketing – Bob Lombardi
Design/Space Planning – Linda Manning, Kim Felts and Virginia Floyd
Accounting/Banking – Mark Holly and Linda Manning
Additional committees will develop and be assigned as they come up.
How Many – Voted and by show of hands plus Noma on phone to take time to find 11 good artists (9 committed now)..Margie, Mark, Jim, Kim, Linda, Virginia, Bob, Sam, Noma and possibly Grady would be 10. It was agreed that each artists would be willing to absorb additional monthly costs until right fit was found to complete the artists in active membership. Discussion included finding additional 3D artists (jewelry, fiber arts, gourds, metal art, etc), pastels and watercolors.
Visiting Artists – it was discussed that we could have visiting artists who will pay a higher commission than active members to be in the gallery for temporary exhibits.
BUY IN AND MONTHLY COSTS – each active member will pay a proportionate rent (estimated to be $200/mo) plus a $1000 non-refundable buy-in cost which will go towards getting the gallery reading for opening. First and last months rent of $400 will be due next week after bank account has been established with the $1000 buy-in due 1-2 weeks later. Utilities are included in the monthly rent. There will be additional monthly costs that will be determined and finalized in the days ahead
Webhosting - $2.75
Online QuickBooks – TBD
Credit Card/POS – TBD
Banking Fees – TBD
If a surplus builds up over time the members will discuss and vote on how to deal with it at the time, i.e., reinvest in additional infrastructure, refund to active members, reduce monthly commission, etc…all options to be discussed at a later date when necessary.
WHICH MEDIUM AND HOW MANY OF EACH – decision needed soon – this was not discussed in great detail (or at least not in my notes, please provide update to me for minutes if this is not accurate)
SPACE PLANNING AND INTERIOR FINISH-OUT – Linda Manning, Kim Felts, Virginia Floyd will committee and present to the members at next meeting the following. Pros-and Cons of pro-panel use was discussed. Pros – provides additional hanging space for 2D art; Cons – obstructs view of entire gallery when you walk in except what is right in front of you. Also could be very confining for viewing art and circulation. Members will need to determine if they are willing to give up some hanging space to enhance the visibility and viewing experience for the customer.
Space Plan – potential layout of 2D and 3D art by providing an option for hanging system, colors that will all art to be center stage
Finishes – a palette of materials that will be cost effective and will project an image of a contemporary relevant gallery (this does not mean modern). It was discussed that it would be vital for Gallery 195 to establish its own identity, appeal to a broad range of audiences including Gen X and Millenials as well as the collector, provide a contemporary feel to the gallery, uncluttered and bright.
Lighting – a preliminary report will be given on lighting options and costs by Linda Manning at next meeting
Wood Floors – will need assess need once current tenant has moved out. Mark has a current quote of approximately $1300 to refinish. Bill and Margie will chair this committee.
CHECKOUT DESK – Sam will possibly provide this.
INSURANCE – Mark will research
WEBSITE – Mark will build website.
MARKETING – Bob Lombardi Chair this committee
Signage – preliminary logo designed will be sent out by Bob Lombardi for member feedback. All signage will need to meet City of Boerne sign ordinance and be approved by the Historic Landmark Commssion.
Negotiate use of current sign – Mark and Jim will need to talk with current business owner (Bexar Schenk)
Gallery Brochure/Card – Bob Lombardi – Linda mentioned Canva (an online program she uses for her brochure designs). Bob will prepare brochure for member approval.
Printing – Bob Lombardi – will research and report on cost to print.
Soft Opening/Grand Opening – need to formulate a plan for soft opening (est. Feb 15, 2017) and Grand Opening (est. to be in April or May).
ADDITIONAL PROMOTION. – Mark and Linda to meet with City of Boerne to establish what they are willing to do to promote this new business, visit also with EDC (Economic Development Corporation) and entity partially funded by the City to bring new businesses to community, and visit also with the Boerne Visitors Center, also an entity largely funded by the COB to determine their role in promoting this new business venture. Bob Lombardi will work with Connie Clark at Chamber;
4K TV for Front Window – some discussion on this with pros and cons voiced. Additional conversation needed to obtain consensus.
Social Media and EMAIL mail-out lists – definitely needed; more to be discussed at subsequent meetings. Committee???
MISCELLANEOUS – Mark Holly asked, by show of hands, who in attendance at this meeting was willing to commit with deposit and buy-in, to this venture (based information they had heard at this meeting). All in attendance, including Noma by phone, raised their hand showing willingness and intent to join this gallery. Money was offered but Mark requested that we wait until bank accounts could be established next week.

Next meeting on Friday, January 6, 2016 at 10:00 a.m. at the Boerne Public Library Conference room. AV equipment will be available for presentations if needed, but arrive earlier to set up.
Presentations as described about will be made at this meeting.

Meeting was adjourned at noon.