Posted on: July 2nd, 2025

GOLD HILL TOWN MEETING NEWSLETTER

Minutes of the June 9, 2025, Gold Hill Town Meeting

 Next Regular Town Meeting is Monday, August 11, 2025, 7:00 p.m.   This will be our annual ELECTIONS meeting!  Be thinking about serving on our Town Council – or who you would like to have!

 The meeting was called to order by chair Dan Maedke.  Present in person were: Dan, Anita Sturtz, Leslie Finn, Martha Knapp, Michael Wollard, Bear Carlson, Vice Chair Kelly Veit, Marcus Moench and Elisabeth Caspari, Debbie Steinman, Member at Large John Hatelid, and Secretary Gretchen Diefenderfer, plus a young man named Connor who didn’t sign the attendance list and I don’t know his last name.  Present by Zoom were: Treasurer Chrissy Maedke, Virginia Schultz, Maggie Simms and David Brigham, and Val Crist.

Minutes of the Special Town Meeting on May 12 (called to review proposed bylaw amendments) generated a discussion.  The Secretary, Gretchen, had been unable to take minutes because of a broken arm, and Chrissy had set up recording the meeting and AI generated minutes through Zoom.  Several people expressed problems with the AI minutes – unwieldy, disorganized, did not included the printed bylaws being discussed.  Kelly liked the option, if the Secretary is unavailable. Apparently, it’s free with our Zoom subscription, but Chrissy will check. Kelly took notes and added to the AI ones.  Gretchen felt it would be better to ask a person to volunteer, but several felt that it’s a difficult job.  In the end, Bear moved we accept the AI minutes, Marcus seconded and the minutes were accepted.

Treasurer’s Report – Chrissy reports

Gretchen added that she has $762 collected at the Town Clean Up, pus the GHFPD is contributing $450 for their trash, as well as a couple of people said they’d leave money, too, which should come close to covering both trash dumpsters.

         Martha, from her years as treasurer,  questioned our need for something like QuickBooks – thinking a couple of spreadsheets would be adequate.  Maggie wondered about the cost – Chrissy felt it was the “cost of doing business” and thinks it was $120-130 per year.  This generated a discussion about the treasurer deciding to spend money without TM approval – should there be a maximum amount allowed?

 

OLD BUSINESS – Vote on Proposed Bylaw Changes

 

Article II, Section B – Proposed Addition

 

Section B, Membership Voting Procedures

 

The GHTM shall establish procedures and methods to ensure that only eligible members participate  in elections, that all members are properly notified of the election, and that the nomination and voting processes – including all relevant deadlines – are clearly communicated in advance.

 

Election procedures may allow for voting to take place over a period of up to (3) days and are not required to occur during the annual meeting.

 

The Town Council shall determine the methods of voting, which may include:

           In-person voting by written ballot

            Absentee voting by written ballot

            Voting by electronic means; or

            Any combination of these methods.

 

Several people objected to absentee voting as too cumbersome, except as agreed upon below (by electronic means within 3 days).  Many felt it was good for people who couldn’t make the meeting to be able to vote and the 3 days would open it up to them.

After quite a bit of discussion, the following was generally agreed upon

        

Section B, Membership Voting Procedures: 

The GHTM shall establish procedures and methods to ensure that only eligible members participate in elections, that all members are properly notified of the election, and that the nomination and voting processes, including all relevant deadlines, are clearly communicated in advance.

Election procedures may allow for voting to take place over a period of up to three (3) days, beginning with the date of the annual August meeting.

The Town Meeting shall determine the methods of voting, which may include any combination of:

• In-person voting by show of hands;
• written ballot;
• Voting by electronic means

 

There was still quite a bit of discussion.  Should we specify exactly what we mean by electronic means? As well as about the TC vs. the TM determining the methods of voting, with some suggesting this should be in the policies and procedures.   Leslie pointed out that there is still the policies and procedures elephant sitting there the background and we are just trying to keep a handle on this here for now. 

Martha added that this is all about elections, but not membership voting procedures – seems confused.  Marcus added that direct democracy means everyone gets to vote and this seems like it opens it up, giving people more space to vote.  Kelly added that our difficulties seem to be between “what” and “how”  and the “how can be established collaboratively.  The TC vs. the TM is a decision point about how we want out town government to work.  Gretchen added that this is an important issue – we are talking about how we want to govern ourselves.

Martha suggested we need to look at the history of our Town Meeting, which is based on the open Town Meeting model from the 1600s.  (Later in history, representative town meetings developed, which is what Chrissy is advocating).  To have this structural shift without a wide, philosophical discussion and agreement to change has resulted in all this tedious process including the policies and procedures elephant, which would be developed by the town council

Dan added that since there have been changes, we won’t vote on this tonight and will pushed to the August meeting.  It has to be published for everyone to see and consider before voting.

Next, we moved to:

Article III: Members Meetings Proposed Addition

Section G, Parliamentary Authority and Meeting Procedures: 

The GHTM shall conduct meetings in an orderly, inclusive manner that encourages good faith participation and respectful conduct. These procedures may be documented in writing or stated orally during a meeting.

In the absence of written procedures adopted by the GHTM, the general principles of Robert’s Rules of Ordershall apply, unless they conflict with the GHTM’s bylaws or any special or standing rules. The Chair, or the facilitating Town Council member, shall determine whether such a conflict exists and how to proceed.

Chrissy pointed out that there is nothing in our present bylaws on how to conduct a meeting – we’ve used Robert’s Rules by tradition (loosely).  Leslie questioned the wordiness – redundant?  Val suggested we keep it simple – leave out the first paragraph and just use the first sentence of the second paragraph to the comma – leave out the rest – general agreement

Amended Article III: Members Meetings Proposed Addition

In the absence of written procedures adopted by the GHTM, the general principles of Robert’s Rules of Order shall apply.

Next:

Article V: Town Council Proposed Addition

New Section, Cause for Removal:

A Town Council member may be removed if the member is ineligible to serve or the GHTM determines that the their continued service is inconsistent with the best interests of the organization.

Examples of conduct that may be considered inconsistent with the organization’s best interests include, but are not limited to:

            Excessive unexcused absences from Town Council GHTM meetings;

            Serious violations of organizational policies;

            Conduct that brings disrepute to the organization; or

            Disruptive behavior during meetings

With the deletion of the extraneous “the” above, and the change from Town Council to GHTM, Bear moved we accept, Leslie seconded and it passed 14 to 0.

 

The Next Proposed Addition is Article V, but it was announced that we would be skipping it as it needs re-thinking – back to the committee.  The question was asked about who is on the committee and it consists of Chrissy, Marcus Moench, and Paul Landskroener (who is a non-profit lawyer).

Chrissy said that they have been asking if anyone wanted to participate for some time, but that wasn’t widely known and Martha volunteered that there is a group of people who want to help.  We appreciate the amount of work that has gone into this, and we have concerns (particularly about Article V), want to participate and do want to help and work together because we are all the town.  Many have concerns about Article V

The crux of the matter to be decided is the TC and the TM responsibilities and what is the TC actually authorized to handle with confidence.  Marcus agreed that it is important for operational decision making to have the support of the broader membership. Elisabeth stressed that we are all one group and it’s not the TC vs. the TM.  Martha again added that we do appreciate all the hard work and we do want to help.

Article V: Town Council Proposed Addition – Postponed for re-working

Section I, Authorities and Responsibilities of the GHTM Town Council:

The Town Council, with the approval of the GHTM, has the authority and responsibility to make administrative and business-related decisions essential to the ongoing management of the nonprofit. Organizational decisions shall be made by a quorum of Town Council members.

These authorities and responsibilities include, but are not limited to:

• Representing the GHTM in interactions with county officials, donors, community partners, and other external organizations to advocate for the organization’s interests and needs;
• Overseeing website maintenance, marketing efforts, and community communications;
• Purchasing merchandise and organizing fundraising activities;
• Authorizing and supporting GHTM committees;
• Establishing and enforcing the organization’s policies and procedures;
• Applying for grants and managing grant-related obligations;
• Entering into contracts, leases, or agreements necessary to advance the organization’s mission;
• Acquiring, managing, improving, encumbering, or disposing of real or personal property;
• Managing the organization’s financial resources and overseeing financial transactions;
• Securing insurance and indemnifying officers, agents, employees, and independent contractors for liabilities arising from their work on behalf of the organization; and
• Taking any other lawful action in the best interest of the organization.

We next addressed:

Article VI: Committees

Section A, Purpose

Committees of the Gold Hill Town Meeting, Inc. may be established for the purpose of carrying out the business of the meeting.  They are to make reports at members meetings.  Their findings will be approved and published, as appropriate, by the Gold Hill Town Meeting, Inc.

Article VI: Committees Proposed changes

Section A, Purpose: The Town Council may establish both standing and temporary committees to support the fulfillment of its mission and duties.

Committee leaders are authorized to make strategic and financial decisions consistent with the committee’s charter and the intended use of designated funds. They are responsible for maintaining accurate financial records and any other required documentation related to their programs, and for providing these materials to the Chair and Treasurer as needed.

Committee leaders shall report to the Town Council upon request and provide regular updates at general membership meetings.

Again, people felt the Town Council should be changed to the Town Meeting.  Leslie pointed out that this whole process has been done by the general town meeting and should continue to be. We’re trying to keep the Town Meeting like it’s been for generations.   Committee needs pop out by necessity and come out of the town meeting and we’re all involved in it – grass roots.  Gretchen added that that’s what happened with the 900 Pine possible town center – we formed a committee, worked on it, sent out questionnaires, and, finally after much discussion, a  decision was made by the town meeting.  Several people were not comfortable with the town council deciding what committees are needed without the entire town meeting approving.  Martha added that we are again looking at the open town meeting model we’ve been using, which is the purest form of democracy, vs. the representative town meeting model. Do we want to empower the TC to make decisions for us top down . In a small community like ours, it doesn’t make sense and it doesn’t work.

Chrissy interjected that we can change GHTC to GHTM, but it sounds like what you want is a “Gold Hill Club”.  If you want to get stuff done, you need to elect people and trust them to act in our best interest.  Deb Steinmann then said that she used to coach Lacrosse and she’s calling foul.  This feels offensive.  We can discuss this question without sarcastic judgements.  It sounds like the question is that throughout the time of the Gold Hill town meeting, it has been the town meeting that makes decisions for us and it has functioned great.  To say that you want to change that without discussion is not going to work.

Leslie also expressed  discomfort giving power to a small number of people vs the town meeting. We have been in situations where a small group of people turned out to not be so trustworthy.  It should be the Town Meeting, straight across.

Marcus added that the issue is that sometimes almost nobody shows up at a TM – maybe a group of 4 people.  If we’re going to do anything and get people involved it seems like we have to have enough people empowered and trusted enough to represent the general consensus.  How do you get enough people involved so that you do have a representative group that represents the community.

Val added that she noticed that Chrissy has now changed Town Council to GHTM, so we could move on.

 

Deb wondered if we need a committee to get people more involved.  Martha suggested an Outreach Committee.  We’ve had a Welcome Committee that gave Welcome Buckets to new people with lots of information on Gold Hill happenings.  There may be a lot of people who don’t know much about the Town Meeting, the website, or the Newsletter.  Connor spoke up and said he thinks people who are inclined to get involved will find out and show up.  Marcus thinks that if we get tangible activities going, like the Mitigation Festival, people will get involved. Martha, back when she was Member at Large, used to call all the people on the telephone list.  Deb last attended a TM maybe 15 years ago.  She likes the idea of brainstorming outreach.   What brought here back tonight was Article V and what that means for the GHTM.  She’s trusted the TM members and hasn’t felt the need to attend.

         Elisabeth again added that there shouldn’t be a division between the TC and the TM.  Leslie added that Marcus would like the TC to have the power to jump on grants, etc., if they drop in our lap and we have 2 days to commit, but she thinks that’s a fear tactic.    The TM can make a decision to empower a committee to work on grants.

         Maggie said that it feels like we are continuing to discuss Article V and she would like to move that back into the bylaws committee for re-working and the committee be opened up to those of us who  have concerns.  She called the question on Article VI, Section A Purpose

Article VI Committees

Section A, Purpose: The Town Meeting may establish both standing and temporary committees to support the fulfillment of its mission and duties.

Committee leaders are authorized to make strategic and financial decisions consistent with the committee’s charter and the intended use of designated funds. They are responsible for maintaining accurate financial records and any other required documentation related to their programs, and for providing these materials to the Chair and Treasurer as needed.

Committee leaders shall report to the Town Council upon request and provide regular updates at general membership meetings.

Val moved we accept Section A, Purpose as amended, it was seconded and passed 14 – 0.

Gretchen added that if people support looking for grants for mitigation work, all we have to do is establish that committee, which seems to be the Mountain Stewards, to keep looking into our opportunities for the TM.

Next we addressed:

Article VI: Committees

Section B, Creation

At a member’s meeting of the Gold Hill Town Meeting, Inc., when a quorum is present, the Chair, with the approval of the members at the meeting, may appoint a committee and ask for other members to be part of that committee.

Section B, Creation Proposed Changes

To establish a committee, the Town Council must approve a committee charter that includes, at a minimum:

            The name of the committee;

            A general description of its purpose, duties, and scope of authority;

            The process for selecting committee members and identifying leadership;

            A statement regarding membership eligibility (unless otherwise specified in the charter, committees may include individuals who are not members of the GHTM);

            The committee’s reporting structure, including to whom it is accountable;

            The expected duration or term of the committee (e.g., standing or ad hoc); and

            Any additional guidance or direction the Town Council deems appropriate

Discussion centered around  changing TC to TM in both places, which was approved, and adding “with approval” to the bullet on membership eligibility so that it reads

         A statement regarding membership eligibility (unless otherwise specified in the charter, committees may include individuals who are not members of the GHTM, with approval)

Mountain Stewards, AirLink, and the GH Area Seniors were cited as committees that do include non GHTM members.

Next we addressed

Article VI: Committees

Section C, Cemetery Committee:

Before the GHTM incorporated, the Cemetery Committee existed independently.  The Cemetery Committee shall remain autonomous in expenditures from its funds.

Section C, Cemetery Committee: Proposed Changes

Section C: Standing Committees

Standing Committees of the GHTM operate with a level of autonomy distinct from other committees.  They are not subject to charter amendments or dissolution by the Town Council and retain independent authority over management of their designated funds.

The GHTM’s standing committees include:

            The Cemetery Committee

Discussion centered around adding others – Val suggested the Seniors’ Committee, but it was decided to discuss that later.

Anita moved we accept the Proposed Changes, Leslie seconded, and it passed 13 – 0.

Next we moved on to:

Article : VII Financials

Section B, Checks, Drafts, Notes, Etc.:

All checks, drafts, notes, etc., shall be signed and executed on behalf of the Corporation by those Town Council members authorized to sign checks for the Corporation.

Proposed Changes

Section B, Financial Oversight and Budget Adjustments:

All checks, drafts, notes, and similar financial instruments shall be signed and executed on behalf of the GHTM by Town Council members who are authorized signatories of the Corporation.

Once the annual budget has been approved, any adjustment to a committee’s allocated funds from the town’s general budget shall require approval from the relevant Committee Chair.  Committees may spend their designated funds at their discretion, provided expenditures align with the committee’s stated mission and purpose.

The Treasurer is authorized to adjust non-committee operating budget allocations as necessary to meet the evolving needs of conducting GHTM business.

Much discussion ensued, beginning with the last paragraph.  Martha said that, having been the Treasurer for many years, she felt that adjustments to the budget should be approved by the TM and that phrase added after the word authorized, so that it reads “The Treasur.er is authorized, with approval of the TM, to adjust…..”

Chrissy noted that many bills get more expensive every year.  Gretchen said that the budgets she worked with just build in some extra every year to cover this. The next questions concerned purchases.  Martha felt that the QuickBooks software purchase should have gotten town approval.  Maggie was also concerned and wondered if our budget is so complicated that we need more than a couple of spreadsheets to track it?  She had heard about possible website software possibly being purchased as well.  Should we set a limit on expenditures that could be made without town approval?

At this point, it was decided to move this Article back to committee for re-working.

And we moved on to

Article VII: Financials

Section C, Deposits:

All funds of the Corporation shall be deposited to the credit of the Cororation in such banks, trust companies or other depositories as the Town Council, with the approval of the members at a duly called members meeting, may select.

Section C, Deposits Proposed Changes

All funds of the GHTM shall be deposited in accounts held at banks, trust companies, or other financial institutions designated by the Town Council.

This received easy general approval.  Bear moved we adopt the change, Anita seconded and it passed 15 – 0.

And, finally, we considered

Article VII: Financials

Section D, Gifts

The Town Council, with the approval of the members at a duly called members meeting, may accept on behalf of the Corporation any contribution, gift, or bequest.

Section D, Grants & Gifts: Proposed Changes

The Town Council may accept contributions, grants, gifts, or bequests on behalf of the Corporation Gold Hill Town Meeting.  All grants awarded to the Gold Hill Town Meeting must be approved by the Town Council and deposited in into the GHTM’s account.  The Treasurer, in collaboration with the designated grant executor, shall oversee the management of grant funds, including spending and required reporting.

Donations to the GHTM shall be allocated to specific committees or budget line items a cording to the donor’s stated intent.  Undesignated donations shall be accepted and used for general operating expenses.

With the corrections in red, Val moved we accept the proposed change, Anita seconded and it passed 15 – 0.

Fire Mitigation Festival – Marcus reported that there is a flyer out about it all the events starting the weekend of June 14, 15 with Teens, Inc., Goats, and Community Work.  There will be a community breakfast at the Store in back on the 14^th from 9:30 – 11:30, with the File of Life available and  people from Wildfire Partners, The Boulder Watershed Collective.  The Sunset Trail Running event is the 22^nd. Dan has had a lot of requests for mitigation help and is evaluating them.  More volunteers are needed – let him know if you can help.

They are also setting up a meeting with Ben Markle of the Boulder Valley Conservation District  (BVCD) about any possible remaining funds that might be available.  Martha made a motion to approve pursuing any remaining money in the BVCD grant.  Passed 14 – 0.

Website and Insurance

Chrissy reported that Dru is declining to give a mock-up of a possible website.

State Farm is not looking like they can provide additional liability insurance for the council members– they have nothing definitive right now.  We do have a general liability policy

Committee Reports – It was decided to forego most of the reports given the hour.

Fundraising – John reports that The Gold Rush is scheduled for September 7 from 9 – 3 with tentative approval from Brian.  He has water bottles with our logo available – $10 for members of the GHFPD, and $15 to the general public

With that, a motion was made to adjourn, and everyone agreed.

Respectfully Submitted, Gretchen Diefenderfer, Secretary

 

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