BITBURG HIGH SCHOOL ALUMNI ASSOCIATION
Board of Directors Meeting
(3:00 – 5:00 pm - Friday, October 26, 2012)
Call to Order – Cam
Due to the absence of Pat Schreiber Mathis and Bill Wiehl in person, Cam volunteered to preside over the meeting and take minutes of the meeting. The meeting was then called to order.
Roll Call of Attendees - Chair
Members Present Present by Speaker Phone Members Absent
Roger Lamb Pat Schreiber Mathis Rosemari Garrison Davis
Sharon Warren Stewart Bill Wiehl Kathy Ford Litalien
Gerry Lagish Hilliard
Cam reported the Association’s Articles of Incorporation and the Bylaws do not provide requirements for a quorum. Following discussion, it was unanimously determined the 4 Board members present plus the 2 board members present by speaker phone would constitute a Quorum and the Board could therefore officially conduct its business.
Review and Approval of 2009 Board Minutes – Cam
The minutes of the last Board Meeting held during the 2009 Reunion had previously been emailed out to all Board members in advance of this meeting. A motion & second for approval of the minutes as written were made and unanimously approved.
Treasurer’s Report – Treasurer Gerry Lagish/Hilliard
Item #1 – Status of General Account – Gerry Lagish/Hilliard
Gerry reported a current balance in the General Operating Account of $11,986.26, and a current balance in the Reunion Account of $516.00. The $695 collected in dues received this year is reflected in the General Operating Account balance.
Item #2 – Reunion Budget/Revenue Report – Bill Wiehl
Bill Reported the Reunion had received revenue of $3,773.03 and expenses of $3,500.00. Once the reunion has collected the final unpaid registration fees and paid all of its bills, he would forecast a small positive balance in the Reunion Account. Due to Eventbrite holding all credit card registration fees collected until after 5 days following the end of the event, funds from the General Operating Account may be temporarily needed in order for all bills relating to the Reunion to be paid on time. A motion was made and second authorizing the Treasurer to temporarily transfer funds from the General Operating Account as needed to pay for the current outstanding bills incurred by the Reunion, then provide the Board & the President reconciliation after all Reunion revenues and expenditures transfers have been completed. This motion was unanimously approved.
Item # 3 – Budget & Fiscal Year
Following an open discussion on the need for the Board to be better informed on the ongoing financial status of the Association, a motion was made and second the following: 1) the President will prepare submit an annual budget to the Board by March 1st; 2) the Association’s fiscal year would be April 1st through March 31st of each year; and 3) the Treasurer will provide quarterly reports to the Board on the balance in the General Operating Account as well as the Reunion Account. The motion was unanimously approved.
Item # 4 – Control over Association Contracts
Following an open discussion on the need for controls over contracts entered into on behalf of the Association, a motion was made and second that all contracts shall be signed by the President. The motion was unanimously approved.
Item # 5 – Insurance
An open discussion was held on whether or not the Association needed to be protected with any type of insurance (such as general liability, E&O, crime, event). With the financial controls already in place along with the newly added financial controls set forth in today’s meeting the Board determined the major risk exposure would surround a Reunion event. Sharon Warren Stewart volunteered to research the scope of coverage and costs of such a policy and get back to the Board with additional information.
Item # 6 – General Account & Reunion Account Year End Balances since 2005
Per the request of Cam, Gerry Lagish previously prepared a summary of the year end balances of both the General Account and the Reunion Account since 2005 (see below). While this information was not available at the Board Meeting, Cam reported the high balances in the General Account each year is a result of discontinuing the printing and mailing costs for the Newsletters and Rosters which was provided to all Alumni in the early years of the Association. Cam also advised the Board that Article IV of the Association’s Bylaws require all social activities & gatherings be financially self-supporting by the attendees, and not rely on the General Operating Funds of the Association.
Item #1 – Reconsideration of Life Time Membership Dues
During the 2009 Board meeting in Leavenworth, the Board adopted a Life Time Membership Dues amount of $250. The pros and cons of this decision was discussed again and a motion was made and second to rescind this previous decision. The motion to repeal was unanimously approved.
Current Board Members and Officers:
Current Board of Directors Positions:
l Chair Pat Schreiber Mathis
l Vice Chair Jack Albrecht
l Sec. Bill Wiehl
l Member at Large Rosemari Garrison Davis
l Member at Large Sharon Warren Stewart
l Member at Large Roger Lamb
l Member at Large Jane Nicola Mathis
l Member at Large Kathy Ford Litalien
l Special Advisor (non-voting) - Cam Strong
Current Officers of the Association
l President - Bob Anderson
l President Elect - Jane Nicola Mathis
l Treasurer - Gerry Lagish Hilliard
l Secretary – Bill Wiehl
Item # 1 – Resignations: Cam reported all Board Members confirmed their interest in continuing to serve on the Board.
Item # 2 – Number of Board Members: The Association’s 1987 Articles of Incorporation do not specify the number of Board Members or Terms, but rather in Article VII it lists the names of the initial 13 Board members. Currently there are 8 Board members. Following an open discussion on the number of Board Members, a motion was made and second and unanimously approved that the Articles of Incorporation be amended to establish the number of Board Positions as nine (9) with a term of three (3) years without any limit on the number of terms served. Board members shall be nominated by the Board and approved by the Association Members at large at the official Membership meeting held at each 3 year reunion. Cam volunteered to draft the language for presentation at the General Meeting of the Membership. This motion was unanimously approved.
Article III of the Association’s 1987 Bylaws establish the following positions as the Officers: Chairman of the Association, Treasurer, Director of Communications, and Reunion Coordinator. Following an open discussion on the Association’s current needs, a motion was made and second that five (5) Positions shall serve as the Officers of the Association (Board Chair, Association President, President Elect, Treasurer, and Secretary). These 5 Officer positions shall also serve as Board members along with four (4) additional Board Members at large. The nine (9) individuals nominated by the Board shall be approved by the Members at large at the official Membership Meeting held at each 3 year Reunion. This motion was unanimously approved. Cam volunteered to draft a revision to Article III of the Bylaws for a vote by the Members at large at the official Membership meeting tomorrow morning.
Item # 3 – The Board Nominations for a Slate of 5 Officers of the Association & Board members and 4 Board Members at Large (total of 9 Board member positions)
Board Chair – Pat Schreiber Mathis
Association President – Jane Nicola Mathis (Serving as current President Elect)
President Elect – Michaela Flynn Van Deusen
Secretary – Bill Wiehl
Treasure – Gerry Lagish Hilliard
Member at large – Rosemari Garrison Davis
Member at large – Roger Lamb
Member at large – Kathy Ford Litalian
Member at large – Sharon Warren Stewart
Special Advisor (non-voting) - Cam Strong
Item # 5 – Quorum Requirements for Board Meetings: The Association’s Bylaws do not specify requirements for a quorum to convene a Board meeting. Following an open discussion a motion was made and second that a quorum for any Board meetings would be determined based upon the Board Members participating in person along with Board members participating on a conference call of the Board meeting. This will also eliminate the need for proxies. This motion was unanimously approved. Cam volunteered to draft a revision to Article VII of the Articles of Incorporation to include this provision.
Item # 6 – Rebuilding an effective Class Rep communications network and twice a year E-newsletters - An open discussion was held on the declining participation at the Reunions and the need for rebuilding an effective Class Rep communications network with classmates to support a twice a year E-Newsletter with the goal increased Alumni participation at future reunions. Sharon Warren Stewart agreed to take on the leadership role a Newsletter Coordinator. Roger Lamb, Janie Nicola Mathis and Sharon Warren Stewart agreed to meet with the newly appointed Class Reps and talk about their roles and responsibilities for actively supporting this important communications network goal.
Item # 7 - Consideration for the Location of the next Reunion – Jim Slaughter has agreed to serve as the 2015 Reunion Coordinator at a site in Texas to be determined, and will work closely with the President to access the experience and talent of others who have served in this role with the goal of creating a successful reunion in 2015.
Item # 8 – Digital Archive Administration Needs – Cam talked about the move away from paper photos & albums to digital as well as the need to have an organized repository for storage & back-up of the Association’s documents. Jack Albrecht volunteered to serve as the Association’s Digital Archive Administrator. This will involve inventorying all of the types of current & future digital document needs and develop a plan for the organized storage & backup, access and retrieval of such documents for the future.
Item # 9 - Appointment of Committee Chairs:
NEW COMMITTEE CHAIRS APPOINTED BY THE BOARD
l Membership Roster Manager – Sue Weeks Hansen
l Webmaster - Don Cooper
l Newsletter Coordinator – Sharon Warren Stuart
l Memorabilia Coordinator – Kathy Ford Litalien
l 20-15 Reunion Coordinator – Jim Slaughter
l Digital Archive Administrator – Jack Albrecht (new committee position)
Item # 10 - Association’s plan for responding to the passing of a classmate – After the official meeting of the Board, and informal meeting of the Board present at the Reunion held a discussion on the role & responsibility of the Association following the death of a classmate. While some classmates may elect to send flowers or meals or another type of personal remembrance, the following response to the family was considered to be an appropriate response from the Association:
1. The Association President will create a Bitburg Alumni Sympathy Card which will be sent to the family from the Association;
2. The card will offer to post a notice on the “Message Board” as well as the obituary information on the Association’s Website;
3. The deceased classmate will be added to the Classmate Remembrance video which is presented at each 3 year Reunion.
Minutes prepared by Cam Strong