February 8 and 9, 2008, Board Meeting Minutes
Mid Year Board Meeting, February 8-9, 2008
The 2008 Mid Year Board meeting of the American Council of the Blind convened on February 8, 2008 at 8:30 a.m. EST at the Washington Plaza Hotel, Washington, dc.
At the call of the roll, all Board members were present except Ms. Ruschival and Mr. Thom, both of whom joined the meeting soon thereafter.
After a review of the meeting agenda, Mr. Campbell moved that the agenda be approved, and the motion was carried.
Mr. Miller moved approval of the minutes from the January 2, 2008 Board meeting teleconference call. The motion carried.
WBU North American Caribbean Region. Mr. Pomerantz and Mr. Gray attended the WBU North American Caribbean Region meeting in December. There is a proposal to double WBU membership dues, and in addition, to consider establishing dues for our region in order to move proposed programs forward. The next regional meeting will be in April in Nassau. Mr. Gray and Mr. Pomerantz will attend the WBU meeting in August in Geneva, Switzerland. Ms. Lieberg will also attend. She will assist with streaming for ACB Radio, and will attend the two-day women's concerns conference as ACB's delegate.
Damar Travel. All payments have been received. ACB's agreement will terminate on April 14, 2008. ACB will contract with another cruise provider travel agent, and seven have approached us thus far. Mr. Pomerantz, Ms. Brunson and Ms. Lieberg will develop a document listing those items which we believe should be a part of a contract with any travel agent with whom ACB does business. This will be e-mailed to organizations who have approached ACB. Mr. Pomerantz and Ms. Brunson will review responses, and hopefully have an agent contracted by April 15.
California Canes. The company approached ACB several times this year with a request to consider purchasing their business. However, they were unable to provide Mr. Waters with much of the information he requested. ACB has subsequently learned that the company was subsumed by Navi-Tech, owned by Rob Cook. Mr. Pomerantz stated that Mr. Cook indicated Navi-Tech would be willing to assume the liabilities incurred by California Canes."
American Center on Blindness and Visual Impairment. The Board of Directors has been set. The Board held two meetings in late January. In order to include ACB's Executive Director on this Board, a motion was adopted to expand the Board from nine to ten members. Mr. Gray explained that a conflict exists in ACB's minutes regarding this issue. The minutes from the mid year 2007 ACB Board meeting do not reflect that the ACB Executive Director will serve on the ACBVI Board, but the Fall 2008 ACB Board meeting minutes state that the Executive Director will serve on the ACBVI Board. Therefore, Mr. Gray moved that at this time, the American Council of the BLIND go on record as affirming the decision of the American Center Boar to include the executive director of ACB as a standing member of the Board of Directors of the American Center; the motion carried. He further reported that a draft outline of bylaws has been created, and the Board as a whole is working on finalizing a bylaw document to be reviewed by the ACB Board at its pre-convention Board meeting. Once the bylaws are completed, non profit status will be sought.
Plunkett Estate Bequest. The final distribution from the Plunkett estate has been received. This year, ACB received 4 contributions of over $100,000. Ms. Brunson is looking into ways to honor the individuals and entities who have donated large sums to ACB either by way of gifts or bequests. This may be in the form of a placque and if so, she hopes to have it ready for presentation at the convention in Louisville. Mr. Bradley moved to have a placque displayed in the ACB Office with the names of all contributors to ACB in excess of $100,000 and that those names also appear in the Braille Forum and on the ACB web site; the motion carried.
Development Director. Three applications have been received, and recruitment efforts have been stepped up to increase the candidate pool by recruiting through media of interest to potential candidates.
Mr. Bradley moved ACCEPTANCE of the President's Report, and the motion carried. Mr. Gray moved that funds in excess of $75,000 from the Plunkett estate be moved into Board Designated Reserves; that motion carried. Mr. Pomerantz reminded the Board that this motion is in keeping with the Board policy to move donated funds in excess of $75,000 to Board Reserves. With this motion, ACB's Board Designated Reserves have broken the million dollar mark.
Treasurer's Report Restricted funds: $870,000; Board Designated Reserves: $1,024,000; Cash reserves: $200,000; Over-all total $2,094,000. Mr. Bradley moved ACCEPTANCE of the Report, and the motion carried.
Allocation of income generated from investment of Board reserves
Mr. Waters explained that each year, the Board must make a decision regarding income generated from the investment income of Board Designated Reserves. The Board may elect to leave the funds in the operating income of the organization, add the income to the principle balance of the Board Reserves or add that income to the principle balance of scholarship endowments. Mr. Trott moved to add the interest generated from Board Designated Reserves, $26,000, to the principle of the Board Designated Reserves. The motion carried.
ACBES Report, Michael Garrett, Chair, ACBES Board
Stores in Milwaukee and Texas are making steady progress in sales increases. Where other stores exist whose sales are not meeting expectations, Mr. Waters and Mr. Garrett will meet with managers to implement new strategies and expectations. One of our stores in Detroit has just changed management, and already is showing an increase in sales. Because the property on which another Detroit store is located was sold without notice, a new location is being sought; Mr. Waters is in negotiation with another property owner. Mr. Garrett explained that there will be major expenses incurred in moving the store, promoting it, etc. He requested a line of credit of up to $100,000 from ACB. He explained further that there are a number of infrastructural needs such as security camera systems, point of sale systems, store upgrades, etc., which will impact stores system wide. There are still older trucks in the fleet that need replacement, so on a timed basis, ACBES will need to add new trucks. Ms. Lieberg requested an update from Mr. Gray regarding point of sale systems as discussed at the Fall Board Meeting. Mr. Gray responded that he is in discussion with a contact regarding point of sale systems who, in the second quarter of 2008 plans to roll out an experimental system for small business sales. Mr. Gray will remain in touch with his contact, and work with Mr. Waters to meet a 2009 installation deadline. Ms. Lieberg asked if these requested funds will be paid back with interest and in what time line. Mr. Godino moved that ACB set aside $100,000 as a line of credit for ACBES at an interest rate of 5"%, with contract terms to be established among the Controller, Executive Director, ACB President, Treasurer and the Chair of the ACBES BOARD of Directors. This motion carried. Mr. Campbell moved ACCEPTANCE of the ACBES Report, and that motion carried.
Budget, Revenue Side Mike Godino
Mr. Trott moved that the income projection for the Braille Forum raffle revenue be increased from $10,000 to $12,000. The motion carried. Ms. Dillon moved that the auction projection be reduced from $15,000 to $12,000; the motion carried. Ms. Ruschival moved that a line be inserted into the budget for other store expenses to include the cost for bringing the store manager to convention, as well as any other store expenses. The motion carried. Projected revenue for the 2008 budget is $1,176,960. Ms. Ruschival moved acceptance of the revenue side of the budget; the motion carried.
Mr. Godino moved that the Board recess to Executive Session; that motion carried at 11:50 a.m.
The Board reconvened in open session at 1 pm. Mr. Pomerantz reported that during Executive Session, no actions were taken, no motions were made, and the primary discussion dealt with the audit letter for ACB litigation matters and areas in which we might expect advocacy-related revenues.
The Board next heard a presentation from Mike Dickson, of Dain Rouscher, who is managing ACB's investments portfolio. Mr. Dickson responded to questions from the Board regarding time lines for investments, whether other fees will be incurred for changes we may wish to make, etc. He assured the Board that there are no fees above and beyond those to which we have already agreed.
Budget Report: Expense Side, Mike Godino
During discussion of expenses for the Braille Forum, Mr. Gray moved that the ACB Board instruct the Board of Publications to move ahead immediately and copyright each issue of the Braille Forum each year beginning in 2008, and to implement policies and procedures to ensure an ongoing process to copyright the Braille Forum going forward. The motion carried. Ms. Brunson stated that the copyright fee would be no more than $20 per year. Mr. Campbell moved to amend the copyright fee portion of the Braille Forum expense side from $0 to $20, and that motion carried. Due to expenses ACB will incur to attend BANA meetings this year including participation at the International Council on English Braille held in Australia, Ms. Charlson moved to increase the BANA expense from $1,200 to $3,200, and that motion carried. Mr. Bradley moved to authorize 12 issues of the Braille Forum, with 2 issues being 48 pages and 10 issues at 32 pages. The motion carried. Mr. Campbell moved to adopt the 2008 expense side of the budget; the motion carried.
Ms. Ruschival moved that ACB expend $14,000 for a new telephone system for the DC Office, $5,000 for store inventory, and $5,000 for new web software for the store. The motion carried.
Mr. Gray moved that the 2008 budget be approved in aggregate; the motion carried.
Office review Committee Recommendations
The Committee recommended that ACB continue operating offices in both Minneapolis and DC and that any new leases be negotiated at or below the current lease rates. Should this prove infeasible, the over-all increase will not exceed 2% of the current rental rate. Ms. Lieberg moved ACCEPTANCE of this recommendation, and the motion carried.
The Office Review Committee next recommended that the ACB Executive Committee, with input from the Board via the Board list, be empowered to approve initial leasing offers contemplated for either office. However, the Board of Directors must act to approve any final lease agreement. Mr. Bradley moved ACCEPTANCE of this recommendation, and the motion carried.
DC Office. Ms. Brunson reported that our student intern from Kent State, Bill Adams, has arrived and is working out very well. She stated she hopes to announce the location of the Midyear Board Meeting, President's Meeting and Legislative Seminar by no later than the 2008 convention. Action has been taken on all priority one resolutions, and work is ongoing on all others. The search for a Development Director is ongoing, and recruitment efforts will be expanded. She is also hoping to provide more in-service type training to staff. ACB is active in its advocacy efforts with regard to the digital TV conversion.
Minneapolis Office. Mr. Waters reported that he is working to increase efficiency in the office, including diversification of duties among staff. There is now a contribution data base with over 2000 entries, broken down by individuals and types of donations. A letter to each donor will go out to thank them for their donation, and provide necessary tax-related information regarding their donation. There is now an ACBES web site which is further developing, and includes personnel forms contained in a secure area of the site enabling access to them by stores, and by those who may need to change or edit them. The MMS enrollment form has been redesigned so that there is now just one form. This will be more convenient for all concerned.
Ms. Brunson introduced a guest from Nigeria, Danlami BARASHU, accompanied by Jim Shilling a member of the U S Department of State. MR. Barashu is one of ten distinguished visitors who were nominated to come to the United States to study transparency of good governance in the United States. Mr. BARASHU is the President of the Joint National Association of Persons with Disabilities. He is also a founding director of the Anglo Nigerian Welfare Association of the Blind. Mr. Barashu was warmly received by the Board, and several cards were exchanged between him and BOARD members.
Mr. Sheehan asked for an update on the development of a membership database. Mr. Gray responded that work is ongoing, and that 3 to 5 affiliates will be asked to do dual certification this year to test the database. Mr. Godino moved acceptance of the staff reports and the motion carried.
ACB Convention Committee Report, Carla Ruschival
Ms. Ruschival gave an overview of progress the Committee is making in the planning of the 2008 convention. All planning is either on or ahead of schedule. The Welcome to Kentucky party will be sponsored by both the Bluegrass and Kentucky Councils of the Blind. This year, the program will offer full page color adds as well as cover adds. It will be possible to offer commemorative pages as discussed at the Fall Board Meeting in the price range of $500. The guide dog relief area will be established in March by the GDUI President and Doodle Scoopers. Robert Spangler is working on tours, and has several already lined up.
Reasonable Accommodation Policy for Convention, Carla Ruschival
A policy is being developed to address issues and requests for reasonable accommodation at conventions. Ms. Ruschival mentioned that such a policy had been written dealing with attendant care and medical requests and adopted by the Board about four years ago; Ms. Brunson will locate that document and forward it to Ms. Ruschival. SASI has proposed that a space be added to registration materials enabling those who wish to donate funds toward interpreter services; Ms. Ruschival proposed this be done. Mr. Pomerantz hopes to have this policy ready for Board review at our next teleconference call, perhaps in May. Mr. Campbell moved that the convention and reasonable accommodation reports be accepted and the motion carried.
Future Conventions, Carla Ruschival
A contract has been signed with the Phoenix Sheraton, subject to our site inspection, for the year 2010. Ms. Ruschival will make a site visit in September.
The meeting recessed at 5:20 PM.
February 9, 2008
The Board of Directors reconvened at 9:00 a.m. Board members not present at roll call were Gray, Thom and Vloedman. Ms. Vloedman arrived soon thereafter.
Status of Idaho Affiliate, Melanie Brunson
The Membership Committee has been working with several individuals who have contacted ACB expressing an interest in membership. They hope to revitalize the Idaho affiliate by bringing both these groups together. This item will be discussed further at the next Board teleconference call.
Officer Committee Liaison Reports
Officers gave reports regarding their respective committee assignments. These minutes will reflect the officer's name, and the committee(s) with which they work.
Ms. Charlson: Constitution and Bylaws, International Relations, Multi Cultural Concerns, Scholarship, and SASI.
Ms. Dillon: Membership, Awards, PR and Convention.
Ms. Lieberg: Information Access, Environmental Access and Women's Concerns.
Mr. Godino: DKM First Timers, Employment, Resource Development, Store and MMS.
Mr. Pomerantz: Advocacy Services, Internet Oversight, Rehab Issues Task Force, Resolutions, and transportation.
A working group, consisting of Mr. Godino (Chair), Ms. Soule and Mr. Campbell has been established to study the issue of a potential Board Reimbursement policy.
Mr. Trott, Chair, Resource Development Committee, stated that his Committee is considering a walk-a-thon at the 2009 convention. They are also hoping to develop a resource directory of fund raising ideas at the national and state level.
Ms. Lieberg asked that all board members arriving after roll call please let her know directly that they have arrived.
The Mid Year 2008 meeting of the ACB Board of Directors adjourned at 10:30 a.m.