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MINUTES AS220 Board of Directors Meeting 1996/12/10 Members present: Members not present: Staff present: (1) Lucie called the meeting to order.(2) Secretary's BusinessOn a motion by A. J. Crenca, seconded by Steve Durkee, the Board unanimously VOTED to approve the minutes of the meeting of 1996/10/08. On a motion by Gerry Heroux, seconded by Laura Travis, the Board unanimously VOTED to approve the minutes of the meeting of 1996/11/12. (3) Finance CommitteeShawn Wallace reported that the contract with the Convention & Visitors Bureau for maintaining their payments for their Web site is signed, but they are one month behind on their payments. It appears we are solvent for the months of December and January, but the Finance Committee has not met recently. A discussion ensued about late rent payments from both commercial and artist tenants, though the situation is currently under control. John Kelly asked if Brown and Johnson & Wales had been contacted regarding CCD funds. Roger Mandle has made a request to the RISD board to extend funding to AS220 beyond the current three year commitment. Shawn reported that, for tax purposes, the Cafe may have to be set up as an independent operation. Bert remarked that the Cafe's income has been increasing over the last year. Shawn hopes to have an audit of their income for the next meeting.(4) BylawsJohn Kelly passed out the amended bylaws for discussion. Lucie suggested focussing the discussion on sections in which there are several alternatives. John indicated that Section 5, Removals was one such area, and we should consider whether we want to have an attendance requirement for Board meetings. Bert and Steve Durkee spoke in favor of that section. On Section 7, Quorum, the Board agreed that the quorum should be at least half of the membership. Regarding Section 1, Article 3, there was general agreement that officers should be limited to two two-year terms. John passed out a sample conflict of interest form. The Board will study that and discuss it at a later meeting. Lucie and Bert thanked John for all his hard work.(5) Membership DriveLucie thanked the staff for a super job on the Annual Report. She urged all Board members to contact people to solicit members. Bert said that the fiscal report was not ready and could not be included in the Annual Report.(6) Director's and Staff Report(A) Building ProjectMr. Dimeo has promised to do cost estimates for the Packard project at no cost. Bert needs real numbers on the job to have something concrete to take to the bank. Steve Durkee is currently the architect. Bert will outline Steve's proposal to the Mayor next week. He feels generally optimistic. (B) Fools Ball Sheri is preparing a Fools Ball package which can be shown to corporate sponsors. (C) Technology Report Geoff is now being paid through payroll, which grants him additional benefits. The Web sites are going strong. (D) Other Stuff The art programs for children have been a big success. A check is forthcoming from Hospital Trust. Providence Black Repertory Theater told Bert how pleased they were with AS220's support. Rockefeller Foundation representatives spent time with Bert. They are conducting a study of the influence the arts have at a grass-roots level on community vitality. Other meetings are planned. (7) Chair's BusinessLucie explained the Advice Plus program of American Express/IDS, which provides organizations like ours with the services of a financial planner. A representative from the Boston regional office of AE/IDS has volunteered her time to us over the next year to help put together a business plan. She presented AS220 with an eight thousand dollar personal check, and promised that her organization will match this. The matching grant should come in during the first quarter of 1997.
VOTED to approve expenditure of half of the total expected from the Advice Plus program grant for pre-development costs for the AS220 Capital Campaign, including but not necessarily limited to presentation drawings of the building campaign plans. (8) Personnel MattersBert feels that Mary has been doing an exceptional job managing the Cafe. He proposed that she get a raise. Steve suggested that we consider how we might best review cafe performance and set parameters for determining raises. The Board agreed that Mary has been doing a very fine job but did not come to any conclusion about the raise. The Board will consider the issue of performance review and raise policy for all staff at the January meeting.Lucie asked Bert and Sheri to leave the room (Shawn had already left) so the Board could discuss the matter of Christmas bonuses. On a motion by Laura Travis, seconded by Steve Durkee, the Board unanimously VOTED to authorize the Chair and Treasurer to determine whether and how much we can afford to offer staffers for holiday bonuses. The Board directed that, if funds are available, bonuses of not less than one hundred dollars, and not more than one week's salary, shall be awarded to the six full-time staff members who have been at AS220 for one year or more. (9) On a motion by Steve Durkee, seconded by Laura Travis, the Board unanimouslyVOTED to adjourn the meeting.
Robert Owen Jones
AS220 Board of Directors Meeting - 1996/12/10 page 2
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