December 12, 2006 Unapproved Minutes Present: Matt Cullina, Michael Chazan, Brian Jepson, Marlaine Noel, Kipp Bradford, Sam Seidel, Laura Travis, Clay Rockefeller STAFF: Shawn Wallace, Lucie Searle Guests: Aaron McCormick, potential board member 1) Call to order and Welcome, 6:09 2) Approval of the Minutes MOTIONED: Michael SECONDED: Brian SO MOVED 3) Financial Report Reconciled everything this morning. We are: Working on our audit (a bit more complicated because of the entities set up for the Dreyfus) Getting tax returns out by the end of the year May have to do a single after-the-fact audit after the tax return (related to organizations that get > $500,000 in Federal funds, and we are over that limit this year) AS220 had a meeting this morning regarding a Dept of Labor and Training RFP. There is Workforce funding and the RFP is a good fit for the Broad Street Studio. Sam Seidel and John Scott will be involved with this RFP. 4) Dreyfus Report Sam, Kipp, and Matt took a tour at the Dreyfus and feel it's really coming along well. Lucie will conduct another tour in January. Construction is about 50% complete; on track for a Certificate of Occupancy by March 31. Cash flow has been reasonable; the demand on our line of credit will be favorable to us in terms of interest. In response to a question from Kipp as to whether there will be overruns in the project, Lucie responded that she expects to use up the contingency fee, and that AS220's developer's fee would be tapped into as a last resort. Arley's marketing group is in charge of producing marketing materials for the residential units in the Dreyfus, and that is progressing well. Describing the Dreyfus Scott Lapham is heading up a project to document the Dreyfus construction in photographs. AS220, Josh Miller, and our construction partner is sponsoring this project. Working on a venue (maybe the ribbon cutting?) for exhibiting these photos. Awards: In the last week, we learned that AS220 is getting two awards: RI Chapter of the American Society of Landscape Architects (in recognition of the safety and vibrancy improvements to the neighborhood) Thursday, 12/14, 6-9pm at RISD Refectory Providence Preservation Society (for Community Revitalization) Gloria Day Church, 1/18/2007 (don't have the time yet, an email will go out) Tax Credits: In regard to the request to make a gift of our remaining tax credits ($22K) to Dr. Chazan, the motivation was to recognize Dr. Chazan's contributions to the campaign. Between the request to offer the gift and this meeting, board members raised various concerns about this. Dr. Chazan was very understanding, and offered to buy the credits. Market rate for credits is around 83 cents, and Dr. Chazan is buying them for 85. Net result of all tax credits is: $522,541 in credits will net us $474,159 for paying off the bridge loan. Sam expressed his appreciation for the spirit of the offer to Dr. Chazan, and also the staff's willingness to adjust their approach. (Michael recused himself from all discussions of this from the start) 5) Chair report Capital Campaign: Lucie and Shawn have been focusing on the goals for this campaign. They are pursuing the original plan of an ambitious $4M vs $1.3M) campaign that includes the black box originally planned for Perishable. One of the things the Campaign will focus on is a gallery on the first floor that does not share space: a dedicated gallery space. Angela has been working on the membership drive to make an attractive membership plan with enhanced benefits (discounts for artwork, discounts at area businesses; unique limited edition artwork such as a posters or t-shirt.). We need to think creatively about how we can grow our membership. Michael raised the point that we need to make it clear that membership does not confer governing/voting authority. They've been having informal lunchtime Tuesday meetings, but will be setting up a formal membership committee. We are also forming a separate committee to deal with Broad Street Program's future plans. Sam will be heading up this committee. This will be separate from, and will work with, the Broad Street Studio advisory board. Capital Campaign committee is also in need of members. Matt and Lucie will be reviewing Capital Campaign pledges with board members. Please coordinate with Matt regarding a meeting. Farewell reception for Steve Durkee at Seth's home on January 12, 2007. 6) Other Marlaine is planning to make an appointment with Clay Rockefeller and Scott Lapham regarding the possibility of doing photo work with youth residents at Butler. 9) Adjourned at 7:16pm MOTIONED: Michael SECOND: Marlaine SO MOVED