November 14, 2006 Unapproved Minutes

Present: Richard Welch, Sam Seidel, Clay Rockefeller, Laura Travis, Jonathan Bonner, Brian Jepson, Michael Chazan, Seth Price, Matt Cullina, Marlaine Noel, John Scott, Keith Munslow

STAFF: Shawn Wallace, Lucie Searle

Guests: Aaron McCormick, potential board member; Kipp Bradford, potential board member

1) Call to order and Welcome, 6:04

Steve Durkee has submitted his resignation. We'll be holding an event to recognize his service and committment to AS220.

Stacy Jordan has requested a leave of absence from the board from two weeks ago to the end of the year, and that has been granted.

Kipp Bradford is with us tonight, and we are seeking a vote on his nomination to the board.

2) Approval of the Minutes

MOTIONED: Michael SECONDED: Marlaine SO MOVED

3) Financial Report

Favorable to budget on income. Unfavorable to budget on expenses. It all evens out.

By the end of the year, we'll have our audit for the past year.

4) Election of Kipp to the board

NOMINATED: Matt SECONDED: Jonathan SO MOVED

5) Dreyfus Report

• Has reaffirmed March 31 deadline with builders numerous times.

• Very pleased with Trac.

• Dreyfus Hotel Restaurant:

  • Passed around a development presentation for the restaurant (concept art, designs, etc.).

  • The question came up of whether we've publicly announced that Josh Miller is the tenant. Lucie will coordinate with Josh to make some kind of announcement

  • Michael raised the question of whether the insurance policy that Josh took uses a collatoral assignment instead of a beneficiary designation (it should use the former). Lucie and Richard will pursue.

  • Lucie will send a copy of the lease to the board.

  Lucie and Arley are working on a brochure to show off the Dreyfus to potential artist tenants.

  Lucie will coordinate a tour for the board just before the next board meeting.

Laura asked that we review this policy after Bert's sabbatical

• Only two or three main issues. Subject to our discussion tonight, Michael will provide a redlined copy.

  • How much for a quorum? Currently 1/2, Michael proposes 1/3.

  • Bylaws don't state that we must meet every month. Michael proposes that we make it monthly.

  • Conflict of interest policy. New entities are required by the IRS to do this, we should have one.

    Jonathan asked what constitutes a conflict of interest. Michael asked him if he was paid for his work on the sign. In the discussion that followed, the possibility was raised that this could be a conflict of interest (depending on whether the board had oversight of that decision, whether there was a call for proposals, and other factors). A conflict of interest policy would provide clear guidance for future projects such as this.

8) Membership Drive (Matt and Seth)

Matt is working on a review of the membership plan with Seth: meeting every Tuesday at lunch, please join them.

Seth: nonprofits that rely solely on grantgiving have major peaks and valleys, but organizations that can depend on their membership have more even experiences. Larger membership also helps get support from corporate donors.

Laura pointed out that membership was higher when we mailed out publications to members (perceived value).

Shawn: Went out recently to the Wallace Foundation meeting. This foundation is moving toward research and other geographical areas. We're going to be more dependent on membership and earned income as a result.

9) Countrywide Opportunity

Countrywide Mortgage Lender has approached Seth to establish a giving program where AS220 is given donations for referrals (if a borrower mentions the referral program, AS220 gets $200). This is similar to some of the things that public radio stations do (mention the fund raising drive, some money is donated).

The real benefit is not in the money, but in the fact that the lending agents become informed about AS220. Since these folks are constantly interfacing with new arrivals to the area, they can be effective evangelists.

Motion that this be approved provided 1) that we revisit this in a year to see if it's been successful 2) that we ask for it to be raised to $220 to be consistent with our name (don't make that a dealbreaker):

MOTIONED: Michael Chazan SECOND: Jonathan Bonner SO MOVED

10) Adjourn

MOTIONED: Matt SECOND: Seth SO MOVED