PFC Board of Directors Meeting
Minutes for January 19, 2004

Attendance
Board Members: John Austin; Linda Diane Feldt; Arun Mathur; Martin Piszczalski; Duane Thomas; Laurie White; Carol Collins, PFC General Manager.

Absent: Howard Shapiro

Facilitator: Rusty Brach, PFC Information Technologies Manager

Guests: Herb Alvord, PFC Member/Owner; Larry Horvath, PFC Member/Owner and Board candidate

Call to order - 7:30pm by Rusty

Consent Agenda
minutes and web minutes of 12/15/03 meeting; Board self-monitoring report G.2 – Board Job Description (by Duane); review of policies L.6.6 and L.6.9 for possible amendment with no action deemed necessary. All Directors having reviewed and understood these materials, the consent agenda was approved.

Ends Policy Development (Duane, John)
The E.1 knowledge/information draft prepared by Duane, Howard, and John, was approved as a working document. Duane, Howard, Laurie, and John will meet to review all Ends drafts for consistency, wording, and intent and circulate their results in time for consideration before the next meeting. The Board’s goal is to have a complete draft set of Ends policies available for Members at the Annual Meeting in March.

Revision of policies L.4.5, L.4.6, and L.6 (Linda Diane) – The Board approved revisions of L.4.5 and L.4.6 increasing the General Manager’s purchase limit to $15,000 without Board approval and sale of assets limit to $5,000 without Board approval. The Board also approved deletion of L.6.8 as redundant.

Bylaw change proposal (Linda Diane)
The Board approved presentation of the three proposed changes to the Membership in the upcoming election. In Bylaw 4.1, the allowed time for holding the annual meeting would be extended from 100 days to 120 days after fiscal year-end to allow more time for preparation of financial reports, the election process, and annual meeting planning. In Bylaw 5.9 regarding Board vacancies, the sentence “The appointee will serve for the remainder of the term of the Director being replaced” would be added for clarification. Bylaw 7.3, regarding the internal procedure of committees, would be eliminated.

Elections/Nominations (Howard, John, Laurie, Martin)
Seven Member/Owners have declared candidacy for the three seats opening at the end of this Board term. John will meet with candidates individually to familiarize them with Board policies and procedures.

Annual Meeting Team Report (Martin, Laurie, Arun)
The meeting will be held at Gladwin Center on West Liberty Road on Saturday afternoon, March 27, 1:30-4:30pm.

Member database use for MemberClicks listserv trial (Duane)
After vigorous discussion of security and privacy issues, it was agreed that Duane, Martin, and Rusty would meet to develop a proposal for Board consideration.

Absences –Howard’s absence was approved.

Next Meeting – Monday, February 16, 2004, 7:30pm at Menlo Innovations (212 N. 4th Ave).

Adjournment – at 9:35 by acclamation

Respectfully submitted by John Austin, Board Secretary