PFC Board of Directors Meeting
Minutes for December 16, 2004

Attendance
Board Members: John Austin; Larry Horvath; Arun Mathur; Pete Schermerhorn; Howard Shapiro; Duane Thomas; Laurie White; Carol Collins, PFC General Manager.
Cynthia Edwards, new PFC Director of Outreach & Education
Julie Sverid, PFC Human Resources Director - facilitating meeting
Kathryn Sanderson, PFC Member/Owner volunteer - recording minutes

Call to order - 7:30pm by Julie

Announcements – Carol announced that Café Verde now has wireless Internet access.

Agenda Review – Board self-monitoring report G.1 – Governing Style was removed from the consent agenda and postponed until the January meeting.

Consent Agenda – minutes and web minutes of the 11/18/04 meeting; 2005 Board budget narrative; revisions to L.1 Treatment of Members regarding volunteers; Board self-monitoring reports M - Global Board-GM Linkage (Laurie) and M.1 – Unity of Control (Howard). All Directors having reviewed and understood these materials, the consent agenda was approved.

PFC Development Exploration – Agenda/Calendar (Duane) – Discussion of proposed December ’04 through April ’06 timetable for PFC’s development and possible expansion. Included are extensive surveying of Member needs and preferences, research of options derived from those surveys, and increasingly specific planning steps based on the collected data. Placement of an initial Member survey in the PFC newsletter election issue was added. The amended schedule was adopted.

Member Linkage (Howard) – Continued discussion of what the Board needs to know from Members, based on the list of questions generated at the October meeting and subsequently revised and expanded. Three were selected to be the basis of the election issue survey. Howard will generate a draft survey for further discussion and refinement. Duane will set up an organizing meeting for a development exploration support team.

Audit Committee charter review (Pete) – The charter was approved in substance with anticipated clarification of the financial expert qualification wording. Pete, Arun, Rhonda McCammon, and Matthew Graff were appointed to the committee with Rhonda and Matthew designated as financial experts.

Director candidate recruitment – Discussion of the process and the Board’s role in it. The Board agreed that description of its responsibilities regarding recruitment should be articulated in policy.

Next Meeting – Thursday, January 27, 2005, 7:30pm at Menlo Innovations (212 N. 4th Ave).

Adjournment – By acclamation at 9:40.

Respectfully submitted by John Austin, Board Secretary