PFC Board of Directors Meeting
Minutes for June, 13th 2006 -
Attendance
Board Members: Andrea Dunathan, President; Katie Wimsatt, Vice President; Duane Thomas, Secretary; Chad Hershock, Treasurer; Arun Mathur; Chris Good; Laura Abraham.
Carol Collins, PFC General Manager
Julie Sverid, facilitating meeting
Call to order – 6:30PM by Julie
Agenda Review –The POS system purchase and G.4 and L.8 policy revisions were removed from the consent agenda to be processed individually. It was noted that Chad did not attend the Annual Meeting as reported in those minutes. This error will be corrected before putting in the permanent file.
Announcements – It was noted that PFC members may show up at this
and future meetings to talk about expansion issues. Julie said that she
would like to receive their names and email addresses for the file she
is compiling of members interested in this issue.
Consent Agenda
Minutes of May 9, 2006,Minutes of 2006 Annual Meeting (as corrected),
Proposal to purchase books and monitoring reports; L.2 Treatment
of Members, GM succession, L.7 Compensation and Benefits. All Directors
having reviewed and understood these materials, Andrea moved
approval of the consent agenda, Arun supported, approved 7-0.
POS system purchase– After discussion of the impact of this large
capital expenditure and its likely financial benefits, Andrea moved
that the purchase be approved. Arun supported. Motion carried 7-0.
G.4 Policy revision– After discussion the desirability of relatively
more or less specificity in board governance policies, Andrea moved
that a less specific version of the proposed revision be substituted
for that originally submitted. Arun supported. Motion carried 5 yes,
1 no (Duane), 1 abstain (Katie).
Andrea moved that the substituted revision of G.4 be approved. Arun
supported. Motion carried 5 yes, 1 no (Duane), 1 abstain (Katie).
L.8 policy revision– After discussion of the desirability of having
member survey data collection standards defined in policy, Duane moved
that the proposed revision be approved. Motion was not supported and
no vote was taken.
Expansion Discussion: Main Strategic Areas to Consider– The board
began discussion of this document by trying to reconcile different descriptions
of the board's role
in expansion, how it should obtain desired information, and how proactive
it should be in these areas. There was acclamation that there was
a
commitment to "build the window" between governance and operations,
agreement with the first part of Andrea's document and a commitment
to proceed through the other parts of the document. Discussion is
to continue.
Development Committee Report: Chad reported that there was no date
between now and September 19th when all board members and the GM would
be available for training with outside consultants. The board requested
that the desired sessions be set up in July and September even if
it means that one director not be present.
Purpose of L.4.9 policy: Given the advent of new accounting software
and directors' usage patterns of the spreadsheet currently provided
quarterly with the L.4.9 monitoring report, the board asked that
the L.4 policy be changed to eliminate the spreadsheet requirement.
TASK REVIEW: BY:
Carol Secure Menlo for next meeting 4/11
Arun G.3 monitoring 4/6
Place rebate bylaw revision on calendar (for September?)
4/6
Katie Expansion policy discussion 4/6
Andrea Expansion policy discussion 4/6
Duane M.3 monitoring 4/6
Howard Assure posting of draft Annual Meeting agenda
3/14
Devel. Comm Agenda draft for orientation session 4/6
All Respond to Chad’s orientation questions, focusing on suggested content
3/13
Continue e-mail response to Expansion policy draft & grid 4/3
Ballot counting FR 3/31 6PM
MO 4/3 6PM
Next Meeting – July 13, 2006.
Attendance – There were no attendance issues..
Meeting Evaluation – Positives: The board adapted well to the in
meeting agenda modifications and finished in a timely manner. Changes
for the future: distribute draft agenda and meeting materials earlier.
Executive session: Duane moved that the board convene an executive session
to discuss personnel matters after taking a short break. Andrea supported.
Motion carried 7-0.
Adjournment – The Board adjourned the meeting by acclamation at
9:05
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