Annual Shareholders Meeting Minutes October 4, 2008





Mad River Glen Cooperative

Board of Trustees Meeting

Minutes –Saturday, October 4th, 2008



After due notice, a Shareholder Town Meeting of the Mad River Glen Cooperative was convened at 4:00 p.m. on Saturday, October 4, 2008 in the Basebox at Mad River Glen Ski Area (“MRG”) in Fayston, Vermont.


Trustees Jay Appleton, Paul Finnerty, Liz Godwin (Secretary), Geordie Hall, Betsy Jondro, Jed Kalkstein, Bill Reynolds (Chair), Eric Schoenholz (Treasurer) were present. Also present were President Jamey Wimble, Marketing Director Eric Friedman, and approximately twenty-five shareholders (“SH’s”).


Call to Order


Trustee Reynolds called the meeting to order at 4:09 p.m.



Chairman’s Remarks – Trustee Reynolds


Trustee Reynolds greeted the shareholders and commented on the excellent 2007-08 ski season. He directed the shareholders attention to number of the Cooperatives recent accomplishments including the successful completion of the Single Chair Campaign, installation of the new Single Chair, take over of the ski shop and improvements to the basebox. SH Lu Putnam commended the improvements to the ladies’ room.


Trustee Reynolds also spoke of the recent passing of Jim McAfee, an original Trustee. In lieu of flowers, donations in his memory can be made to Central Vermont Humane Society.



President’s Report – President Wimble


Capital projects: First floor project went well. Upgrades to base area included leveling out the ground to better accommodate tents for weddings and other events.

Single Chair: Chair peeling has been addressed; Dopplemayer/CTEC found that paint had not been done correctly, so they sandblasted and repainted chairs this summer at their expense. Some electrical work was also done. The wobble at midstation was addressed by stiffening a tower. Stiffening modifications on Tower 1 will be done after Green and Gold Weekend.


We anticipate a $150-180K profit at end of FY08 against the original budget. Audited financials will be different due to our takeover of retail store and Single Chair Campaign.

Our pre-season sales are up on a total dollar basis but will most likely be down in volume because the dollar increase does not cover the price increase. Other ski areas are down in numbers as well. We’re holding our ground given the big picture.


SH Deri Meier asked about the operating account and the cash balance on the loan for the Single.


There is just under $500K in the cash operating account. On the Single Campaign over $300K is still due to come in through pledges. The remaining balance on the Single loan is $280K. There is approximately $17K in the Single account.


SH Josh Tower asked whether there will be a diesel backup for the Single Chair. President Wimble said that our first priority is a diesel backup for the Basebox We are continuing to study the alternatives.


Share redemptions have resumed and thirty-seven (all but those tendered this FY) were redeemed this summer. We will redeem the shares from this fiscal year after the audited financial results are approved by the Board.


Upcoming capital expenditures include the repair of I-beams under the boardwalk which will be a project for next summer; request for bids will go out this fall.

The patrol building is a long-time item on our list (ahead of Birdland lift). The Birdland lift is old but sound, as the motor was recently rebuilt. The Schuss Pass bridge by the Cricket Club will be redone next summer; the homeowners on Schuss Pass will help fund that project.


Single Chair Campaign Report – Trustee Hall


The formal fundraising phase is over but donations are still welcome. Trustee Hall commended Betsy Jondro, Deb Steines, Sharon Crawford and Eric Friedman for their efforts and thanked Preservation Trust of Vermont and Stark Mountain Foundation for their cooperation, which enabled the tax-deductible status of donations.


Over 300 people and approximately 50% of SH’s have given a total of $1.69 M. A Single Chair maintenance fund will be established to help preserve the Single; additional money raised over the cost of the chair will go into that fund. There is a list of all-donors on the side of the engine room building. Donors should check their names for correctness. Trustee Hall noted that donations are still being taken and can be made in a child’s name if any SH’s would like their children’s names on the plaque. He asked that those who have pledged be sure to pay on time as that money is being counted on to pay off the loan.


Fifteen chairs are left for sponsorship (out of 147 total).


Trustee Reynolds commended Trustee Hall for his work. SH Herb Sears commended the whole Board and especially Trustee Hall for their work on the Campaign.



Other Q&A


SH Lu Putnam noted the improved state of the ceiling on the first floor of the Basebox.


A SH asked about the possibility of putting the chair plaques elsewhere besides the back of the chair. Trustee Reynolds replied that the current placement is in keeping with the low-key nature of MRG. Trustee Appleton noted that, per regulations, we may not attach anything to the support part of the chair.


The November Board meeting agenda will include a discussion of the possibility of National Historic Registry (NHR) listing for either the Single or the whole area. The Board took a straw poll of its members in September, which turned out generally in favor, and a shareholder claimed that his informal poll of shareholders revealed strong support.


Some discussion ensued about whether we should research NHR listing at all, whether a vote on listing would be a Board decision or put to SH’s for vote, and what the positive and negative consequences of listing might be.


SH Herb Sears asked about possible restrictions that could be placed on property as a result. Trustee Reynolds pointed out that past articles in the Echo have described pros and cons. The Board will do research to find any examples of situations where NHR status may have been used in attempts to place restrictions on properties. He gave examples of local sites that have not been restricted due to NHR status.


A straw poll of the assembled SH’s indicated that fifteen of the twenty-two in attendance would be in favor of at least investigating the possibility of listing. Two were opposed.

SH Derry Meier didn’t think the assembled SH’s were a representative sample. He believed that any vote on NHR listing should be a ballot item. Trustee Reynolds affirmed that the Board would not move forward without a mandate from SH’ers, either by vote or at very least a straw poll.


Trustee Reynolds adjourned the meeting at 5:00 p.m.