Board of Trustees Meeting Minutes: February 20, 2021

Board of Trustees Meeting Minutes

Mad River Glen Cooperative

Date: Saturday, February 20th, 2021, 5:00 PM EST

Location: Online – Zoom

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Present: Trustees: Matthew Milan, Ron Shems, Brad Noble, Barclay Rappeport, Carol Pierce, Leigh Michl, Meg Schultz, Andrew Carey, Andy Weis. General Manager Matt Lillard. Shareholders: Will Kriewald, J Bewlay, Eli Godwin, Mike Boland, Penelope Parson, Jeff Whittingham, Amy Mooney, Boyd Allen

Shareholder Comments

Call to order 5:04pm, shareholder comments (Matthew Milan):There were no shareholder comments.

Consent Agenda Items

Approve minutes for January 2021 Board Meeting (Matthew Milan): Minutes approved.

Reports and Discussion

Management Report (Matt Lillard): See attached. Tomorrow is Day 63, hoping for 112 this season. New traffic flows in the Basebox have been well received. Staff is providing reminders of proper mask wearing policy and other protocols. The VT Tramway Inspector has been to visit and inspect protocols. As we move into Spring, Staff will have to encourage people not to hang out and mingle in close proximity, but thus far, we are doing well.

Admin – the on-line store upgrades are still in process. The vendor is working through it currently to fix bugs. Tickets sales have been well handled but other parts of the system are clunky. Average day ticket yield is up $30 this season versus the prior year. Annual meeting information will be going out to shareholders next week via email and mail.

The major Capital Expenditure plan for the summer will be the roof of the BaseBox.

The BaseBox renovations are working well..

Marketing/Events – continued messaging with travel policies. Social media and snow reporting has been strong. IFSA event will be this Friday, 2/26, with 100 participants. Rockefellers Challenge will be 2/27.

Grooming and Mountain Operations have started summer maintenance planning.

Retail continues to be strong.

Ski School – midweek programming has strong participation. Seasonal programs are in week 7 of 11.

Freeski and Race have started competition season with good results.

Rental/Repair continues to be steady with repairs.

Patrol – The new building is functioning well and the Patrol is looking to open uphill routes coming soon.

Cricket Club & Naturalist programs continue to move along at the expected pace.

Buildings update: systems work and finish work is being done and expenditures have come in under budget thus far.

Executive Committee Reports

Proposed Bylaw Revisions:  After consultation with several experts, Ron Shems proposed additional wording changes to the previously discussed Bylaw changes regarding discrimination (see attached).  The trustees voted in favor of the revised wording, with Leigh Michl abstaining.

SMF POP Naming Opportunities Policy Amendment (Jim Elkind): on behalf of the SMF, Jim reached out to the Executive Committee to ask for additional naming opportunities for the POP campaign.  There was a discussion about appropriate use of the Executive Committee in lieu of a full board meeting.  Leigh Michl suggested that trustees be notified of planned EC meetings and have the option of attending as observers and that the EC inform trustees regarding actions taken following such meetings. The Naming request was approved by the EC.

Shareholder Redemption (Matt Lillard): A special, out-of-cycle redemption request was made by a longtime shareholder for financial hardship reasons. The request was approved by the EC.

Ron moved that the trustees ratify EC decisions. Matthew 2nd, unanimous acceptance.

Annual Meeting discussion: meeting will be virtual via Zoom with a live feed to Facebook and MRVTV. Ballot box will be available the day of the meeting from noon until 15 minutes past adjournment of the meeting on the 3rd floor of the BaseBox.

Forest Management Plan — There was a discussion of next steps for an update of the Plan and whether a committee was needed. (Andy Weiss) (as needed): Matt L had a meeting with former trustee Lars Bruns regarding the forest management plan and has laid the groundwork for the next steps.

Strategic Planning Committee Report (Andrew Carey): Andrew reviewed the attached Report.

Finance Committee Report (Brad Noble): Brad also reviewed the attached Report.  In particular, Brad reviewed the findings of the Auditors.  The Auditors were highly favorable about management’s accounting and controls and suggested that the Coop consider ways to reduce cash balances in certain accounts that exceeded Federally insured limits.

Brad made a motion to accept the Audit Report, seconded by Meg).  The Audit Report was unanimously accepted.

Action Items

Approve and Accept Audit Report (Brad Noble):Brad moved to accept the Audit Report,  Meg  2nd. Unanimous acceptance.

Approve and nominate the slate of trustee candidates slate: (Barclay Rappeport/Matthew Milan)

Out of State Candidates:

Pascal Hess, Matthew Milan, Trey Gregory

In State Candidates: Jeff Whitingham, Will Kriewald, Ram Sherma

Barclay proposed slate, Ron 2nd, Unanimous approval.

Open Items & New Business: Comment from shareholder Eli Godwin as to the effectiveness of COVID signage.

6:16 PM        Adjourn (Matthew Milan), moved to adjourn, Ron second.

February 2021 Finance Committee Report