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Board of Trustees Meeting Minutes: June 15, 2024

MEETING MINUTES HISTORIC ARCHIVE

Type

Year

 

MRG Board of Trustees Preliminary Minutes

 

Date:            Saturday, June 15, 2024 8:00 am

Location:       Hybrid (online & in-person)

Present: Brad Noble, Jeff Whittingham, Carol Pierce, Andrew Carey, Matthew Milan, Matt Lillard, Will Kriewald, Bryan Hall, Britton Rogers, Martin Beam

Shareholder Comments

Call to order, shareholder comments (Brad Noble): there were no comments

Consent Agenda Items

Approve minutes for May 2024 Board Meeting (Brad Noble): Approved

Reports and Discussion

Welcome Marty Beam (Brad Noble): Marty officially will join the board as of July 1.

Management report (Matt Lillard): The Pub is open and summer has started off well so far. The main focus at the moment for admin is budgeting and moving forward with the larger projects on the horizon.

In the office, there are some new pass printers for the coming season!

Basebox: new sunshades have been installed on the deck. The kitchen is staffed up and there are some new items on the menu. The summer music series will start up soon with some new later evening events. The sponsor of the music series is new for this summer and is a cannabis company.

Ry is working on dressing up the basebox with some new artwork and a window design for the ski school desk window.

Mt Ops has been working on cleaning up snapped trees and debris from the past winter’s ice events. Birdland’s electric motor has been sent out for a rebuild and the snowmaking motor and pump have also been sent out for service and rebuild.

Retail shop has had a makeover with new carpeting!

Seasonal departments are resting up for the coming season. Ski Patrol has some equipment upgrades which are in progress.

Update on GM goals for 2024 (Matt Lillard): Pub project is moving along. Midstation project is having bi-weekly meetings with SkyTrack. Electric work will start as soon as Sugarbush’s project is caught up on the timeline. Tower work has gotten initial approval and will go to the engineers for final approval. Most of the visible work will start in August. Matt has selected a mentor/coach from the three provided by the Board in March, and will look to formalize the relationship and go under contract next week. Succession planning will follow with the upcoming HR work this summer.

Facilities Committee report (Britton Rogers):

General Stark’s Pub

  • Summer plans and next steps: The committee will meet monthly throughout the summer (even though the Board is not meeting) to keep the design and CM teams moving forward. The goal is to have designs to present with a budget for the fall – by Green and Gold if possible.
  • Design Team: Vermont Integrated Architects and various consultants. The contract and timeline with VIA and their consultants were reviewed and confirmed, with funds authorized by BoT back in December.
  • Subcommittee: A Facilities subcommittee will continue to meet regularly with VIA for design input, progress updates and schedule facilitation, to assist Matt Lillard. This is the subcommittee that assisted Matt with Construction Administration during the 2020 Base Box project. With input from Britton, and with Matt as the lead point person, Peter Hourihan, Linc Prescott, and John Stetson make up the rest of the group. This subcommittee then reports back to the larger committee for feedback on progress and facilitates Matt’s communication w/the Design and CM Teams. This smaller subcommittee benefits the committee with a smaller, focused group of construction industry professionals who have great experience in project design, estimating, and administration and who will meet with the design team on-site and in person during design development, estimating, and construction documents, and presumably, construction administration phases (hence the need for consistency of the subcommittee, and the in-person nature of these meetings).
  • Construction Manager: We have a confirmed CM, Naylor and Breen. This will continue the consistency from the 2020 project and the successful project delivery that came in ahead of schedule and under budget. They will begin with an initial estimate of the conceptual design to help the design team and committee pursue design development.
  • After our monthly committee meeting, we met with the CFC to review a list of questions they had to better understand the goals of the Pub project, discuss funding, and work to establish the public-facing message for fundraising purposes. It was a productive and lively conversation. Thanks to that committee for their work in moving the funding effort forward. We realize this project will not take place without a concerted effort to raise funds and have support from Co-op members.

Action: Vote to approve 2024-2025 member slate: Carol moved to approve the slate as presented, Will Kriewaldseconded. Unanimous approval.

Members Board members Staff
  1. Britton Rogers, Chair
  2. Peter Hourihan
  3. Bob Cook
  4. John Stetson
  5. Linc Prescott
  1. Marty Beam
  2. Carol Pierce
  1. Matt Lillard, Management Liaison *

Finance Committee report (Will Kriewald):

May is a quiet month on the mountain as the season ended in April, and the Pub opened on Memorial day weekend for the Summer season. There was a slight miss of just over 5% against the budget for Net Ordinary Income.

The actual results for May are shown in the table below:

  • Total Income was $2.9K above budget, driven primarily by Basebox ($3.7K) and offset by Retail ($1.4K below budget). There is some small ancillary income earned in other income and marketing, as well as some late locker payments.
  • May operating expenses were $10.6K above the budget driven by Basebox ($6.6K above budget),Facilities ($6.4K above budget), and Marketing ($3.5K above budget) with some offsetting savings in insurance/property($7.4K below budget), and Office/Admin($1.4K below budget)
    • Retail and Payroll Tax expenses were $2.1K and $1.3K over budget respectively.
    • Various reasons for these overages include additional advertising for open positions, preparation work for the retail carpet preparation, and other facilities related items. Basebox should have been budgeted higher for the May opening.

During the June meeting Management presented the draft 2024-2025 Budget. Management is planning on 111 Operating Days opening December 14th and Closing on April 6th. The overall budget targets a small $10K Net Operating Income. Compared to the $4.76M in revenue forecasted, this is effectively a break even budget. The budget does include a $500K or 11.7% increase in overall revenue which Management believes is realistic given the current trend despite sometimes challenging weather conditions.

  • Additionally, as part of the budget presentation revised pricing for pass products and tickets for the upcoming season were shared and discussed. Notably the price of a day ticket increasing to $115 ($110 previously) and Stark Mountain Cards increasing from $225-$249 were proposed.
  • Based on the above documents and discussion regarding the budget and the proposed pricing the following motion was passed by the Finance Committee:
  • Brad commented that we are not counting interest income as ordinary income; it will continue to be reflected below the line.
    • The Finance Committee recommends approval of 2024 -2025 Budget and Pass/Ticket Pricing as proposed by Management.
    • Action: Vote to approve 2024-2025 budget Barclay moved to approve the budget as presented, seconded by Brad. Unanimous approval.

 

 

Proposed pricing, day ticket to $115, Stark Mt Card to $249. Slight increases across the board for pass pricing.

Action: Vote to approve 2024-2025 pass prices – Barclay moved to approve the pass pricing as presented, seconded by Brad. Unanimous approval

Action: Vote to approve 2024-2025 member slate:

Members Board members Staff
  1. Brian Williams
  2. Geordie Hall
  3. Meg Schultz
  4. Leigh Michl
  5. Richard Gervase
  1. Will Kriewald, Chair
  2. Andrew Carey
  3. Brad Noble
  4. Bryan Hall
  1. Andrew Snow *
  2. Sharon Crawford *
  3. Matt Lillard *

Will moved to accept the slate as presented, seconded by Brad. Unanimous approval.

Communications Committee report (Jeff Whittingham): Open rates still remain high indicating good engagement with the shareholders. Jeff is looking for summer images to dress up the bulletin.

Members Board members Staff
  1. John Tobin
  2. Britton Rogers

 

  1. Jeff Whittingham, Chair
  2. Will Kriewald
  3. Mariah Riggs
  4. Brad Noble
  5. Barclay Rappeport
  1. Matt Lillard *
  2. Ry Young *
  3. Vee Ferris *
  4. Sharon Crawford *

Action: Vote to approve 2024-2025 member slate: Add Britton Rogers to the slate (as a committee chair of facilities). Barclay moved to accept the amended slate. Brad seconded the motion. Unanimous acceptance.

Collaborative Fundraising Committee report (Mariah Riggs): CFC has met twice in the past month and has created an information sharing policy. The CFC is formally considering additional members before presenting additions to the slate. The information sharing policy was developed by both the CFC and SMF.

Action: Vote to approve Information Sharing Policy – there was a discussion regarding third party providers. Will moved to accept the information sharing policy as presented. Matthew Milanseconded. Unanimous acceptance.

Board Development Committee report (Barclay Rappeport): Barclay presented the current Code of Ethics and Roles & Responsibilities – these will be put into the board drive for review and any suggestions for modifications should be presented at the September board meeting. These items have been placed into the current discussion documents for the June meeting and will be moved to the September agenda and discussion documents.

Board Development Committee

  1. Barclay Rappeport, Chair
  2. Carol Pierce, Secretary
  3. Jeff Whittingham

 

Action: Vote to approve 2024-2025 member slate – Will moved to accept the slate. Brad seconded. Unanimous acceptance

 

GM Yearly Review Process and Timing Discussion (Barclay Rappeport): Jeff and Barclay will finalize the employee survey this week and submit to a pool of 5-7 employees.

Executive Committee (Brad Noble):

Executive Committee

  1. Andrew Carey, President
  2. Barclay Rappeport, Vice President
  3. Will Kriewald, Treasurer
  4. Jeff Whittingham, Secretary
  5. Brad Noble, Past President *

The position of past president was created to ensure continuity of information and enhance succession planning. The desire is to create an executive committee where the president is always prepared for the position, and also has support from someone who has previously held it. The proposed executive committee creates the Past President position, which is non-voting, in order to support the incoming president.

Action: Vote to approve 2024-2025 member slate – Brad moved to accept the slate as presented. Carol seconded and commented her approval of the creation of the past president and commended the growth and development of the board. Unanimous approval.

Open Items & New Business

A comment on Google Drive (Brad Noble): Administrative comments regarding the Google Drive – Brad will work to document for future boards. Matt Lillardand Brad have spent some time reviewing Google Drive. We currently have a practice in place for all the committee chairs. The suggestion is that every year we will create a root directory for the coming year and relevant committee documents move to the current year.

Thank you, Matthew Milan!

Matthew shared a heartfelt statement to the board. The board offered immense gratitude to Matthew for his work over the past six years.

9:49: adjourned.

 

Manager’s Report 6.15.24

Finance Committee Report – June 24

Communications Committee Report – June 2024

Collaborative Fundraising Committee Report – June 2024

2025 MRG Cooperative Committee Slates