After due notice, a meeting of the Board of Trustees of the Mad River Glen Cooperative was convened at 8:00 am on Saturday, May 11, 2013 on the third floor of the Basebox at Mad River Glen Ski Area (“MRG”) in Fayston, Vermont.
Trustee
Attendance
Trustee
Attendance
Elkind (Chair)
Present
Godwin
Present
Stetson (Vice-Chair)
Present
Holtan
Present
Anderson (Secretary)
Present
Jondro
Absent
Liu (Treasurer)
Phone in
Lesure
Present
Bruns
Present
Palola (incoming)
Present
Also present were President Wimble and 2 shareholders.
8:03 AM Call to Order
Chair Elkind called the meeting to order. The assembled group commented admirably about his new glasses.
There were no shareholder comments.
8:07 AM Review & Approve Minutes of the March 10, 2013 Board meeting, the April 6, 2013 annual meeting and the April 7, 2013 Board meeting.
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the minutes of March 10, 2013.
Trustee Stetson
Trustee Lesure
8
0
0
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the minutes of April 6, 2013.
Trustee Stetson
Trustee Godwin
8
0
0
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the minutes of April 7, 2013.
Trustee Holtan
Trustee Lesure
8
0
0
8:10 AM Management Report
President Wimble presented the following report.
The scanning of passes went ok this season. There was a learning curve for the staff in the beginning. Final results indicated that about 60% of our skier visits were passes, which is right where our estimates have been. On a good year that % will drop as day skier volume increases. Still many different things we can pull from the numbers. Still need to meet with Sugarbush as the number of pass uses seems low to us.
There was damage done to the Verizon site due to flooding. It is still on line but there will be modifications done this summer to prevent further flooding. President Wimble is negotiating with Verizon for MRG to maintain the road and bill them for our time. The contractor they used last summer has been banned from the mountain as his work was sloppy and slow.
We have been working with a web site consultant to help us with our e-commerce part of the site as well as overall performance of it. Eric Friedman is also working with a company on search engine optimization to improve the site. We are excited about some of the improvements for the 2013-14 season.
Results from the Sugarbush/Mad River college pass program were good. We will be continuing the program next season.
Management is working with SMF for funding of projects on the mountain this summer, one of them being a woods cleaning crew that would be clearing areas for safety and making the woods skiing experience better. This would be a 2-man crew on for the summer.
Share Sales:
We sold 5 shares against a target of 2 for April. We have sold 32 shares YTD.
Financials:
April came in under budget NOI. Most of this was due to items budgeted in March but expenses came in April.
8:25 AM
The Board discussed the benefits and drawbacks of scanning and the success of the college pass with Sugarbush. Jamey also updated the board on the upcoming Federal health insurance changes. His research shows that Mad River is unlikely to be significantly affected by the changes..
The procedure for tendered shares and failure of shareholders to pay the APR was reviewed. Management is taking a slightly more aggressive stance regarding delinquencies. The Board requested that President Wimble provide share redemption request numbers as well as share sales in future monthly management reports.
8:35 AM Closing policy.
The board spent 15 minutes reviewing the closing policy last updated in 2004. No changes were made but the consensus was that it needs to be reviewed. President Wimble will realign the budget to match the planned closing date and review our operating dates.
8:51 AM Marketing report
Eric Friedman presented the board with a marketing update for 2013-14. Topics covered included, but were not limited to: a website update, the magazine, the Warren parade, following up with first-time visitors, ski school experiences, focusing on the Mad River experience, and growing the community. He stated that he feels limited by the marketing budget and tries to spend it wisely.
9:16 AM Finance Committee — Review & discuss recommendation for summer spend/CapX – Roy (Action).
After discussion of the summer spend list Treasurer Liu made the following motion.
Motion
Made by
2nd by
Aye
Nay
Abstain
To adopt the finance committee’s recommendation to approve the summer spend list of $44,000 .
Trustee Liu
Trustee Bruns
8
0
0
9:22 AM 2014 Budget – Jamey
– Review and discuss assumptions to be used in setting FY 2014 budget and pricing
– Review schedule for finalizing 2014 budget and pricing
The board agreed to review the budget after the Finance committee meetings of 5/30/13 and 6/6/13.
President Wimble also talked about reducing insurance costs with preventative measures and stressing employee safety.
9:38 AM Fundraising Committee report – Annika
Trustee Holtan updated the board on the status of a Capital Campaign planning study. A comprehensive survey to shareholders and the Mad River community will be ready to launch this month. They anticipate presenting the findings at Green & Gold.
9:55 AM Committee Reports:
Facilities Committee-John
Trustee Stetson reported that he and Jamey had a very productive meeting with Bill Gallup to discuss the input received regarding the schematic design. There will be an estimated cost of $9,100 to update the schematic design but he recommends waiting for the survey results before any further spending.
Board Development- Betsy
The board needs to identify a new Chair for this committee.
Volunteerism- George
George will work with Jamey to identify a list of projects.
10:05AM Shareholder comment
Kay Eaton commented she agreed to keep any spending in check.
10:07 AM Executive Session – Performance Appraisal Preview/Initial Discussion
No Actions were taken.
10:40 AM
Motion
Made by
2nd by
Aye
Nay
Abstain
Motion to Adjourn
Trustee
Stetson
Trustee
Godwin
9
0
0
Action Item Review (Jon)
Action Item
Responsible Party
When
STATUS
Realign the budget with the estimated closing date.
