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 9th, 2015 on the third floor of the Basebox at Mad River Glen Ski Area (“MRG”) in Fayston, Vermont.
Trustee
Attendance
Trustee
Attendance
Elkind (Chair)
Present
Holtan
Absent
Tobin (Vice-Chair)
Present
Lesure
Absent
Anderson (Secretary)
Present
Hourihan
Present
Stetson (Treasurer)
Present
Palola
Present
Bowen
Present
Also present were President Wimble, incoming trustees John Eberlein and Ron Shems and 2 shareholders.
8:05 AM Call to Order
Chair Elkind welcomed the assembled and asked for shareholder comments.
Shareholder Deri Meier questioned the “disappointing” financial results after such a good ski season.
President Wimble explained it was primarily due to a very poor January when we had enough snow to open but it was too cold to attract skiers. This led to a lengthy discussion regarding operating costs, fund raising, ticket and pass pricing and workman’s compensation expenses. The board and management are watching expenses very carefully and are open to suggestions from any shareholders that have ideas regarding controlling expenses.
Chair Elkind welcomed incoming trustees John Eberlein and Ron Shems.
8:25 AM Review & Approve Minutes of March 14 Board meeting and April 4, 2015 meeting (Action)
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the minutes of March 14th, 2015
Trustee Stetson
Trustee Bowen
7
0
0
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the minutes of April 4th, 2015
Trustee Stetson
Trustee Bowen
7
0
0
8:26 AM Board meeting schedule and high level review of topics – Jim
Chair Elkind gave an overview of the board schedule for 2015-16. This led to a discussion on the election of officers at the June meeting. John Eberlein suggested creating a board committee that includes the incoming trustees to nominate a slate. A committee will be formed and a conference call scheduled.
8:35 AM Management report – Jamey
Operations:
We put together a 127 day season. It has been a while since we have seen this. We closed on a beautiful sunny day April 19th.
Operations ran very smoothly this season. We had some freezing issues due to the very cold year. (February had an average temperature of 2 below zero!) Staff responded well and there was little impact.
Meeting with department heads at end of season was very positive. All department heads will be returning next season.
Stark Mountain Foundation is funding two summer projects. We have a small trail crew that will be working on trail edges and woods clean up. We also will receive a grant from them to rebuild the patrol hut at the top of lift 2. Thank you SMF
.
Share Sales:
We sold 6 shares against a budget of 4 for the month of April. We have sold 31 shares YTD for this fiscal year. There are 21 shares on the list to be tendered in December. 34 shares were tendered in the month of April for FY 2014.
Financials:
April numbers were great. We finished the month ahead of budget NOI. We have considerably more cash on hand than at this time last year. Liftopia numbers continue to grow, nearly 20% of our total ticket revenue. We are watching this closely as we know it is driving our yield down but department revenues are rising as we are seeing these customers spending money once on the mountain.
Shareholder Penny Parson commented on the new Patrol Hut at the top of the double. It will be slightly larger and will also serve as a warming hut which will be welcomed by the ski school, especially the younger crowd. The board thanked Penny and SMF for the grant.
Shareholder Meier asked three questions. How much “breakage” on the Mad Cards? A) $90,000. How much Mad money is still out? A) $27,000. How did we do the two weeks after the annual meeting? A) The first week was ok, the second not as good.
8:45 AM Finance Committee
Treasurer Stetson reported the Finance committee had met Thursday May 7th. He reported they are looking at review of the budget considered a 5 year history instead of 20 years. As it stands now we will not have to use our line of credit. There was also an increase in snowcat expense this year due to increased maintenance and volume of use.
He reviewed the F/C meeting which had covered many topics shown below.
Jamey presented the April financial reports, with comments and discussion as follows:
Andrew are relooking at the model to use a 5-year history rather than 20-year in with the hope
of more accurately projecting the weather and revenues.
other departments.
have been expensed.
efforts to clean up the shares with APR’s in arrears.
The next FC meetings will be on Thursdays, June 4th and again on the 11th to address the annual budget.
The board followed up his report with a discussion concerning pass and ticket pricing. Workman’s compensation costs, the possibility of a reciprocity agreement with Sugarbush, the value of scanner data and marketing expenses were also reviewed. Management will be carefully examining the pricing strategy in an ongoing effort to make MRG both sustainable and affordable. Part of that process is reviewing historical reaction to pass and ticket price increases.
President Wimble reported the 2016 budget had not been completed, he hoped to have it completed in the next week.
9:50 AM Break
9:55 AM Fundraising Committee
Trustees Tobin and Palola reported the Fundraising committee continues to make progress. The “quiet” phase continues and they are planning awareness events for the summer. Advance pledges are close to the target and they are optimistic about the campaign’s success. The Demont contract extension is currently being reviewed. Penny Parson reported that SMF is pleased with the progress as well.
Thanks to both Annika and Lars Bruns for their considerable donation of time and effort for this cause.
10:05 AM Consider revisions to board policy on share redemption — Jim (Action)
The board had previously reviewed two options on policy for share redemptions. After comments and discussion regarding the redemption of shares, per the co-op bylaws the board determined the “less discretion” policy was preferable and this led to a motion.
Motion
Made by
2nd by
Aye
Nay
Abstain
To vote to approve the less discretion share redemption policy dated March 24th, 2015.
Trustee Hourihan
Trustee Bowen
7
0
0
The board also asked Jamey to start separating the share sales from the operating budget starting next year.
10:35 AM Review policy for prioritizing and board approval of us of SMF grant funds – Jamey (Action)
Jamey and Trustee Palola had circulated a process for grant writing policy shown below.
Stark Mountain foundation grant writing process/policy
3-14-15
Each year the board reviews summer spend and capital projects. This is designed in a three tier list “Tier 1” being most important and “Tier 3” being nice to do. The tiered list should identify projects that staff recommends to be funded through the operational budget along with those to be supported by the Capital Campaign, provided they coincide with the capital budget proforma for the Paradise Campaign. These items will be approved by the board and staff will fill out grant applications to SMF that are deemed part of the campaign.
After a brief discussion a motion was made.
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the grant writing policy dated March 14th, 2015.
Trustee Palola
Trustee Tobin
7
0
0
10:45 AM Action Item Review — Jon
Explore options on communicating with shareholders and potential shareholders.
Board
Ongoing with the Capital Campaign
To separate share sales from the operating budget at the start of the next fiscal year
Jamey
New
Review whether MRG should sign the Ceres Climate Declaration.
Eric and Ron
New
Draft a performance review for Jamey
Jim
New
10:50 AM
The board returned to the topic of election of officers and after discussion a motion was made.
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve appointing all future board members who will comprise the incoming board to a committee to help determine the officers.
Trustee Elkind
Trustee Hourihan
7
0
0
10:55AM Executive Session
The board adjourned to executive session, no actions were taken.
